1 Twenty Second Annual Report 2015-2016
JINDAL LEASEFIN LIMITED
(L74899DL1994PLC059252)
22ND ANNUAL REPORT-2015-2016
2 Twenty Second Annual Report 2015-2016
JINDAL LEASEFIN LIMITED
BOARD OF DIRECTORS
RACHIT SINGHAL Managing Director
SURENDER KUMAR JINDAL Director
SHASHI GARG Director
KIRAN SINGHAL Independent Director
SACHIN KHARKIA Independent Director
AUDITORS
STRG & Associates
Chartered Accountants Firm Regn. No.: 014826N
348, Ist Floor, Tarun Enclave,
Pitam Pura, Delhi - -110034
Ph. 011-27032828
Registered Office:
110, Babar Road, New Delhi- 110 001
Ph. 011-46201000, Fax 011-46201002
E mail Id: - [email protected]
Registrar and Share Transfer Agent BEETAL Financial & Computer Services Pvt Ltd.
BEETAL HOUSE, 3rd Floor,
99, Madangir, behind LSC, New Delhi – 110062
3 Twenty Second Annual Report 2015-2016
NOTICE OF ANNUAL GENERAL MEETING
Notice is hereby given that the 22nd Annual General Meeting of
the members of Jindal Leasefin Limited will be held at:
Venue : Kejriwal Farm House, Holambi Kalan,
Narela Delhi-110082
Day and Date : Friday, 30th September, 2016
Time : 04.00 p.m.
ORDINARY BUSINESS:
ITEM NO. 1: ADOPTION OF FINANCIAL STATEMENTS
To receive, consider and adopt the Audited Financial
Statements of the Company for the financial year ended 31st
March, 2016 and reports of the Board of Directors (“the
Board”) and Auditors thereon.
ITEM NO. 2: APPOINTMENT OF DIRECTOR IN PLACE OF A
DIRECTOR LIABLE TO RETIRE BY ROTATION
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 152
and other applicable provisions, if any of the Companies Act,
2013 and the Rule made thereunder (including any statutory
modification or re-enactment thereof), Smt. Shashi Garg
(DIN: 00131391) Director of the Company, who retires by rotation and being eligible offers herself for reappointment, be
and is hereby re-appointed as Director of the Company liable
to retire by rotation”
SPECIAL BUSINESS:
ITEM NO. 3: APPOINTMENT OF STATUTORY AUDITOR TO
FILL CASUAL VACANCY:
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(8)
and other applicable provisions, if any, of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014
and other applicable provisions if any (including any statutory modification or amendment thereto or re-enactment thereof for the time being in force), M/s STRG & Associates, Chartered
Accountants, Delhi, (Firm Registration No: 014826N), be and are hereby appointed as Statutory Auditors of the Company to
fill the casual vacancy caused by resignation of M/s Kewal
Bajaj & Associates, Chartered Accountants.
RESOLVED FURTHER THAT M/s STRG & Associates, Chartered
Accountants, Delhi, (Firm Registration No: 014826N), be and
are hereby appointed as Statutory Auditors of the Company to
hold the office from 02nd August, 2016, until the conclusion of
the 22nd Annual General Meeting of the Company, at such remuneration plus applicable taxes, and out of pocket
expenses, as may be determined and recommended by the Audit Committee in consultation with the Auditors and duly
approved by the Board of Directors of the Company.”
ITEM NO. 4: APPOINTMENT OF STATUTORY AUDITOR:
To consider and if thought fit, to pass with or without
modification(s), the following resolution as an Ordinary
Resolution:
“RESOLVED THAT pursuant to Section 139 and other
applicable provisions, if any, of the Companies Act, 2013 read
with the Companies (Audit and Auditors) Rules, 2014 and other applicable provisions if any, M/s STRG & Associates, Chartered
Accountants, Delhi (Firm Registration No: 014826N), be and are hereby appointed as Statutory Auditors of the Company to hold
office for five years, from the conclusion of the 22nd Annual
General Meeting till the conclusion of the 27th Annual General
Meeting of the Company to be held in the year 2021 (subject to
ratification of the appointment by the Members at every Annual General Meeting held after the 22nd Annual General
Meeting of the Company), at such remuneration plus applicable taxes and out of pocket expenses, as may be determined and
recommended by the Audit Committee in consultation with the
Auditors and duly approved by the Board of Directors of the Company.”
4 Twenty Second Annual Report 2015-2016
ITEM NO. 5 TO APPOINT MR. SACHIN KHARKIA(DIN:
00884999) AS INDEPENDENT DIRECTOR
To consider and if thought fit, to pass the following resolution
with or without modification as an Ordinary Resolution.
“RESOLVED THAT pursuant to Sections 149,160 & 161 of the
Companies act, 2013 and all other applicable provisions, if any,
of the Companies Act, 2013 and the Rules made there under
(including any statutory modification(s) or re-enactment(s)
thereof, for the time being in force) (“the Act”) and the
applicable provisions of the SEBI (Listing Obligation and
Disclosure Requirement) Regulations 2015, Mr. Sachin Kharkia(DIN: 00884999), who was appointed as an Additional
Director of the Company and in respect of whom the Company
has received a notice in writing from a member proposing his
candidature for the office of Director, be and is hereby
appointed as an Independent Director of the Company who is
not liable to retire by rotation, to hold office for five
consecutive years upto the conclusion of the Annual General
Meeting of the Company to be held in the calendar year 2021.
RESOLVED FURTHER THAT the Board of Directors of the
Company (which term shall be deemed to include any
Committee of the Board constituted to exercise its powers,
including the powers conferred by this Resolution), be and is
hereby authorised to take all such steps as may be necessary,
proper and expedient to give effect to this Resolution.”
ITEM NO. 6 TO APPOINT MR. SURENDER KUMAR JINDAL
(DIN: 00130589 AS DIRECTOR
To consider and if thought fit, to pass the following resolution
with or without modification as an Ordinary Resolution.
“RESOLVED THAT pursuant to Sections 160 & 161 ofthe
Companies act, 2013 and all other applicable provisions, if any,
of the Companies Act, 2013 and the Rules made there under
(including any statutory modification(s) or re-enactment(s)
thereof, for the time being in force) (“the Act”), Mr. Surender
Kumar Jindal (DIN: 00130589, who was appointed as an Additional Director of the Company and in respect of whom the Company has received a notice in writing from a member
proposing his candidature for the office of Director, be and is
hereby appointed as an Director of the Company who is liable
to retire by rotation.
RESOLVED FURTHER that the Board of Directors of the
Company (which term shall be deemed to include any
Committee of the Board constituted to exercise its powers,
including the powers conferred by this Resolution), be and is hereby authorised to take all such steps as may be necessary,
proper and expedient to give effect to this Resolution.”
By the Order of Board of Directors
For Jindal Leasefin Limited
Surender Kumar Jindal
Chairman
Registered Office: 110, Babar Road, New Delhi-110001
CIN: L74899DL1994PLC059252
Tel: 91 11 46201000, Fax: 91 11 46201002
E-mail: [email protected], [email protected]
Website: WWW.JLLTD.IN
1. The explanatory statement setting out the material facts
pursuant to Section 102(1) of the Companies Act, 2013, relating
to the special businesses to be transacted at the Meeting is
annexed hereto.
2. A MEMBER ENTITLED TO ATTEND AND VOTE AT THE ANNUAL
GENERAL MEETING (THE “MEETING”) IS ENTITLED TO
APPOINT A PROXY TO ATTEND AND VOTE ON A POLL
INSTEAD OF HIMSELF OR HERSELF AND THE PROXY NEED
NOT BE A MEMBER OF THE COMPANY. THE INSTRUMENT
APPOINTING THE PROXY SHOULD, HOWEVER, BE DEPOSITED
AT THE REGISTERED OFFICE OF THE COMPANY NOT LESS
THAN FORTY-EIGHT (48) HOURS BEFORE THE
COMMENCEMENT OF MEETING.
A person shall not act as Proxy on behalf of members for
more than Fifty (50) in number and holding in the
aggregate not more than ten percent of the total share
capital of the Company carrying voting rights. A member
holding more than ten percent 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 shareholder. A
proxy form is annexed herewith.
3. Corporate Members intending to attend the Annual General
Meeting through their authorized representative are requested to send a true copy of the board resolution, power of attorney or such other valid authorization authorizing their representative(s) to attend and vote on their behalf at the meeting.
5 Twenty Second Annual Report 2015-2016
4. The Register of Beneficial Owners, Register of Members and Share Transfer Books of the Company shall remain closed from 24.09.2016 to 30.09.2016(both days inclusive)
5. Beetal Financial & Computer Services Pvt. Ltd., BEETAL HOUSE,
3rd Floor, 99, Madangir, behind LSC, New Delhi – 110062
continue to act as Share Transfer Agent for physical shares of
the Company. Beetal Financial & Computer Services Pvt. Ltd is
also the depository interface of the Company with CDSL & NSDL. Members are requested to address all correspondences
to the said Registrar & Share Transfer Agents at [email protected]
6. Members are requested to note that the Company‟s shares are
under compulsory demat trading for all the investors. The
Company has connectivity from the CDSL & NSDL and equity
shares of the Company may be held in the electronic form with
any Depository Participant (DP) with whom the members/investors are having their demat account. The ISIN
for the equity shares of the Company is INE919T01013. In case
of any query/difficulty in any matter relating thereto may be
addressed to the Registrar & Share Transfer Agents at
As per the Circular No. MRD / Dop / Cir-05/2009 Dt. May 20,
2009 issued by the Securities Exchange Board of India (SEBI),
it is mandatory to quote PAN for transfer/transmission of
shares in physical form. Therefore the transferee(s)/ legal
heirs are requested to furnish a copy of their PAN to the
Registrar and Share Transfer Agents
The Notice of the Twenty Second Annual General Meeting
alongwith the Attendance Slip, Proxy Form, Route Map to the
venue of the Meeting and the Annual Report for the year ended
31st March, 2016 are being sent by electronic mode to all the members whose email addresses are registered with the
Company/Depository Participant(s) unless a member has
requested for a hard copy of the same. For members who have not registered their email addresses, physical copies of the
aforesaid documents are being sent by the permitted mode.
Members may also note that the aforesaid documents will also be available on the Company‟s website WWW.JLLTD.IN
7. All relevant documents referred to in the accompanying Notice
and the Explanatory Statement are open for inspection by the
Members at the Registered Office of the Company during 10.00 a.m. to 1.00 p.m. on all working days except Saturdays, upto
and including the date of the Meeting. The Register of Directors and Key Managerial Personnel and their shareholding
maintained under Section 170 of the Companies Act, 2013 will
be available for inspection at the Meeting (AGM).
8. Information pursuant to Regulation 36(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 in
respect of the Director seeking re-appointment at the Meeting is furnished and forms integral part of the Notice. The Director
has furnished the requisite consent/declaration for her re-
appointment.
9. Members/Proxies are requested to deposit the Attendance Slip duly filled in and signed for attending the Meeting. In case
of joint holders attending the Meeting, only such joint holder who is higher in the order of names will be entitled to vote.
Members who hold shares in dematerialized form are
requested to bring their DP Id and Client Id for easier
identification of attendance at the Meeting.
10. Members desirous of obtaining any information on Financial
Statements at the Meeting are requested to write to the Company at least 10 (ten) days before the date of the Meeting,
so that the information required may be made available at the
Meeting.
Members who have not registered their e-mail addresses so
far, are requested to register their e-mail address for
receiving all communication including Annual Report, Notices,
Circulars, etc.
from the Company electronically by sending an e-mail with RTA
([email protected]) or with the Company ([email protected])
13. Voting through electronic means
In compliance with the provisions of Section 108 of the
Companies Act, 2013, Rule 20 of the Companies (Management
and Administration) Rules, 2014 as amended by the Companies
(Management and Administration) Amendment Rules, 2015 and
Regulation 44 of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, the Company is pleased to provide to the Members the facility of voting to exercise their
right to vote on resolutions proposed to be considered at the
Annual General Meeting by electronic means and the business may be transacted through e-voting. The facility of casting the
votes by the members using an electronic voting system from
a place other than venue of the meeting (“remote e-voting”)
will be provided by Central Depository Services (India) Limited
(CDSL).
The facility for voting through ballot/polling paper shall also be made available at the meeting and members attending the
meeting who have not cast their vote by remote e-voting shall be able to exercise their right at the meeting. The members
who have cast their vote by remote e-voting prior to the
meeting may also attend the meeting but shall not be entitled
to cast their vote again.
6 Twenty Second Annual Report 2015-2016
The instructions for shareholders for voting electronically are
as under:- The voting period begins on 27th September 2016 at 09:00A.M.
and ends on 29.09.2016 at 5:00 P. M. During this period shareholders of the Company, holding shares either in physical
form or in dematerialized form, as on the cut-off date (record date) of 23.09.2016 may cast their vote electronically. The e-voting module shall be disabled by CDSL for voting thereafter.
The shareholders should log on to the e-voting website
www.evotingindia.com.
Click on Shareholders.
Now Enter your User ID
For CDSL: 16 digits beneficiary ID,
For NSDL: 8 Character DP ID followed by 8 Digits Client ID,
Members holding shares in Physical Form should enter Folio
Number registered with the Company.
Next enter the Image Verification as displayed and Click on
Login.
If you are holding shares in demat form and had logged on to
www.evotingindia.com and voted on an earlier voting of any
company, then your existing password is to be used.
If you are a first time user follow the steps given below:
For Members holding shares in Demat Form
and Physical Form
PAN Enter your 10 digit alpha-numeric PAN issued by
Income Tax Department (Applicable for both
demat shareholders as well as physical
shareholders)
Members who have not updated their PAN with the
Company/Depository Participant are requested to
use the first two letters of their name and the 8
digits of the sequence number in the PAN field.
In case the sequence number is less than 8 digits
enter the applicable number of 0‟s before the
number after the first two characters of the
name in CAPITAL letters. Eg. If your name is
Ramesh Kumar with sequence number 1 then
enter RA00000001 in the PAN Field.
Dividend
Bank
Details
OR
Enter the Dividend Bank Details or Date of Birth
(in dd/mm/yyyy format) as recorded in your
demat account or in the company records in
order to login.
Date of
Birth
(DOB)
If both the details are not recorded with the
depository or company please enter the member
id / folio number in the Dividend Bank details field
as mentioned in instruction (iv).
After entering these details appropriately, click on “SUBMIT”
tab.
Members holding shares in physical form will then directly
reach the Company selection screen. However, members
holding shares in demat form will now reach „Password
Creation‟ menu wherein they are required to mandatorily
enter their login password in the new password
field. Kindly note that this password is to be also used by the demat holders for voting for resolutions of any other company
on which they are eligible to vote, provided that company opts
for e-voting through CDSL platform. It is strongly
recommended not to share your password with any other
person and take utmost care to keep your password
confidential.
For Members holding shares in physical form, the details can
be used only for e-voting on the resolutions contained in this
Notice.
Click on the EVSN for “Jindal Leasefin Limited” on which you
choose to vote.
On the voting page, you will see “RESOLUTION DESCRIPTION”
and against the same the option “YES/NO” for voting. Select
the option YES or NO as desired. The option YES implies that
you assent to the Resolution and option NO implies that you
dissent to the Resolution.
Click on the “RESOLUTIONS FILE LINK” if you wish to view the
entire Resolution details.
After selecting the resolution you have decided to vote on,
click on “SUBMIT”. A confirmation box will be displayed. If you
wish to confirm your vote, click on “OK”, else to change your
vote, click on “CANCEL” and accordingly modify your vote.
Once you “CONFIRM” your vote on the resolution, you will not
be allowed to modify your vote.
You can also take a print of the votes cast by clicking on “Click
here to print” option on the Voting page.
If a demat account holder has forgotten the login password
then Enter the User ID and the image verification code and click on Forgot Password & enter the details as prompted by
the system.
Shareholders can also cast their vote using CDSL‟s mobile app
m-Voting available for android based mobiles. The m-Voting
app can downloaded from Google Play Store. Please follow the
7 Twenty Second Annual Report 2015-2016
instructions as prompted by the mobile app while voting on your mobile.
(xix) Note for Non – Individual Shareholders and
Custodians
Non-Individual shareholders (i.e. other than Individuals, HUF,
NRI etc.) and Custodian are required to log on to www.evotingindia.com and register themselves as Corporates.
A scanned copy of the Registration Form bearing the stamp
and sign of the entity should be emailed to [email protected].
After receiving the login details a Compliance User should be
created using the admin login and password. The Compliance User would be able to link the account(s) for which they wish
to vote on.
The list of accounts linked in the login should be mailed to
[email protected] and on approval of the
accounts they would be able to cast their vote.
A scanned copy of the Board Resolution and Power of Attorney
(POA) which they have issued in favour of the Custodian, if any,
should be uploaded in PDF format in the system for the
scrutinizer to verify the same.
In case you have any queries or issues regarding e-voting, you
may refer the Frequently Asked Questions (“FAQs”) and e-voting manual available at www.evotingindia.com, under help
section or write an email to [email protected].
The voting rights of the Members shall be in proportion to
their shares in the paid-up equity share capital of the Company
prior to commencement of Book Closure date(s) for the Annual General Meeting i.e.23.09.2016
The Company has appointed Upender Jajoo & Associates, a
practicing Company Secretary as the Scrutinizer to scrutinize
the voting and remote e-voting process in a fair and
transparent manner.
The Scrutinizer shall, immediately after the conclusion of
voting at the meeting, first count the votes cast at the
meeting, thereafter unblock the votes cast through remote e-
voting in the presence of at least two witnesses not in the employment of the Company and make, not later than three
days of conclusion of the meeting, a consolidated scrutinizer‟s report of the total votes cast in favour or against, if any, to the
Chairman or a person authorised by him in writing who shall
countersign the same and declare the results of the voting
forthwith.
The Results declared, along with the Scrutinizer‟s Report shall be placed on the Company‟s website WWW.JLLTD.IN and on the
website of CDSL within 48 (forty eight hours) of passing of the
resolutions at the Meeting (AGM) of the Company and
communicated to the Stock Exchange where the equity shares of the Company are listed viz. BSE Ltd.
ANNEXURE I TO NOTICE
EXPLANATORY STATEMENT PURSUANT TO SECTION 102 (1)
OF THE COMPANIES ACT, 2013
The following Statement sets out all material facts relating to
the Special Business mentioned in the accompanying Notice.
Item No.3:
M/s Kewal Bajaj & Associates, Chartered Accountants, have
tendered their resignation vide their letter dated 28th July,
2016 from the position of Statutory Auditors due to
unavoidable circumstances, resulting into a casual vacancy in
the office of Statutory Auditors of the Company as envisaged
by section 139(8) of the Companies Act, 2013 ("Act").
The Board of Directors at its meeting held on 02ND August, 2016, as per the recommendation of the Audit Committee, and
pursuant to the provisions of Section 139(8) under Companies Act, 2013, appointed M/s STRG & Associates, Chartered
Accountants, Delhi, (Firm Registration No: 014826N), as the
Statutory Auditors of the Company to fill the casual vacancy
caused by the resignation of M/s Kewal Bajaj & Associates,
Chartered Accountants, subject to the approval by the members in the 22nd Annual General Meeting of the Company,
at such remuneration plus applicable taxes, and out of pocket
expenses, as may be determined and recommended by the
Audit Committee in consultation with the Auditors and duly
approved by the Board of Directors of the Company.
The Company has received consent and eligibility certificate
M/s STRG & Associates, Chartered Accountants, Delhi, (Firm
Registration No: 014826N) to act as Statutory Auditors of the
Company in place of M/s Kewal Bajaj & Associates Chartered Accountants, along with a confirmation that, their appointment,
if made, would be within the limits prescribed under the
Companies Act, 2013. Accordingly, consent of the members is sought for passing an Ordinary Resolution as set out in Item
No. 3 of the Notice for appointment and payment of remuneration to the Statutory Auditors.
The Board recommends the Resolution at Item No. 3 for approval of the Members.
8 Twenty Second Annual Report 2015-2016
None of the Directors, Key Managerial Persons or their relatives, in any way, concerned or interested in the said
resolution.
Item No. 4
The Board of Directors at its meeting held on 02nd August 2016
as per the recommendation of the Audit Committee and
pursuant to Section 139 and other applicable provisions, if any,
of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014 and other applicable provisions if any,
recommended the appointment of M/s STRG & Associates, Chartered Accountants, Delhi, (Firm Registration No:
014826N)as Statutory Auditors of the Company to hold office for five years, from the conclusion of the 22nd Annual General
Meeting, till the conclusion of the 27th Annual General Meeting
of the Company to be held in the year 2021 (subject to ratification of the appointment by the Members at every
Annual General Meeting held after the 22nd Annual General
Meeting), at such remuneration plus applicable taxes, and out
of pocket expenses, as may be determined and recommended
by the Audit Committee in consultation with the Auditors and
duly approved by the Board of Directors of the Company.
The Company has received consent and eligibility certificate
from M/s STRG & Associates, Chartered Accountants, Delhi,
(Firm Registration No: 014826N)to act as Statutory Auditors of
the Company along with a confirmation that, their appointment,
if made, would be within the limits prescribed under the
Companies Act, 2013.
Accordingly, consent of the members is sought for passing an
Ordinary Resolution as set out in Item No. 4 of the Notice for
appointment and payment of remuneration to the Statutory
Auditors.
None of the Directors, Key Managerial Personnel of the
Company and their relatives are in any way concerned or
interested, financially or otherwise, in the Resolutions at Item
No.4.
The Board recommends the Resolution at Item No. 4 for approval of the Members.
Item No.5:
Mr. Sachin Kharkia (DIN: 00884999), Additional Director of the
Company, who vacates office at the conclusion of the Annual
General Meeting and in respect of whom the Company has
received a notice in writing from a member proposing his
candidature for the office of Director, be and is hereby
appointed as an Independent Director of the Company to hold office for five consecutive years upto the conclusion of the
Annual General Meeting of the Company to be held in the calendar year 2021. Mr. Sachin Kharkia (DIN: 00884999), an
eminent Professional and bring rich and varied experience to
the Board.
Item No.6:
Mr. Surender Kumar Jindal (DIN: 00130589) was appointed as
an Additional Director on the Board
of the Company pursuant to the provisions of Section 161 of the
Companies Act, 2013, he holds office upto the date of ensuing
Annual General Meeting of the Company. The Company has
received notice under Section 160 of the Companies Act, 2013
proposing the candidature of Mr. Surender Kumar Jindal (DIN:
00130589), for the office of the Director under the provisions
of Section 160 of the Companies Act, 2013. Mr. Surender Kumar
Jindal (DIN: 00130589) is an eminent Professional and bring
rich and varied experience to the Board. None of the Directors
of the Company, except Mr. Manit Gupta, are in any way
concerned or interested in this resolution.
None of the Directors of the Company, except Mr. Sachin
Kharkia (DIN: 00884999) are in any way concerned or
interested in this resolution
By the order of Board of Directors
For Jindal Leasefin Limited
Surender Kumar Jindal
Director
9 Twenty Second Annual Report 2015-2016
ANNEXURE (II) TO THE NOTICE
Details of Director seeking Appointment/re-appointment in the ensuing Annual General Meeting scheduled to be held on 30th
September, 2016(pursuant to Regulation 36 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
Name of Director Mrs. Shashi Garg Mr. Sachin Kharkia Mr. Surender Kumar
Jindal
Date of Birth 13/09/1956 21/09/1976 20/02/1955
DIN 00131391 00884999 00130589
Age 60 Years 40 Years 61 Years
Date of Appointment 25/07/2006 29/08/2016 29/08/2016
Qualification & Experience Ms. Shashi Garg, aged 60
years is a graduate in
commerce and has
experience of 20 years in
the field of Finance. She is
associated with many
companies.
Mr. Sachin Kharkia, aged
40 years is a master in
business administration
and has 10 years
experience in the field of
finance
Mr. Surender Kumar Jindal,
aged 61 years is a graduate
and has experience in the
field of finance, marketing
and accounts. He is capable
of addressing major
strategic issues that can
have an impact on the
company's long-term future
in terms of either expansion
or divestment.
Number of Shares held in the
Company
0 0 593803
Relationship with other
Directors, Manager and other
Key Managerial Personnel
None None Brother of Mrs. Shashi Garg,
Director
10 Twenty Second Annual Report 2015-2016
Number of Board meeting
attended during the financial
year 2015-16
11 - -
Directorships held in other
Companies (Excluding Private
Companies and Foreign
companies)
None None Bhawani Traders Limited,
Robertet Jindal Limited
Chairman/Member of the
Committee of the Board of
Directors of the Company
Member of Stakeholder
Relationship Committee of
the Company
_ _
Chairman/Member of the
Committee of the Board of
Directors of other Public
Companies
None None None
For Jindal Leasefin Limited
Surender Kumar Jindal
Director
11 | P a g e J I N D A L L E A S E F I N L I M I T E D A N N U A L R E P O R T - 2 0 1 5 - 1 6
PROXY FORM
Pursuant to Section 105(6) of the Companies Act, 2013
And Rule 19(3) of the Companies (Management and Administration) Rules, 2014]
Name of the member (s):
E-mail Id:
Registered address:
Folio No/ Client Id:
DP ID:
I/We, being the member (s) of …………. shares of the above named company, hereby appoint:
1) Name: 2) Name: Name:
Address: Address: Address:
E-mail Id: Or failing him/her E-mail Id: E-mail Id:
Signature: Signature: Signature:
as my/our proxy to attend and vote (on a poll) for me/us and on my/our behalf at the Annual General Meeting of the company, to be
held on the 30th day of September, 2016 At 04:00 p.m. at Kejriwal Farm House, Holambi Kalan, Narela Delhi-110082 and at any adjournment thereof in respect of such resolutions as are indicated below:
S.N. Resolutions optional
FOR AGAINST
ORDINARY BUSINESS
1 To adopt Audited Financial Statements for the financial year ended 31st
March,2016 Directors‟ Report and Auditors Report
2 To Appoint Mrs. Shashi Garg, who retires by rotation and being eligible
offers herself for re-appointment
SPECIAL BUSINESS
12 | P a g e J I N D A L L E A S E F I N L I M I T E D A N N U A L R E P O R T - 2 0 1 5 - 1 6
3 To appoint M/s STRG & Associates as statutory auditor to fill casual
vacancy
4 To appoint M/s STRG & Associates as statutory auditor
5 To Regularise Mr. Sachin kharkia as Indepentdent Director
6 To Regularise Mr. Surender Kumar Jindal as Director
Signed this…… day of……… 2016.
Signature of shareholder Signature of Proxy holder(s)
Note:
1) This form of proxy in order to be effective should be duly completed and deposited at the Registered Office of the Company, not
less than 48 hours before the commencement of the Meeting. It is optional to put an “X” in the appropriate column against the Resolutions indicated in the Box. If you leave the „For‟ or „Against‟ column blank against any or all Resolutions, your Proxy will be entitled
to vote in the manner as he/she thinks appropriate.
2) Please complete all details of member(s) in above box before submission.
Affix
revenue
stamp of
Rs. 1/-
AFFIX REVENUE
STAMP OF RS.
1/-
13 | P a g e J I N D A L L E A S E F I N L I M I T E D A N N U A L R E P O R T - 2 0 1 5 - 1 6
ATTENDENCE SLIP
(To be handed over at the Registration Counter)
Folio No.
No. of Shares
Name
Address of the Shareholder:
Signature
I hereby record my presence at the Annual General Meeting of the Company held at Kejriwal Farm House, Holambi Kalan, Narela Delhi-
110082 on Friday on the 30th day of September, 2016 at 04.00 P.M.
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Board’s Report
On behalf of the Board of Directors (the “Board”), it gives me great pleasure to present the 22nd Board‟s Report of your Company,
along with the Balance Sheet, Profit and Loss account and Cash Flow statements, for the financial year ended March 31, 2016.
I. Financial Performance
Key highlights of financial performance of your Company for the financial year 2015-16 are provided below:
(In Rs)
Particulars 15-16 14-15
Sales and Other Income 2,731,429.88 1,743,406.48
Profit before Tax 996,683.37 639,758.30
Provision for Tax 2,10,155 284205
Minority Interest - -
Net profit for the year* 786,528.37 355,553.30
Appropriations - -
Interim Dividend - -
Proposed Dividend on
equity shares
- -
Corporate tax on
distributed dividend
- -
Transfer to General Reserve 786,528.37 355,553.30
EPS
Basic 0.26 0.12
Diluted 0.26 0.12
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Dividends
The Directors regret their inability to declare dividend during the period under review.
Transfer to Reserves
During the Year under review, the company has earned a profit of Rs. 786528.37/-
Share Capital
During the year under review, the Company has neither altered its share capital nor issued any kind of shares.
Particulars of Loans, Advances, Guarantees and Investments
Pursuant to section 186 of Companies Act, 2013 and Schedule V of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”), no transaction relating to Loans, advances, guarantees and
investments are provided during the year under review.
Number of Meetings of the Board
The Board met eleven times during the financial year 2015-16 on following dates:-
28/05/2015
13/08/2015
04/09/2015
15/10/2015
09/11/2015
10/11/2015
16/11/2015
01/12/2015
09/12/2015
12/02/2016
01/03/2016
The maximum interval between any two meetings did not exceed 120 days.
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SUBSIDIARY COMPANIES
As on 31st March 2016, the Company had no Subsidiary or Associate Company.
Deposits
Your Company has not accepted any deposits from public and as such, no amount on account of principal or interest on public deposits was outstanding as on the date of the balance sheet.
Material Changes between the date of the Board report and end of financial year
The material changes and commitments that have occurred between the end of the financial year of the Company to which the
financial statements relate and the date of the report are:
Mr. Sachin Kharkia has been appointed as additional Director (Independent Director) and Mrs. Anjana Bagaria resigned as
Independent Director.
Mr. Surender Kumar Jindal has been appointed as Additional Director of the Company
The Company has listed its shares on Bombay Stock Exchange on 30th June, 2016 by following Direct Listing Process as
prescribed by Bombay Stock Exchange Limited
Declaration by Independent Directors
Pursuant to Section 149(6) of the Companies Act, 2013, the Company has obtained declaration from Independent Directors.
Management Discussion and Analysis Report
In terms of regulation 34 of the Listing Regulations, the Management Discussion and Analysis report on your Company‟s performance,
industry trends and other material changes are required to be presented in Annual Report. However this provision is not applicable on companies covered under regulation 15(2) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
Governance and Ethics
Corporate Governance
As per regulation 34 of the Listing Regulations, a separate section on corporate governance practices followed by Company are
required to be presented in Annual Report., together with a certificate, on compliance with corporate governance norms under the Listing Regulations. However this provision is not applicable on companies covered under regulation 15(2) of SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015.
Compliance Management Framework
Your Company has a robust and effective framework for monitoring compliances with applicable laws. The Audit, Risk and Compliance
Committee and the Board periodically monitor status of compliances with applicable laws based on quarterly certification provided by
senior management.
Performance evaluation of the board, its committees and individual directors
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Pursuant to applicable provisions of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 the Board in consultation with its Nomination & Remuneration Committee, has formulated a framework containing, inter-alia, the
criteria for performance evaluation of the entire Board of the Company, its Committees and Individual Directors, including
Independent Directors. Accordingly, following is the criteria for evaluation:-
A. Criteria for evaluation of the Board of Directors as a whole:
The Frequency of Meetings
Quantum of Agenda
Administration of Meetings
Flow and quantity of Information from the Management to the Board
Number of Committees and their role.
Overall performance of the Company
B. Criteria for evaluation of the Individual Directors including Independent Directors;
o Experience and ability to contribute to the decision making process
o Problem solving approach and guidance to the Management
o Attendance and Participation in the Meetings
o Personal competencies and contribution to strategy formulation
o Contribution towards statutory compliances, monitoring of controls and Corporate Governance
The Independent Directors had met once separately without the presence of Non-Independent Directors and the members of
management and discussed, inter-alia, the performance of non-Independent Directors and Board as a whole and the performance of the Chairman of the Company after taking into consideration the views of executive and Non-Executive Directors.
The Nomination and Remuneration Committee has also carried out evaluation of every Director‟s performance.
The performance evaluation of all the Independent Directors have been done by the entire Board, excluding the Director being evaluated. On the basis of performance evaluation done by the Board, it shall be determined whether to extend or continue their term
of appointment, whenever the respective term expires. The Directors express their satisfaction with the evaluation process.
Directors’ Responsibility Statement
Your Directors hereby confirm that: a) in the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation
relating to material departures;
b) the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are
reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit and loss of the Company for that period;
c) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other
irregularities;
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d) the Directors have prepared the annual accounts on a going concern basis; and
e) the Directors, have laid down internal financial controls to be followed by the Company and that such internal financial controls are
adequate and operating effectively;
f) As required under Section 134(5)(f) of the Companies Act, 2013, and according to the information and explanations presented to us, based on the review done by the Audit, Risk and Compliance Committee and as recommended by it, we, the Board, hereby, state that
adequate systems and processes, commensurate with the size of the Company and the nature of its business, have been put in place by the Company, to ensure compliance with the provisions of all applicable laws as per the Company‟s Global Statutory Compliance
Policy and that such systems and processes are operating effectively.
Particulars of Employees
Information required pursuant to Section 197 (12) of the Companies Act, 2013 read with Rule 5(1) of The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is not applicable on the company as none of the employees employed throughout
the financial year are in receipt of remuneration of Rs.60 Lakhs or more, nor employees employed for part of the year are in receipt
of remuneration of Rs.5 Lakhs or more per month, pursuant to Rule 5(2) the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 .
Internal Financial Controls and Audit
Internal Financial Controls and their Adequacy
The Board of your Company has laid down internal financial controls to be followed by the Company and that such internal financial
controls are adequate and operating effectively. Your Company has adopted policies and procedures for ensuring the orderly and
efficient conduct of its business, including adherence to the Company‟s policies, the safeguarding of its assets, the prevent ion and
detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable
financial disclosures.
Statutory Auditors
The Board of Directors at its meeting held on 02nd August, 2016, as per the recommendation of the Audit Committee, and pursuant to
the provisions of Section 139(8) under Companies Act, 2013, appointed M/s STRG & Associates, Chartered Accountants, Delhi, (Firm Registration No: 014826N), as the Statutory Auditors of the Company to fill the casual vacancy caused by the resignation of M/s
Kewal Bajaj & Associates, Chartered Accountants, subject to the approval by the members in the 22nd Annual General Meeting of the
Company, at such remuneration plus applicable taxes, and out of pocket expenses, as may be determined and recommended by the
Audit Committee in consultation with the Auditors and duly approved by the Board of Directors of the Company.
The Company has received consent and eligibility certificate M/s STRG & Associates, Chartered Accountants, Delhi, (Firm Registration
No: 014826N) to act as Statutory Auditors of the Company in place of M/s Kewal Bajaj & Associates Chartered Accountants, along with
a confirmation that, their appointment, if made, would be within the limits prescribed under the Companies Act, 2013.
Auditors’ Report
There are no qualifications, reservations or adverse remarks made by M/s STRG & Associates, Statutory Auditors, in their report for the financial year ended March 31, 2016. Pursuant to provisions of section 143(12) of the Companies Act, 2013, the Statutory Auditors
have not reported any incident of fraud to the Audit, Risk and Compliance Committee during the year under review.
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Secretarial Audit
Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014, the Company has appointed Mr. Upender Jajoo, Partner, M/s Upender Jajoo & Associates, a firm
of Company Secretaries in Practice, to conduct Secretarial Audit of the Company. The Report of the Secretarial Audit in Form MR-3
for the financial year ended March 31, 2016 is enclosed at Annexure II to the Report. There are no qualifications, reservations or
adverse remarks made by the Secretarial Auditor in his report.
Social Responsibility and Sustainability
Corporate Social Responsibility
As per the provisions of the Companies Act, 2013, companies having net worth of Rs. 500 Crore or more, or turnover of Rs. 1000 crore or more or net profit of Rs.5 Crore or more during any financial year are required to constitute a Corporate Social
Responsibility (CSR) committee of the board comprising three or more directors, at least one of whom should be an independent
director and such company shall spend at least 2% of the average net profits of the company‟s three immediately preceding financial
years. This provision is not applicable on the company.
Particulars Regarding Conservation of Energy and Research and Development and Technology Absorption
Details of steps taken by your Company to conserve energy through its “Sustainability” initiatives have been disclosed as part of this
Annual Report in Management Discussion and Analysis Report. This provision is not applicable on the company.
Information Required Under Sexual Harassment of Women at Workplace (Prevention, Prohibition &
Redressal) Act, 2013
Your Company has a policy and framework for employees to report sexual harassment cases at workplace and the process ensures
complete anonymity and confidentiality of information. Adequate workshops and awareness programmes against sexual harassment
are conducted across the organization.
Your director‟s further state that during the year under review 2015-2016, there were no complaints received pursuant to Sexual
Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013. The following is reported pursuant to section 22
of Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013. No. of complaints received during the year : Nil
No. of complaints disposed off during the year : Nil No. of complaints pending more than 90 days : Nil
No. of workshops or awareness programme against sexual harassment carried out: 5 Nature of action taken by the employer or district officer: N.A
Details of Significant and Material Orders Passed by the regulators/Courts/Tribunals Impacting the Going Concern Status
and the Company’s Operations in Future
There are no significant material orders passed by the Regulators/ Courts which would impact the going concern status of the
Company and its future operations.
Extract of Annual Return
Pursuant to section 92(3) and section 134(3) (a), extract of the Annual Return as on March 31, 2016 in form MGT-9 is enclosed as Annexure I to this report.
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Acknowledgements and Appreciation
Your Directors take this opportunity to thank the customers, shareholders, bankers, business partners/associates, regulators, stock
Exchanges, financial institutions for their consistent support and encouragement extended to the Company. I am sure you will join our
Directors in conveying our sincere appreciation to all employees of the Company and associates for their hard work and commitment.
Their dedication and competence has ensured that the Company continues to be a significant and leading player in the industry. Your involvement as shareholders is also greatly valued at. Your Directors look forward to your continuing support.
FOR AND ON BEHALF OF THE BOARD
CHAIRMAN
SURENDER KUMAR JINDAL
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Form No.MGT-9
Annexure-I
EXTRACT OF ANNUAL RETURN AS ON THE FINANCIAL YEAR ENDED ON
31S T MARCH, 2016
[Pursuant to section92 (3) of the Companies Act,2013 and rule12(1)of the Companies (Management and Administration) Rules , 2014]
I. REGISTRATION AND OTHERDETAILS:
i. CIN
L74899DL1994PLC059252
ii. Registration Date
27/05/1994
iii. Name of the Company
JINDAL LEASEFIN LIMITED
1.
iv. Category/Sub-Category of the Company
Public Limited Company - Limited by Shares/Indian
Non-Government
Company
v. Address of the Registered office and contact
details
110, Babar Road, New Delhi- 110 001
Ph. 011-46201000, Fax 011-46201002
vi. Whether listed company
Yes
vii. Name, Address and Contact details of Registrar and Transfer Agent, if any
BEETAL Financial & Computer Services Pvt Ltd.
BEETAL HOUSE, 3rd Floor,
99, Madangir, behind LSC, New Delhi – 110062
Phone No.: 011-29961281/283
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II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY
All the business activities contributing 10% or more of the total turnover of the Company shall be stated
III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES: NIL
Sr. No. Name And Address Of
The Company
CIN/GLN Holding/
Subsidiary
/Associate
%of
shares
held
Applicable
Section
1.
2.
IV. SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)
i. Category-wise Shareholding
Category of
Shareholders
No. of Shares held at the beginning of the
year
No. of Shares held at the end of the year %
Chang
e
during
the
year
Dem
at
Physical Total % of
Total
Shares
Dem
at
Physical Total % of
Total
Shares
2.
A. Promoter 3. 4. 5. 6. 7. 8. 9. 10. 11.
1) Indian 12. 13. 14. 15. 16. 17. 18. 19. 20.
Sr.
No.
Name and Description of main
products/ services
NIC Code of the Product/
service
% to total turnover of the
company
1 Non Banking Financial Services 649 98
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a) Individual/
HUF
- 878805 87878805 29.21 - 878805 878805 29.2 -
b) Central Govt - - - - - - - - -
c) State Govt(s) - - - - - - - - -
d) Bodies Corp - 1377695 131377695 45.79 - 1377695 1377695 45.79 -
e) Banks / FI - - - - - - - - -
f) Any Other - - - - - - - - -
Sub-total(A)(1):-
21.
22.
-
2256500 222256500 74.99 23.
-
2256500 2256500 74.99 -
2) Foreign 24. 25. 26. 27. 28. 29. 30. 31. 32.
g) NRIs-
Individuals
- - - - - - - - -
h) Other-
Individuals
- - - - - - - - -
i) Bodies Corp. - - - - - - - - -
j) Banks / FI - - - - - - - - -
k) Any Other…. - - - - - - - - -
Sub-total(A)(2):-
- - - - - - - - -
B. Public
Shareholding 33. 34. 35. 36. 37. 38. 39. 40. 41.
1. Institutions 42. 43. 44. 45. 46. 47. 48. 49. 50.
a) Mutual Funds - - - - - - - - -
b) Banks / FI - - - - - - - - -
c) Central Govt - - - - - - - - -
d) State Govt(s) - - - - - - - - -
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e) Venture
Capital
Funds
- - - - - - - - -
f) Insurance
Companies
- - - - - - - - -
g) FIIs - - - - - - - - -
h) Foreign
Venture
Capital
Funds
- - - - - - - - -
i) Others
(specify)
- - - - - - - - -
Sub-total(B)(1)
- - - - - - - - -
2. Non
Institutions 51. 52. 53. 54. 55. 56. 57. 58. 59.
a) Bodies Corp.
(i) Indian
(ii) Overseas
60.
-
61.
67500
62.
67500
63.
2.24
64.
-
65.
67500
66.
67500
67.
2.24
68.
-
b) Individuals
69.
(i)Individual
shareholders
holding nominal
share capital
up to Rs. 1 lakh
70.
(ii) Individual
shareholders
holding nominal
share capital in
excess of Rs 1
lakh
71.
72.
-
73.
74.
684900
75.
76.
684900
77.
78.
22.76
79.
80.
-
81.
82.
684900
83.
84.
684900
85.
86.
22.76
87.
88.
-
c) Others(Speci - _ - _ _ _ _ - _
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fy)
Sub-total(B)(2)
_
752400
752400 89.
25.01
90.
_
752400
752400
25.01 91.
_
Total Public
Shareholding
(B)=(B)(1)+
(B)(2)
-
752400
752400 92.
25.01
93.
-
94.
752400
752400 95.
25.01
-
C. Shares held
by Custodian
for GDRs &
ADRs
- - - - - - - - -
Grand Total
(A+B+C)
- 300890
0
3008900 100 -
96.
300890
0
300890
0
100 -
ii.Shareholding of Promoters
Sr.
No
Shareholder’s
Name Shareholding at the beginning of the year Shareholding at the end of the year 97.
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98. 99. No. of Shares % of
total
Shares
of the
company
%of Shares
Pledged /
encumbered
to total
shares
No. of
Shares
% of
total
Shares
of the
company
%of Shares
Pledged /
encumbered
to total
shares
% change
in share
holding
during the
year
1. Surender
Kumar Jindal
593803 19.73 _ 593803 19.73 _ _
2. Kusum Jindal
100.
285001 9.47 _ 285001 9.47 _ _
3. Kisturi Devi
Jindal
101.
1 0 _ 1 0 _ _
4. Jindal Art
Glass
Innovations
Pvt. Ltd.
268999 8.94 _ 268999 8.94 _ _
5. Jindal
Dyechem
Industries Pvt.
Ltd.
200000 6.65 _ 200000 6.65 _ _
6. Jindal Exports
and Imports
Pvt. Ltd.
538997 17.91 _ 538997 17.91 _ _
7. Grand Builders
Pvt. Ltd.
369999 12.29 _ 369999 12.29 _ _
102. Total 2256500 74.99 _ 225650
0
74.99 _ -
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iii.Change in Promoters’ Shareholding (please specify, if there is no change: N.A
S
r.
n
o
103. Shareholding at the beginning of
the year
Cumulative Shareholding during
the year
104. 105. No. of shares % of total
shares of the
company
No. of shares % of total
shares of the
company
106. At the beginning of the year
107.
2256500 74.99 2256500 74.99
108. Date wise Increase / Decrease in
Promoters Share holding during
the year specifying the reasons
for increase
/ decrease (e.g. allotment /
transfer / bonus/ sweat equity
etc):
109.
-` - - -
110. At the End of the year
111.
2256500 74.99 2256500 74.99
Shareholding Pattern of top ten Shareholders (other than Directors, Promoters and Holders of GDRs and ADRs):
Sr. no 112. Shareholding at the beginning of
the year
Cumulative Shareholding during
the year
113. Name of shareholders No. of shares % of total
shares of the
company
No. of shares % of total
shares of the
company
1 Sanjay Bajoria 16500 0.55 16500 0.55
2 Emerging Primary Securities
Ltd
16500 0.55 16500 0.55
3 Citiport Credits Limited 0.41 0.41
4 D C Patel 9500 0.32 9500 0.32
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5 Shash Bhushan Shugla 8300 0.28 8300 0.28
6 Sarita Aggarwal 8300 0.28 8300 0.28
7 Hemlata G Surana 8300 0.28 8300 0.28
8 Ashok Samanic 8300 0.28 8300 0.28
9 Bhagwati shah
8300 0.28 8300 0.28
10 Rajendra Kumar Pandey 8300 0.28 8300 0.28
E. Shareholding of Directors and Key Managerial Personnel:
S
r.
n
o
114. Shareholding at the beginning of
the year
Cumulative Shareholding during
the year
Name of directors & KMP No. of shares % of total
shares of the
company
No. of shares % of total
shares of the
company
115. 1 SURENDER KUMAR JINDAL - - 593803 19.73
2. 2 RACHIT SINGHAL - - - -
2. 3 SHASHI GARG - - - -
3. 4 KIRAN SINGHAL - - -- -
4. 5 SACHIN KHARKIA - - - -
V. INDEBTEDNESS
Indebtedness of the Company including interest outstanding/accrued but not due for payment: -
Secured Loans
excluding deposits
Unsecured
Loans
Deposits Total
Indebtedness
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Indebtedness at the
beginning of the
financial year
1.
i) Principal Amount
ii) Interest due but not
paid
iii) Interest accrued
but not
_
_
_
_
Total(i+ii+iii)
- - - -
Change in
Indebtedness during
the financial year
- Addition
- Reduction
- -
- -
Net Change
- -
- -
Indebtedness at the
end of the financial
year
2.
i) Principal Amount
ii) Interest due but not
paid iii) Interest
accrued but not due
- -
- -
Total (i+ii+iii)
- -
- -
REMUNERATION OF DIRECTORS AND KEYMANAGERIAL PERSONNEL
A. Remuneration to Managing Director, Whole-time Directors and/or Manager: -
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Sl.
No.
Particulars of Remuneration Name of MD/WTD/ Manager
Total
Amount
1. Gross salary
(a)Salary as per provisions
containedinsection17(1) of the Income-tax
Act,
1961
(b)Value of perquisites
17(2)Income-tax Act,
1961
(c)Profits in lieu of salary
undersection17(3)Income- taxAct,1961
3. 4. 5. 6.
2. Stock Option
- - - - -
3. - Sweat Equity
- - - - -
4. Commission
as % of profit
Others, specify…
- - - - -
5. Others, please specify
- - - - -
6. Total(A)
7. 8. 9. 10.
Ceiling as per the Act
11. 12. 13. 14.
B. Remuneration to other directors: -
Sl.
No.
Particulars of Remuneration Name of MD/WTD/ Manager
Total
Amount
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15. Independent Directors
·Fee for attending board committee meetings
·Commission
·Others, please specify
16.
- - - - -
Total(1) 17. 18. 19. 20. 21.
22. Other Non-Executive Directors
·Fee for attending board committee meetings
·Commission
·Others, please specify
- - - - -
Total(2) - - - - -
Total(B)=(1+2) - - - - -
Total Managerial Remuneration - - - - -
Overall Ceiling as per the Act - - - - -
C. Remuneration to Key Managerial Personnel Other Than MD/ Manager/WTD: -
Sl.
no.
Particulars of
Remuneration
Key Managerial Personnel
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23. CEO Company
Secretary
CFO Total
1. Gross salary
(a)Salary as per provisions
contained in section17(1)of the
Income-tax Act,1961
(b)Value of perquisites u/s
17(2)Income-tax
Act,1961
(c)Profits in lieu of salary under
section
17(3)Income-tax
Act,1961
- - - -
2. Stock Option - - - -
3. Sweat Equity - - - -
4. Commission
- as% of profit
-others, specify…
- - - -
5. Others, please specify - - - -
6. Total - - - -
VI. PENALTIES/PUNISHMENT/COMPOUNDINGOFOFFENCES: - NIL
Type Section of
the
companies
Act
Brief
description
Details of Penalty/
Pun ishment/Compounding
fees imposed
Authority[RD
/NCLT/Court]
Appeal
made. If
any(give
details)
A. Company
33 | P a g e J I N D A L L E A S E F I N L I M I T E D A N N U A L R E P O R T - 2 0 1 5 - 1 6
Penalty - - - - -
Punishment - - - - -
Compounding - - - - -
B. Directors
Penalty - - - - -
Punishment - - - - -
Compounding - - - - -
C. Other Officers In Default
Penalty - - - - -
Punishment - - - - -
Compounding - - - - -
34 | P a g e J I N D A L L E A S E F I N L I M I T E D A N N U A L R E P O R T - 2 0 1 5 - 1 6
Annexure II
Form MR 3
Secretarial Audit Report
(For the Financial Year ended on 31st March, 2016) [Pursuant to Section 204(1) of the Companies Act, 2013 and Rule No. 9 of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014]
To,
The Members
Jindal Leasefin Limited
110, Babar Road, New Delhi-110 001
I have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate
practices by Jindal Leasefin Limited (hereinafter called the Company). Secretarial Audit was conducted in a manner that provided us
a reasonable basis for evaluating the corporate conducts/statutory compliances and expressing my opinion thereon.
Based on our verification of the Company‟s books, papers, minute books, forms and returns filed and other records maintained by the
Company and also the information provided by the Company, its officers, agents and authorized representatives during the conduct of
secretarial audit, I hereby report that in my opinion, the Company has, during the audit period covering the financial year ended on 31st
March, 2016,complied with the statutory provisions listed hereunder and also that the Company has proper Board-processes and
compliance-mechanism in place to the extent, in the manner and subject to the reporting made hereinafter:
I have examined the books, papers, minute books, forms and returns filed and other records maintained by Jindal Leasefin Limited
(“The Company”) for the financial year ended on 31st March 2016 according to the provisions of:
I. The Companies Act, 2013 (the “Act”) and the Rules made thereunder;
II. The Securities Contracts (Regulation) Act, 1956 (“SCRA‟) and the Rules made thereunder;
III. The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder to the extent of Regulation 55A;
IV. Foreign Exchange Management Act, 1999 and the Rules and Regulations made thereunder to the extent of Foreign Direct
Investment, Overseas Direct Investment and External Commercial Borrowings;
V. The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 (“SEBI Act‟)
to the extent applicable to the Company:-
a) The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011;
b) The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 1992;
35 | P a g e J I N D A L L E A S E F I N L I M I T E D A N N U A L R E P O R T - 2 0 1 5 - 1 6
c) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009; (Not Applicable
to the Company during the Audit Period);
d) The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993 regarding
the Companies Act and dealing with client;
e) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009; and (Not Applicable to the
Company during the Audit Period);
f) The Securities and Exchange Board of India (Buyback of Securities) Regulations, 1998; (Not Applicable to the Company
during the Audit Period);
I have also examined compliance with the applicable clauses of the following:
i) Secretarial Standards issued by The Institute of Company Secretaries of India, Listing Agreements (till November 30, 2015) and
Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (From December 01, 2015
to March 31, 2016)
During the period under review the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards,
Listing Agreements/regulations etc mentioned above.
I further report that the Company has, in my opinion, complied with the provisions of the Companies Act, 2013 and the Rules
made under that Act as notified by Ministry of Corporate Affairs and the Memorandum and Articles of Association of the
Company.
I further report that:
1. The Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non-Executive Directors
and Independent Directors. The changes in the composition of the Key managerial personnel that took place during the period
under review were carried out in compliance with the provisions of the Act
2. Adequate notice is given to all directors to schedule the Board Meetings, agenda and detailed notes on agenda were sent at
least seven days in advance, and a system exists for seeking and obtaining further information and clarifications on the agenda
items before the meeting and for meaningful participation at the meeting.
3. Majority decision is carried through while the dissenting members „views are captured and recorded as part of the minutes.
4. The Company has obtained all necessary approvals under the various provisions of the Act; and
36 | P a g e J I N D A L L E A S E F I N L I M I T E D A N N U A L R E P O R T - 2 0 1 5 - 1 6
5. There was no prosecution initiated and no fines or penalties were imposed during the year under review under the Act, SEBI
Act, SCRA, Depositories Act, Listing Agreement and Rules, Regulations and Guidelines framed under these Acts against / on the
Company, its Directors and Officers.
6. The Directors have complied with the disclosure requirements in respect of their eligibility of appointment, their being
independent and compliance with the Code of Business Conduct & Ethics for Directors and Management Personnel;
7. The Company has complied with the provisions of the Securities Contracts (Regulation) Act, 1956 and the Rules made under
that Act, with regard to maintenance of minimum public shareholding.
I further report that
The provisions of the FEMA, 1999 and the Rules and Regulations made under that Act are not applicable to the company.
I further report that:
1. The Company has complied with the requirements under the Equity Listing Agreements and or Listing Regulations relating The
Calcutta Stock Exchange Ltd;
2. The Company has complied with the provisions of the Securities and Exchange Board of India (Substantial Acquisition of
Shares and Takeovers) Regulations, 2011 including the provisions with regard to disclosures and maintenance of records
required under the said Regulations;
3. The Company has complied with the provisions of the Securities and Exchange Board of India (Prohibition of Insider Trading)
Regulations, 1992 including the provisions with regard to disclosures and maintenance of records required under the said
Regulations;
I further report that
Based on the information received and records maintained there are adequate systems and processes in the Company
commensurate with the size and operations of the Company to monitor and ensure compliance with applicable laws, rules, regulations
and guidelines.
I further report that
There are adequate systems and processes in the company commensurate with the size and operations of the Company to monitor
and ensure compliance with applicable laws, rules, regulations and guidelines.
For Upender Jajoo & Associates
Company Secretaries
Upender Jajoo
Partner
ACS:A33121
C.P.: 14336
Date: 29.08.2016,Place: Delhi
37 | P a g e J I N D A L L E A S E F I N L I M I T E D A N N U A L R E P O R T - 2 0 1 5 - 1 6
ANNEXURE-A TO THE SECRETARIAL AUDIT REPORT
To,
The Members,
Jindal Leasefin Limited
110, Babar Road, New Delhi- 110 001
My Report of even date is to be read along with this letter.
1. Maintenance of secretarial record is the responsibility of the Management of the Company. My responsibility is to express an opinion
on these secretarial records based on my audit.
2. I have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the correctness of the contents of the secretarial records. The verification was done on the random test basis to ensure that correct facts are reflected in
secretarial records. I believe that the processes and practices, I followed provide a reasonable basis for my opinion.
3. I have not verified the correctness and appropriateness of Financial Records and Books of Accounts of the Company.
4. Wherever required, we have obtained the Management representation about the compliance of laws, rules and regulations and
happening of events etc.
5. The compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards is the responsibility of
Management. Our examination was limited to the verification of procedures on random test basis.
6. The Secretarial Audit report is neither an assurance as to the future viability of the company nor of the efficacy or effectiveness
with which the Management has conducted the affairs of the Company.
For Upender Jajoo & Associates
Company Secretaries
Upender Jajoo
Partner
ACS:A33121
C.P.: 14336
Date: 29.08.2016
Place: Delhi
38 | P a g e J I N D A L L E A S E F I N L I M I T E D A N N U A L R E P O R T - 2 0 1 5 - 1 6
INDEPENDENT AUDITOR’S REPORT
To the Members of M/S JINDAL LEASEFIN LIMITED
Report on the Financial Statements
We have audited the accompanying financial statements of M/s Jindal Leasefin Limited („the Company), which comprises the Balance
Sheet as at 31st March, 2016, the statement of Profit and Loss and Cash Flow Statement of the company for the year then ended and a summary of significant accounting policies and other explanatory information.
Management’s Responsibility for the financial Statements
The Company‟s Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013(“the Act”) with
respect to preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting
Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rule, 2014. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of
the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of
adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting
records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from
material misstatement, whether due to fraud or error.
Auditor’s Responsibility
Our responsibility is to express an opinion on these financial statements based on our audit. We have taken into account the
provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report
under the provisions of the Act and the Rules made thereunder.
We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the
financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial
statements. The procedures selected depend on the auditor‟s judgment, including the assessment of the risks of material
misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Company‟s preparation of the financial statements that give a true and fair view in order to
design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Company‟s Directors, as well as
evaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the
financial statements.
Opinion
In our opinion and to the best of our information and according to the explanations given to us, aforesaid standalone financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the
accounting principles generally accepted in India:
39 | P a g e J I N D A L L E A S E F I N L I M I T E D A N N U A L R E P O R T - 2 0 1 5 - 1 6
Emphasis of Matters
We draw attention to following matters in the notes to the financial statements:
a) As certified by the management and relied upon by us in the matter that no lawsuit filed against the company.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditor‟s Report) Order, 2016 issued by the Central Government of India in terms of sub-section (11)
of section 143 of the Act, we give in the Annexure “A” a statement on the matters specified in paragraphs 3 and 4 of the Order.
2. As required by section 143(3) of the Act, we report that:
a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary
for the purpose of our audit;
b) In our opinion proper books of account as required by law have been kept by the Company so far as it appears from our
examination of those books
c) The Balance Sheet, Statement of Profit and Loss, and Cash Flow Statement dealt with by this Report are in agreement with the
books of account.
d) In our opinion, the Balance Sheet, Statement of Profit and Loss, and Cash Flow Statement comply with the Accounting Standards
referred to in section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. e) On the basis of written representations received from the directors as on March 31st, 2016, taken on record by the Board of
Directors, none of the directors is disqualified as on March 31st 2016, from being appointed as a director section 164(2) of the Act.
f) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating
effectiveness of such controls, refer to our separate Report in “Annexure B”.
g) with respect to the other matters to be included in the Auditor‟s Report in accordance with Rule 11 of the Companies (Audit and
Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:
i. As certified by the management and relied upon by us in the matter that no lawsuit filed against the company.
ii. The Company did not have any long-term contracts including derivate contracts for which there were any material foreseeable
losses.
iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company.
For STRG & ASSOCIATES
CHARTERED ACCOUNTANTS
FRN: 014826N
CA Rakesh Gupta
Partner
M.No.: 094040
Place : New Delhi
Date : 29.08.2016
40 | P a g e J I N D A L L E A S E F I N L I M I T E D A N N U A L R E P O R T - 2 0 1 5 - 1 6
“Annexure A” to the Auditors’ Report
The Annexure referred to in our report to the members of the Company on the financial statements for the year Ended on 31st March, 2016,
we report that:
1. a) The company is maintaining proper records showing full particulars, including quantitative details and situation of fixed assets;
b) These fixed assets have been physically verified by the management at reasonable intervals; no material discrepancies were
noticed on such verification and if so, the same have been properly dealt with in the books of account;
c) Substantial part of fixed assets have been disposed off during the year, it has no effect the going concern;
2. a) Physical verification of inventory has been conducted at reasonable intervals by the management;
b) In our Opinion Procedure of physical verification of inventory followed by the management reasonable and adequate in relation to
the size of the company and the nature of its business.
c) On the Basis of our examination of Inventory record , In our Opinion the company is maintaining proper records of inventory
3. The Company has not granted loan to one party covered in the register maintained under Section 189 of the Act.
4. In our opinion and according to the information and explanations given to us, the company has complied with the provisions of section
185 and 186 of the Act, with respect to the loans and investments made.
5. The Company has not accepted any deposits within the meaning of Sections 73 to 76 of the Act and the Companies (Acceptance of
Deposits) Rules, 2014 (as amended).
6. The Central Government has not specified maintenance of cost records under sub-section (1) of Section 148 of the Act, in respect of
Company‟s products/ services.
7. (a) According to the information and explanations given to us and based on our examination of the records of the Company, the Company is regular in depositing undisputed statutory dues including provident fund, employees‟ state insurance, income-tax,
sales-tax, wealth tax, service tax, duty of customs, duty of excise, value added tax, cess and other material statutory dues, as applicable, with the appropriate authorities. Further, no undisputed amounts payable in respect thereof were outstanding at the
year-end for a period of more than six months from the date they become payable.
(b) There are no dues in respect of income-tax, sales-tax, wealth tax, service tax, duty of customs, duty of excise, value added tax
and cess that have not been deposited with the appropriate authorities on account of any dispute.
8. In our opinion, the Company has not defaulted in repayment of dues to any financial institution or a bank or to debenture-holders
during the year.
9. The Company has not raised money by way of initial public offer.
10. According to the information and application given to us, no material fraud on or by the Company by its officers or employees has
been noticed or reported during the period covered by our audit.
41 | P a g e J I N D A L L E A S E F I N L I M I T E D A N N U A L R E P O R T - 2 0 1 5 - 1 6
11. According to the information and explanations give to us and based on our examination of the records of the Company, the Company has not paid managerial remuneration.
12. In our opinion and according to the information and explanations given to us, the Company is not a nidhi company. Accordingly,
paragraph 3(xii) of the Order is not applicable.
13. According to the information and explanations given to us and based on our examination of the records of the Company,
transactions with the related parties are in compliance with sections 177 and 188 of the Act where applicable and details of such transactions have been disclosed in the financial statements as required by the applicable accounting standards.
14. According to the information and explanations give to us and based on our examination of the records of the Company, the
Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during
the year.
15. According to the information and explanations given to us and based on our examination of the records of the Company, the
Company has not entered into non-cash transactions with directors or persons connected with him. Accordingly, paragraph 3(xv)
of the Order is not applicable.
16. The company is registered under section 45-IA of the Reserve Bank of India Act, 1934.
42 | P a g e J I N D A L L E A S E F I N L I M I T E D A N N U A L R E P O R T - 2 0 1 5 - 1 6
Annexure - B to the Auditors’ Report
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (“the Act”)
We have audited the internal financial controls over financial reporting of Jindal Leasefin Limited (“the Company”) as of 31 March 2016 in
conjunction with our audit of the financial statements of the Company for the year ended on that date.
Management’s Responsibility for Internal Financial Controls
The Company‟s management is responsible for establishing and maintaining internal financial controls based on the internal control over
financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance
Note on Audit of Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India („ICAI‟). These
responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively
for ensuring the orderly and efficient conduct of its business, including adherence to company‟s policies, the safeguarding of its assets,
the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation
of reliable financial information, as required under the Companies Act, 2013.
Auditors’ Responsibility
Our responsibility is to express an opinion on the Company's internal financial controls over financial reporting based on our audit. We
conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls over Financial Reporting (the “Guidance
Note”) and the Standards on Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of the Companies Act, 2013, to the
extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial Controls and, both issued by the
Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we comply with ethical requirements and
plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was
established and maintained and if such controls operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over
financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an
understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and
evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the
auditor‟s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or
error.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company‟s
internal financial controls system over financial reporting.
43 | P a g e J I N D A L L E A S E F I N L I M I T E D A N N U A L R E P O R T - 2 0 1 5 - 1 6
Meaning of Internal Financial Controls over Financial Reporting
A company's internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted
accounting principles. A company's internal financial control over financial reporting includes those policies and procedures that (1)
pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and disposit ions of the
assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial
statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being
made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance
regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a
material effect on the financial statements.
Inherent Limitations of Internal Financial Controls Over Financial Reporting
Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper
management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any
evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial
control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the
policies or procedures may deteriorate.
Opinion In our opinion, the Company has, in all material respects, an adequate internal financial controls system over financial reporting
and such internal financial controls over financial reporting were operating effectively as at 31 March 2016, based on the internal control
over financial reporting criteria established by the Company considering the essential components of internal control stated in the
Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.
For STRG & ASSOCIATES
CHARTERED ACCOUNTANTS
FRN: 014826N
CA Rakesh Gupta
Partner
M.No.: 094040
Place : New Delhi
Date 28.09.2016
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Jindal Leasefin Limited
Balance Sheet as on Year ended on 31st March, 2016
S.N. Particulars Note No. As at 31 March, 2016 As at 31 March,
2015
I EQUITY AND LIABILITIES
1 Shareholders’ funds
(a) Share capital 6 30,089,000.00 30,089,000.00
(b) Reserves and surplus 7 31,738,365.05 30,951,836.68
2 Current liabilities
(a) Short-term borrowings 8 13,554,977.00
(b) Other current liabilities 9 403,917.00 61,781.00
(c) Short-term provisions
10 446,923.00 298,162.00
TOTAL
76,233,182.05 61,400,779.68
II ASSETS
1 Non-current assets
(a) Fixed assets 11 1,945.00 38,888.00
(i) Tangible Assets 22 1,088,282.00 1,083,437.00
(b) Deferred tax assets (net) 12 6,415,507.00 3,507,247.00
(c) Non Current Investments 13 40,000.00 40,000.00
2 Current assets
(a) Inventories 18B 4,624.43 4,624.43
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(b) Cash and cash equivalents 14 323,830.47 46,554,750.25
(c) Current Investments 12A 43,972,297.11 -
(d) Short-term loans and advances
15 24,386,696.04 10,171,833.00
TOTAL 76,233,182.05 61,400,779.68
See accompanying notes forming part of Financial Statements
In terms of Our report attached
For STRG & Assosiates For and on Behalf of the Board of Directors
Chartered Accountants
FRN No.: 14826N
(CA Rakesh Gupta) (SURENDER KUMAR JINDAL) (RACHIT SINGHAL) (VIRENDRA BAHADUR SINGH)
Partner Director Managing Director CFO Membership No. :094040 DIN 00130589 DIN 00054539 PAN :BAEPS6100C Date:29.08.2016
Place: Delhi
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Jindal Leasefin Limited
Statement of Profit and Loss for the Year ended on 31st March, 2016
Particulars Note
No.
For the year ended
31 March, 2016
For the year ended
31 March, 2015
Amount(Rs) Amount(Rs)
1 Revenue from operations 16 2,683,326.00 83,333.00
2 Other income 17 48,103.88 1,660,073.48
3 Total revenue(1+2) 2,731,429.88 1,743,406.48
4 Expenses
(a) Purchase of Traded Goods 18 - 255,250.00
(b) Changes in Inventories of Stock
in Trade
-
-
(c) Employee benefits expense 19 990,363.00 409,714.00
(d) Depreciation and amortisation
expense
11 36,943.00 7,479.00
(e) Other Expenses 20 707,440.51 431,205.18
Total expenses 1,734,746.51 1,103,648.18
5 Profit / (Loss) before tax (3-4) 996,683.37 639,758.30
6 Tax expense:
(1) Current tax 215,000.00 135,000.00
(2) Deferred tax 22 (4,845.00) 149,205.00
7 Profit / (Loss) for the year (5 +
6)
786,528.37 355,553.30
8 Earning per equity share :
(1) Basic 21 0.26 0.12
(2) Diluted 0.26 0.12
See accompanying notes forming part of Financial Statements
47 | P a g e J I N D A L L E A S E F I N L I M I T E D A N N U A L R E P O R T - 2 0 1 5 - 1 6
In terms of Our report attached
For STRG & Assosiates For and on Behalf of the Board of Directors
Chartered Accountants
FRN No.: 14826N
(SURENDER
KUMAR JINDAL)
(RACHIT SINGHAL)
Director Managing Director
DIN 00130589 DIN 00054539
(CA Rakesh Gupta)
(VIRENDRA
BAHADUR SINGH)
Partner CFO
Membership No. :094040 PAN :BAEPS6100C
Place: New Delhi
Date:29/08/2016
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JINDAL LEASEFIN LIMITED
CASH FLOW STATEMENT FOR THE YEAR ENDING ON 31ST MARCH, 2016
PARTICULAR
S 2015-16 2014-15
A. CASH FLOW FROM
OPERATING ACTIVITIES
NET PROFIT/(LOSS)
BEFORE TAX AND
EXTRAORDINARY ITEMS
996,683.37
639,758.30
ADJUSTMENT FOR :
DEPRECIATION 36,943.00 7,479.00
Excess provision for taxation
written back
-
-
PROVISION FOR GRATUITY 17,995.00 10,454.00
1,051,621.37 657,691.30
LESS:
PROFIT / LOSS ON SALE OF
INVESTMENT
(34,853.27)
-
LOSS ON TRADING
35,145.00
-
GRATUITY PAID
84,234.00
42,080.00
DIVIDEND INCOME
(48,395.61)
-
OPERATING PROFIT/(LOSS)
BEFORE WORKING CAPITAL
CHANGES
1,015,491.25
615,611.30
ADJUSTMENT FOR :
INCREASE/DECREASE IN
TRADE AND OTHER RECEIVABLES
(14,214,863.04)
(9,488,391)
DECREASE IN INVENTORIES -
-
INCREASE/DECREASE IN TRADE & OTHER PAYABLES
342,136.00
(16,151.00)
INCREASE/DECREASE IN NON CURRENT ASSETS
-
-
CASH GENERATED FROM
OPERATIONS
(12,857,235.79)
(8,888,930.70)
DIRECT TAXES PAID -
-
CASH BEFORE
EXTRAORDINARY ITEMS
(12,857,235.79)
(8,888,930.70)
EXTRA-ORDINARY ITEMS
-
-
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NET CASH FROM OPERATING
ACTIVITIES ( A )
(12,857,235.79) ( A )
(8,888,930.70)
B.
CASH FROM INVESTING
ACTIVITIES
PURCHASE OF FIXED
ASSETS(DECREASE)
SALE OF FIXED ASSETS
-
-
DIVIDENDS RECEIVED
(48,395.61)
-
INCREASE/DECREASE IN
INVESTMENTS
(46,880,557.11)
(3,507,247.00)
PROFIT ON SALE OF
INVESTMENT
(34,853.27)
LOSS ON TRADING
35,145.00
NET CASH FROM INVESTING
ACTIVITIES ( B )
(46,928,660.99
) ( B )
(3,507,247.00)
C.
CASH FLOW FROM
FINANCING ACTIVITIES
INCREASE IN SHORT TERM
BORROWINGS
13,554,977.00
-
REPAYMENT OF LONG TERM
BORROWING
-
(890,230.00)
NET CASH USED IN FINANCING
ACTIVITIES ( C )
13,554,977.00 ( C )
(890,230.00)
NET INCREASE /(DECREASE)
IN CASH ( A+B+C) AND CASH
EQUIVALENTS ( D )
(46,230,919.78) ( D )
(13,286,407.70)
CASH AND CASH EQUIVALENTS
AS AT 01-04-2015
46,554,750.25
59,841,157.95
CASH AND CASH EQUIVALENTS
AS AT 31-03-2016
323,830.47
46,554,750.25
See accompanying notes forming part of Financial Statements
In terms of Our report attached
For STRG & Assosiates For and on Behalf of the Board of Directors
Chartered Accountants
FRN No.: 14826N
(SURENDER KUMAR
JINDAL)
(RACHIT SINGHAL)
Director Managing Director
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DIN 00130589 DIN 00054539
(CA Rakesh Gupta) (VIRENDRA BAHADUR
SINGH)
Partner CFO
Membership No. :094040 PAN :BAEPS6100C
Place: New Delhi, Date:29/08/2016
Jindal Leasefin Limited
Notes Forming Part of the Financial Statements for the year ended 31 March, 2016
The Company stands registered with Reserve Bank of India as NBFC. The Company has ot accepted any deposit from public.
The Company stands registered at Delhi Stock Exchange, New Delhi. The Delhi Stock Exchange is not functioning since
2002 and therefore, there is no listing at the exchange and no quotations are available. The company got listed on Bombay
Stock Exchange w.e.f. 30.06.2016,
Stock of Securities in respect of 100 shares of Rs.10/- each of Oriental Bank of Commerce of Rs.4624.43
In the opinion of the Board, the current assets of a company are approximately of the value as stated in the Balance
Sheet if realized in the ordinary course of business.
No provision has been made for diminution in the value of Investments which the management considers to be of temporary nature.
6 Share Capital
(i)
Particulars
As at 31
March, 2016 As at 31 March, 2015
Amount(Rs) Amount(Rs)
(a) Authorised
31,00,000 Equity shares of Rs 10 each
31000000.0
0 31000000.00
(b) Issued
30,08,900 Equity shares of Rs 10 each
30089000.0
0 30089000.00
(c) Subscribed and fully paid up
30,08,900 Equity shares of Rs 10 each fully paid up
30089000.
00 30089000.00
(ii) Reconciliation of the number of shares at the beginning and at the end of the reporting period:
Number of shares as at 31.03.2016 3008900
Number of shares as at 31.03.2015 3008900
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(iii) Details of shares held by each shareholder holding more than 5% shares:
Class of shares / Name of shareholder As at 31 March, 2016 As at 31 March, 2015
Number
of
shares
held
% holding
in that
class of
shares
Number of
shares held
% holding
in that
class of
shares
Equity shares with voting rights
Jindal Art Glass Innovations Pvt Ltd 268999 8.94 268999 8.9
4
Surender Kumar Jindal 593803 19.73 593803 19.7
3
Jindal Export & Import Pvt. Ltd 538997 12.26 368997 12.26
Grand Builders Pvt Ltd 369699 12.29 369699 12.29
Kusum Jindal 285001 9.47 285001 9.47
Jindal Dyechem Industries Pvt Ltd 200000 6.65 200000 6.6
5
7
Reserves & Surplus
Particulars As at As at
31 March,
2016
31
March,
2015
(i)Statutory Reserve account
Opening/Closing balance
945,000.00
945,000
.00
Add: Transfer to reserve Fund in terms of section45-IC(1) of the Reserve Bank of India Act 1934
157,305.67
(ii) Surplus / (Deficit) in Statement of
Profit and Loss
1,102,305.67
945,000
.00
Opening balance
30,006,836.68
29,651,283.38
Add:Profit / (Loss) for the year
786,528.37
355,553.30
Less: Transfer to reserve Fund in in terms of section45-IC(1) of the Reserve Bank of IndiaAct 1934
157,305.67
-
Add: Income Tax Adjustment
-
-
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Closing balance
30,636,059.38
-
30,006,836.68
Total
-
31,738,365.
05
30,951,
836.68
8 Short-term borrowings
Particulars As at As at
31 March, 2016
31 March,
2015
(a) Other loans and advances
Jindal Exports & Imports Pvt. Ltd.
13,554,977.00
-
Total
13,554,977.00
-
9
Other current liabilities
Particulars As at As at
31 March, 2016
31 March,
2015
Other Payables
Audit Fee Payable
21,950.00
10,000.00
Salary Payable
74,428.00
25,166.00
37,
569
.52
Stipend Payable 14,677.00
-
Water & Electricity Payable
39,812.00
26,615.00
TDS Payable
253,050.00
-
-
Total
403,917.00
61,781.00
1
0
Short-term provisions
Particulars As at As at
31 March, 2016 31 March, 2015
(b) Provision - Others:
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(i) Provision for Gratuity
96,923.00
163,162.00
(ii) Provision for Income Tax F.y. 2014-15
135,000.00
135,000.00
(ii) Provision for Income Tax F.y. 2015-16
215,000.00
-
Total
446,923.00
298,162.00
1
2 Non-current Investments
Particulars As at As at
31 March, 2016 31 March, 2015
Other investments (at cost)
Shares
Jindal Future Private Limited
6,40,526 (3,49,850 )Equity Share of Rs. 10 per share
6,415,507.00
3,507,247.00
6,415,507.00
3,507,247.00
1
2
A
Current Investments
Particulars As at As at
31 March, 2016 31 March, 2015
Mutual Fund
FRANKLIN TEMPLETON MUTUAL FUND
23,972,297.11
-
HDFC MUTUAL FUND
20,000,000.00
-
(HDFC Mutual Fund are lein marked for Jindal Export and Import Pvt. Ltd.)
Total
43,972,297.11
-
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1
3 Other non-current assets
Particulars As at As at
31 March, 2016 31 March, 2015
Security deposit-Telephone
20,000.00
20,000.00
Security deposit-Jaipur
20,000.00
20,000.00
Total
40,000.00
40,000.00
14 Cash and cash equivalents
Particulars As at As at
31 March, 2016 31 March, 2015
(a) Cash on hand
181,246.44
10,156.44
(b) Balances with banks
(i) In current accounts
142,584.03
46,544,593.81
Total
323,830.47
46,554,750.25
Notes Forming Part of the Financial Statements
for the year ended 31 March, 2016
15
Short-term loans and
advances
Particulars As at As at
31 March, 2016
31 March,
2015
(a) Others
(secured, considered good)
Quantum Management Services Pvt. Ltd.
20,000,000.00
10,000,000.00
(Unsecured, considered good)
Jindal Financial & Investment
Services
122,290.00
-
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Jindal Dyecheme Industries Pvt.
Ltd.
722,884.04
-
(b) TDS Receivable F.Y. 2014-15
8,333.00
8,333.00
(c) TDS Receivable F.Y. 2015-16
268,326.00
-
(d) Loans and advances to
employees
Unsecured, considered good
Shushil Kumar
104,500.00
146,500.00
S.N.Pandey
- 17,000.00
Self Assessment Tax F.y. 2014-15
126,113.00
-
(e) Advances Recoverable in cash
or in kind
3,034,250.00
Total
24,386,696.04
10,171,833.00
16 Revenue from operations
Particulars As at As at
31 March, 2016
31 March,
2015
(a) Interest Income
- Interest from Quatam
1,833,326.00
83,333.00
- Consultancy income
850,000.00
-
Total
2,683,326.00
83,333.00
17 Other income
Particulars As at As at
31 March, 2016
31 March,
2015
(a)Sale of products
Traded goods
Rice
-
260,876.00
(b) Other non-operating
income
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Dividend Income
48,395.61
-
Profit on sale of Investment
34,853.27
-
Profit/(loss) on Exch. Trading
(35,145.00)
1,399,197.48
Total
48,103.88
1,660,073.48
18 A. Purchase of traded goods
Particulars As at As at
31 March, 2016
31 March,
2015 2. 3.
Rice
255,250.00
Total
-
255,250.00
B . Changes in inventories of stock-in-trade
Particulars As at As at
31 March, 2016 31 March, 2015
Securities at the end of the
year:
OBC 4,624.43
4,624.43
4,624.43
4,624.43
Securities at the beginning of
the year:
OBC
4,624.43
4,624.43
4,624.43
4,624.43
Net (increase) / decrease
-
-
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Jindal Leasefin Limited
1. SIGNIFICANT ACCOUNTING POLICIES
a. Basis of preparation of financial statements
The financial statements have been prepared and presented under the historical cost convention method, on the accrual basis of accounting and in accordance with the Generally Accepted Accounting Principles ("GAAP") in India, and Accounting
Standards Specified under the companies act 2013 (the „act‟), read with rule 7 of the companies (Accounts) Rules ,2014 (as amended). The accounting policies have been consistently applied by the company.
Previous year figures have been regrouped/ recast to make them comparable with figures of current year.
b. Use of estimates
The preparation of financial statements in conformity with the Indian GAAP requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent liabilities at the date of the
financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could
differ from these estimates. Any change in the accounting estimates is adjusted prospectively in the current and future
periods.
c. Cash Flow Statement
Cash flows are reported using the indirect method, whereby profit / (loss) before extraordinary items and tax is adjusted
for the effects of transactions of non-cash nature and any deferrals or accruals of past or future cash receipts or
payments. The cash flows from operating, investing and financing activities of the Company are segregated based on the
available information.
d. Expenditure
Expenses are recognized on accrual basis.
e. Revenue Recognition
Revenue is recognized on accrual basis
f. Investments
The carrying amount for Investment held for trade (current investments) is the lower of cost and fair value.
g. Income Tax Expense Income tax expense comprises current tax (i.e. amount of tax for the period determined in accordance with the Income-tax
law) and deferred tax charge or credit (reflecting the tax effects of timing differences between accounting income and taxable income for the period).
h. Employee Benefits:
Company has made provision for liability of future payment of gratuity as the company fulfills the criteria of its provisions. No provision has been made for leave encashment benefits, as the company does not have a policy of encasing leaves of employees.
i. Provisions, contingent liabilities and contingent assets:
A provision is recognized in respect of obligations where, based on the evidence available, their existence at the Balance Sheet date is considered probable as a result of a past event, and the Company has a present legal obligation that can be
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estimated reliably, and it is probable that an outflow of economic benefits will be required to settle the obligation. Provisions are measured by best estimate of the outflow of economic benefits required to settle the obligation at the
Balance Sheet date.
24. Related Party Transactions
Related party disclosures as required under Accounting Standard (AS) – 18 “Related party Disclosures”, notified by the Government in the Companies (Accounting Standard) Rules 2006, are given in a separate annexure attached herewith:
a) Related parties Disclosures
Description of Relationship Name of Party
Key Management Personnel : Mr. Surender kumar Jindal (Director) Mr. Rachit Singhal (Managing Director)
Mrs. Shashi Garg (Director)
Mr. Sachin Kharkia (Director)
Mrs. Kiran Singhal (Independent Director)
25. The Ministry of Micro, Small and Medium Enterprises has issued an Office Memorandum dated 26 August 2008 which
recommends that the Micro and Small Enterprises should mention in their correspondence with its customers the Entrepreneurs Memorandum Number as allocated after filing of the Memorandum. Based on the confirmations received by the Company, there
are no amounts payable to micro and small enterprises as at 31 March 2016.
26. Borrowing Cost: Interest and other cost incurred by the company in connection with the borrowing of funds are recognised as an
expense in the period in which they are incurred unless activities that are necessary to prepare the qualifying assets for its
intended use are in progress.
27. Company has only one segment & hence no separate segment result has been given.
28. Previous year figures have been regrouped/recast wherever found necessary to make them comparable with those of the
current year.
29. Figures are rounded off to nearest Rupee.
For STRG & ASSOCIATES For and on behalf of Board
Chartered Accountants
Firm Registration No.: 14826N
Rakesh Gupta SURENDER KUMAR JINDAL RACHIT SINGHAL Partner Director Managing Director
Membership No. :
Place : New Delhi
Date :29/08/2016