Confederation for Ayurvedic Renaissance -Keralam Limited 14th Annual Report 2017 -- 2018 III/671-KINFRA SMALL INDUSTRIES PARK, NALUKETTU ROAD KINFRA PARK P.O, PIN: 680309, KORATTY THRISSUR DISTRICT, KERALA Tele: [0480] 2735737 Fax: [0480] 2735837 E-mail:- [email protected] Web Site: www.carekeralam.com BOARD OF DIRECTORS CONFEDERATION FOR AYURVEDIC RENAISSANCE-KERALAM LIMITED Sri. P R Krishna Kumar (Chairman) Sri. Kunjupanicker Anilkumar (Vice Chairman) CONTENTS Sri. Hari N Namboothiri Sri. Eladath Thaikkattu Neelakandhanmooss Notice of Annual General Meeting……01 Sri. Balachandra Das M Chandrasekharan Nair Director’s Report………………………….05 Sri. Prasad Chirathilattu Ninan Sri. Ajay George Varghese Auditor’s Report ..………………………..32 Sri. Michael Joseph Sri. Ramanathan Devarajaiyer Balance Sheet……………………………..42 Sri. Kandamkulathy Pathrose Wilson Sri. Thanikkal Joy Verghese Statement of Profit & Loss……………..43 Sri. Janardanan Nair Muraleedharan Sri. Sunilkumar Surendran Nair Cash Flow Statement…………………….44 AUDITORS Note on Accounts…………………………45 M/s. Mahadevan & Sivarajan Chartered Accountants Route Map to the venue of AGM ……..73 10/491, Anugraha, Garden Street, College Road, Palakkad – 678001 Attendance Slip & Proxy form ………..74 REGISTERED OFFICE Confederation For Ayurvedic Renaissance- Keralam Limited CIN: U24233KL2004PLC017539 Kinfra Small Industries Park, Nalukettu Road, Koratty PO, Kerala – 680309 Email – [email protected] Website – www.carekeralam.com CONFEDERATION FOR AYURVEDIC RENAISSANCE-KERALAM LIMITED Registered Office - Kinfra Small Industries Park, Nalukettu Road, Koratty PO, Kerala – 680 309 CIN: U24233KL2004PLC017539 Email – [email protected], Website – www.carekeralam.com Telephone No: -0480-2735737 Fax No: - 0480-2735837 NOTICE OF 14TH ANNUAL GENERAL MEETING Notice is hereby given that the 14th Annual General Meeting of CONFEDERATION FOR AYURVEDIC RENAISSANCE-KERALAM LIMITED will be held on Sunday, 30th September,2018, at KINFRA Small Industries Park, Nalukettu Road, Koratty P.O, Thrissur – 680309, the Registered Office of the Company at 12.30 noon, to transact the following business: ORDINARY BUSINESS 1. To receive, consider and adopt the audited Balance Sheet as at 31st March 2018 and Profit and Loss Statement and Cash Flow Statement for the year ended as on that date, together with Auditor’s Report and Directors Report thereon. 2. To appoint a director in place of Mr. Balachandra Das M Chandrasekharan Nair (DIN: 00565357), who retires by rotation and being eligible offers himself for re-appointment. 3. To appoint a director in place of Mr. Ramanathan Devarajaiyer (DIN: 01499553), who retires by rotation and being eligible offers himself for re-appointment. 4. To appoint a director in place of Mr. Thanikkal Joy Verghese (DIN: 07343633), who retires by rotation and being eligible offers himself for re-appointment. 5. To consider and if thought fit, to pass with or without modification(s), the following resolution as an Ordinary Resolution: “RESOLVED THAT pursuant to the provisions of Section 139 and all other applicable provisions of the Companies Act, 2013 (the “Act”) read with Rule 3(7) of the Companies (Audit and Auditors) Rules, 2014 (including any statutory modification(s) or re-enactment thereof for the time being in force), the Company hereby ratifies the appointment of M/s. Mahadevan & Sivarajan (FRN: 006388S), Chartered Accountants, 10/491, Anugraha, Garden Street, College Road, Palakkad – 678 001, as the Statutory Auditor of the Company to hold office from the conclusion of this Annual General Meeting until the conclusion of the next Annual General Meeting of the Company on such remuneration as may be determined by the Board of Directors in consultation with the said M/s. Mahadevan & Sivarajan.” 1 For and on behalf of the Board of CONFEDERATION FOR AYURVEDIC RENAISSANCE-KERALAM LIMITED Sd/- Kunjupanicker Anilkumar Director (DIN: 00226353) Place: Koratty Address: Sreerangam Bunglaw, Temple Road, Date: 07.09.2018 Aluva P.O., Ernakulam, Kerala - 683101 Notes: 1. A member entitled to attend and vote at the meeting is entitled to appoint a proxy to attend and vote on a poll instead of him and such proxy need not be a member of the Company. A person can act as a proxy on behalf of the members not exceeding 50 and holding in aggregate not more than 10% of the total share capital of the company. However, a member holding more than 10% of the total share capital of the company carrying voting rights may appoint a single person as proxy and such person shall not act as proxy for any other person or member. 2. For appointing the proxy the enclosed proxy form duly filled, stamped and signed must be deposited at the Registered Office of the Company not less than 48 hours before the commencement of the meeting. 3. Proxies submitted on behalf of the companies, societies etc., must be supported by an appropriate resolution or authority, as applicable. 4. Members/Proxies should bring the Attendance Slip sent herewith, duly filled in and signed and hand over the same at the entrance of the hall for attending the meeting. 5. Members are requested to notify immediately any change in their address including e-mail address to the Registered Office of the Company. 6. Relevancy of question and the order of speakers will be decided by the Chairman. Members are requested to forward in writing to the Company any question on the Accounts, so as to reach the Registered Office one week before the date of the Annual General Meeting. 7. The route map showing the directions to reach the venue of the 14th Annual General Meeting is given in page no. 73. 2 As per the requirement Secretarial Standard 2 (SS-2), the following information relating to the Directors to be appointment/re-appointment as contained in Item 2, 3 and 4 is furnished below: Particulars Information Name Balachandra Das M Chandrasekharan Nair Age 66 Qualification B.Com Experience 44 Terms and conditions of appointment As per Resolution at Item No. 2 Remuneration sought to be paid Nil Remuneration Last drown Nil Date of first appointment on the Board 23/04/2009 Shareholding in the company Nil Relationship with other Directors, Nil Manager and other Key Managerial Personnel of the company Number of Meetings of the Board 1/6 (2017-18) attended during the year Other Directorships, Membership/ 1. Sree Sankara Ayurvedic Resorts Private Limited- Chairmanship of Committees of other Managing Director Boards 2. Sree Sankara Community For Ayurvedaconsciousness Limited – Managing Director Particulars Information Name Ramanathan Devarajaiyer Age 68 Qualification DAM Experience 45 Terms and conditions of appointment As per Resolution at Item No. 3 Remuneration sought to be paid Nil Remuneration Last drown Nil Date of first appointment on the Board 30/12/2009 Shareholding in the company Nil Relationship with other Directors, Nil Manager and other Key Managerial Personnel of the company Number of Meetings of the Board 1/6 (2017-18) attended during the year Other Directorships, Membership/ 1. Sitaram Ayurveda Pharmacy Limited - Managing Chairmanship of Committees of other Director Boards 2. Sitaram Healthcare Private Limited – Managing Director 3 Particulars Information Name Thanikkal Joy Verghese Age 61 Qualification BAM Experience 37 Terms and conditions of appointment As per Resolution at Item No. 4 Remuneration sought to be paid Nil Remuneration Last drown Nil Date of first appointment on the Board 21/11/2015 Shareholding in the company Nil Relationship with other Directors, Nil Manager and other Key Managerial Personnel of the company Number of Meetings of the Board 4/6 (2017-18) attended during the year Other Directorships, Membership/ Nil Chairmanship of Committees of other Boards For and on behalf of the Board of CONFEDERATION FOR AYURVEDIC RENAISSANCE-KERALAM LIMITED Sd/- Kunjupanicker Anilkumar Director (DIN: 00226353) Place: Koratty Address: Sreerangam Bunglaw, Temple Road, Date: 07.09.2018 Aluva P.O., Ernakulam, Kerala - 683101 4 CONFEDERATION FOR AYURVEDIC RENAISSANCE-KERALAM LIMITED Registered Office - Kinfra Small Industries Park, Nalukettu Road, Koratty PO, Kerala – 680 309 CIN: U24233KL2004PLC017539 Email – [email protected], Website – www.carekeralam.com Telephone No: -0480-2735737 Fax No: - 0480-2735837 DIRECTORS’ REPORT To, The Members Your Directors are pleased to present the 14th Annual Report on the business and operations of your Company together with the Audited Financial Statements for the year ended 31st March, 2018. 1. FINANCIAL RESULTS (In Rupees) For the Year Ending For the Year Ending Financial Highlights 31st March 2018 31st March 2017 Total Income 19,874,881 29,693,526 Total Expenditure (including 36,207,759 58,342,858 Depreciation) Profit/(Loss) before Tax (16,332,878) (28,649,331) Tax (Including deferred tax) 0 0 Profit/(Loss) for the year (16,332,878) (28,649,331) Surplus / (Deficit) carried to Balance (16,332,878) (28,649,331) Sheet Earnings per share (4,707) (8,431) 2. PERFORMANCE AND OPERATIONAL REVIEW During the financial year 2017-18, the Company has earned an income of Rs. 19,874,881/- and incurred expenses of Rs. 36,207,759/-. Compared to previous year, both income and expenditure shows a decrease in the financial year 2017-18. The performance of the Company ended with a loss of Rs. 16,332,878/- as compared to the previous year loss of Rs. 28,649,331/. 3. DIVIDEND Your Directors are not able to recommend payment of any dividend as the Company has incurred loss in the financial year 2017-18 and due to inadequacy of accumulated profits. 4. AMOUNTS TRANSFERRED TO RESERVES The Board of the Company has decided not to carry any amount to its reserves as the Company has incurred loss during the year. 5. CHANGE IN NATURE OF BUSINESS, IF ANY During the financial year 2017-18, there was no change in the nature of business of the Company. 6. CHANGES IN SHARE CAPITAL DURING THE FINANCIAL YEAR, IF ANY As on date of this report, the Authorised share capital of the Company is Rs. 60,000,000/- (Rupees Six Crore Only) divided into 6000 equity shares of Rs.