Calcutta Stock Exchange Unlisted Shares

Annual Report Summary

The Calcutta Stock Exchange Limited's 99th Annual Report for the financial year 2021-22 presents the company's audited financial statements.

Financial Performance:

• The total income of the Exchange on a stand-alone basis was Rs. 1674.69 lakhs.
• Profit before tax and contributions to Settlement Guarantee Fund (SGF) and Investors' Service Fund (ISF) was Rs. 486.23 lakhs, compared to Rs. 181.40 lakhs in the previous year.
• After contributions to SGF and ISF, the profit for 2021-22 was Rs. 11.26 lakhs, compared to a loss of Rs. 121.27 lakhs in 2020-21.
• The Board did not propose any dividend or transfer any funds to reserves due to the marginal profit.

Subsidiary Performance:

• CSE Capital Markets Pvt. Ltd. (CCMPL), a wholly-owned subsidiary engaged in depository operations, reported a profit after tax of Rs. 13.23 lakhs, considered for consolidation.
• Lyons Range Securities Clearing Corporation Ltd. (LRSCCL), an indirectly wholly-owned subsidiary, continued its operations and made a profit of Rs. 1.03 lakhs mainly through investment income. It will commence commercial operations after receiving SEBI approval.

Operations & Regulatory Compliance:

• The Exchange provided members the opportunity to trade uninterruptedly during the COVID-19 pandemic.
• No applications for direct listing were received, and Amnesty Schemes were used to collect old listing dues.
• The Exchange approved the voluntary delisting of 45 companies under SEBI regulations, bringing the total number of listed companies to 2159 as of March 31, 2022.
• An appeal filed by the Exchange against an order dated April 12, 2016, is in progress before the Hon'ble Division Bench of Calcutta High Court.
• The Exchange adheres to the SECC Regulations 2018. It is compliant with Corporate Governance norms, with Corporate Governance Report included.
• The CFO of the Exchange provided required certifications to the Board.

Board and Committees:

• The Board of Governors included three Public Interest Directors (PIDs) and one Shareholder Director as of March 31, 2022, with the resignation of Mr. Gautam Ganguli effective May 17, 2022.
• Dr. Abhirup Sarkar was nominated by the West Bengal Infrastructure Development Finance Corporation Limited and joined the Board on May 27, 2022.
• New Board Members were inducted into various Board Committees, and ten Board Meetings took place during the year.
• The Exchange is not required to appoint committees envisaged under Sections 177 or 178 of the Companies Act, 2013.
• Code of Conduct for Directors has been adopted and is available on the Exchange's website.
• All Directors affirmed compliance with the Code of Conduct for Prevention of Insider Trading.

Other Key Points:

• The Exchange has neither accepted nor renewed fixed deposits from the public or shareholders.
• There were no material changes or commitments affecting the company's financial position after April 1, 2022.
• The exchange has a Corporate Social Responsibility (CSR) policy and CSR activities are detailed in Annexure-3.
• There was an Internal Complaints Committee in place.
• The Exchange continues efforts at collaborating with academic institutions. The CUCSE-CEFM centre has been setup at the Calcutta University focusing on capital markets, financial inclusiveness and ethics.
• The Board expressed appreciation for the services rendered by the employees.

Auditor's Report and Financials:

• The Auditor's Report notes uncertainties related to the recoverability of receivables from defaulting members (Rs. 94,34,22,919) and the outcome of the company's appeal pending before the Division Bench of the Hon'ble High Court at Calcutta which may cast significant doubts about the Company's ability to continue as a going concern in respect to its stock exchange operations only.
• The company has recognized an identical amount received from Settlement Guarantee Fund (SGF) as liability, so the interests of the Exchange stands fully protected.
• Standalone and Consolidated Financial Statements are included, with detailed notes. The company's website has more financial details, including subsidiaries' audited financials.

Management Discussion & Analysis:

• Highlights the impact of COVID-19, industry structure and development, and current market developments.
• Recognizes the importance of financial intermediaries such as stock exchanges.
• Discusses reforms in the securities market and efforts to maximize economic activities.
• CSE continues to provide trading facilities on the NSE and BSE platforms despite its own platform being non-operational. It also allows the eligible listed companies to be traded in NSE and BSE without separately listed there.
• Key strategies focus on growth and working with SEBI to resume trading and settlement functions and expand the scope to also include currency and commodity trading. The Exchange will also strengthen its ongoing awareness programmes and provide start up advisory support. The registered office of The Calcutta Stock Exchange Limited is at 7, Lyons Range, Kolkata - 700 001, and the website is www.cse-india.com.