Annual Report: 2023
Vivriti Capital Limited's 6th Annual General Meeting will be held on September 30, 2023, via video conferencing to transact the following business:
Ordinary Business:
Notes:
Annexure to the Notice
Item 3: Explains that ratification of the Statutory Auditor’s appointment is required with the remuneration to be fixed by the company in the general meeting, and none of the Directors, Key Managerial Personnel, or their relatives are concerned or interested in this resolution financially or otherwise. The Board of Directors recommends passing of the resolution as an Ordinary Resolution.
Item 4: Explains that the re-appointment of Mr. John Tyler Day as a Non-Executive Nominee Director is in accordance with Section 152 of the Companies Act, 2013.
Financial Performance Highlights for the year ended 31st March 2023 (Standalone in INR Lakhs)
Financial Performance Highlights for the year ended 31st March 2023 (Consolidated in INR Lakhs)
Other Key Points from the Annual Report:
Dividend: No dividend was declared to conserve profits for future operations and growth.
Transfer to Reserves: INR 2,585.95 lakhs was transferred to Statutory reserves (20% of profits).
Company Affairs: The company enables debt to mid-market enterprises.
General Information
Change in Nature of Business: No change.
Material Changes and Commitments:
Capital Adequacy Ratio: 26.22%
Credit Rating: From ICRA and CARE.
Resource Mobilization: Company raised INR 3,992 Crores.
Investor Education and Protection Fund (IEPF): No transfers were made.
Corporate Social Responsibility (CSR): INR 93,33,523 spent on CSR activities (required to spend 93,33,520). CSR policy is available on the website.
Number of Board Meetings: 11 meetings held.
Directors and Key Managerial Personnel (KMP): Changes in composition occurred.
Independent Directors: Declarations received, registered with Independent Director's Databank, and integrity noted.
Board Evaluation: Annual evaluation and Independent Directors' meeting conducted.
Director's Responsibility Statement: Confirmed adherence to accounting standards, policies, reasonable judgments, going concern, internal financial controls, and compliance with laws.
Employee Stock Options: ESOP issued to encourage participation.
Internal Financial Control: Adequate internal controls in place.
Particulars of Subsidiaries, Associate, and Joint Venture Companies: Listed subsidiaries and their performance.
Non-Acceptance of Deposits: The Company is an NBFC-ND-SI and doesn't accept public deposits.
Loans, Guarantee, and Investments: Particulars provided in financial statement notes.
Related Party Transactions: Complies with related provisions and transactions are at arm's length.
Energy Conservation and Technology Absorption: No activity, but promotes conservation.
Foreign Exchange Earnings/Outgo: No earnings; outgo of USD 5.66 Lakhs for interest payment and vendor payments.
Risk Management: Comprehensive Risk Management Policy implemented.
Vigil Mechanism/Whistle Blower: Vigil Mechanism formulated and whistle blower policy is in place.
Compliances and Material Orders: Compliant with regulations, but non-compliance with Companies Act, 2013 for further issuance of share capital occurred.
Statutory Auditors: BSR & Co. LLP appointed.
Reply to the Qualification in the Auditor's Report: No qualifications in the auditor's report.
Cost Audit: Not applicable.
Secretarial Audit and Secretarial Audit Report: Secretarial Audit Report provided.
Internal Audit: In-house internal audit commenced.
Secretarial Standards: Compliant with Secretarial Standards.
Insolvency and Bankruptcy Code: Not Applicable.
Failure to Implement Any Corporate Action: Company has completed corporate actions within the specified time limit.
Annual Return: Annual return will be available on the website.
Disclosure under Sexual Harassment Act: Policy in place; complaints committee constituted, and policy extends protection to all genders.
Corporate Governance Report: Annexed.
RBI Guidelines: Company follows RBI guidelines.
RBI Master Directions: The Company is classified under the "Middle Layer" category under the said framework and has complied with the same.
SEBI Regulations: Listed non-convertible debentures issued; information provided.
Foreign Exchange Management Rules, 2019: Downstream investment made, details provided.
Consolidated Financial Statements: Prepared in accordance with accounting standards.
Cautionary Note: Report contains forward-looking statements.
Acknowledgement: Thanks to members, executives, staff and workers.
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