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Page 1: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

OMANSHENTERPRISES LIMITED

43RD

ANNUAL REPORT

2016-2017

OMANSH ENTERPRISES LIMITED

BOARD OF DIRECTORS

Chairperson Ms Fatima Makdum Matikub(Independent)

Managing Director Ms Seema Khan

Whole Time Director amp CFO Mr Manoj Kumar Chauhan

Executive Director Mrs Reena Sharma

Independent Directors Ms Fatima Makdum MatikubMs Preeti Pralhad Soni

Company Secretary Mr Remo John

Audit Committee Ms Fatima Makdum Matikub ChairpersonMr Manoj Chauhan MemberMs Priti Pralhad Soni Member

Nomination And Remuneration Ms Priti Pralhad Soni ChairpersonCommittee Mr Manoj Chauhan Member

Ms Fatima Makdum Matikub Member

Stakeholdersrsquo Relationship Mr Manoj Chauhan ChairmanCommittee Ms Fatima Makdum Matikub Member

Ms Priti Pralhad Soni Member

MrStatutory Auditors Ms Satyendra Mrinal amp AssociatesChartered Accountants Delhi

Secretarial Auditor Amit R Dadheech amp AssociatesPracticing Company Secretary Mumbai

Registered Office Shop No 37 DDA Market QD BlockPitampura New Delhi - 110034

Registrar and Share Transfer Skyline Financial Services Private Limited -Agent 153A 1st FloorOkhla Industrial Area

New Delhi ndash 110020Ph No +91-(0) 11-6473 26816473 2682Fax +91-(0) 11-2681 2682Email Id adminskylinertacom

Bankers Axis Bank

Omansh Enterprises Limited Annual Report 2016-2017

CONTENTS

Page No

1 Notice of Annual General Meeting 1

2 Directorrsquos Report 12

3 Annexure I - Nomination and Remuneration Policy 19

4 Annexure II - Form MGT-9 22

5 Annexure III - Secretarial Audit Report 29

6 Management Discussion and Analysis 33

7 Auditorrsquos Report 35

8 Balance Sheet 43

9 Statement of Profit amp Loss 44

10 Cash Flow Statement 45

11 Notes to Financial Statements 46

12 Attendance Slip and Proxy Form 64

Omansh Enterprises Limited Annual Report 2016-2017

NOTICE

Notice is hereby given that 43rd Annual General Meeting of Omansh EnterprisesLimited will be held on Thursday the 28th day of September 2017 at 1230 PM atKhushi Banquet MP Mall MP Block Pitampura New Delhi to transact the followingbusinessesORDINARY BUSINESS

1 To receive consider approve and adopt the Audited Financial Statements ofthe Company (Standalone) for the financial year ended on March 31 2017ie the Balance Sheet as at 31st March 2017 the statement of Profit amp Lossaccount and the Cash Flow Statement for the year ended on that date togetherwith the report of the Auditorrsquos and Board of Directorrsquos Report thereon

2 To appoint a Director in place of Mrs Reena Sharma (DIN06883803) whoretire by rotation and being eligible offers herself for re-appointment

3 To appoint a Director in place of Mrs Seema Khan (DIN 07639422) whoretire by rotation and being eligible offers herself for re-appointment

4 To ratify the appointment of Auditors and fix their remuneration and in thisregard to consider and if thought fit to pass with or without modification(s)the following resolution as an Ordinary ResolutionldquoRESOLVED THAT pursuant to the provisions of section 139 and otherapplicable provisions if any of the Companies Act 2013 and the Rules framedthere under as amended from time to time the Company hereby appointsMs Rajeev Singh amp Co New Delhi (Firm Regn No 022953N) as theStatutory Auditors of the Company to hold office from the conclusion of thisAnnual General Meeting (AGM) till the conclusion of the 48 th AGM of theCompany to be held in the year 2022 at such remuneration plus service taxas may be mutually agreed between the Board of Directors of the Companyand the Auditorsrdquo

SPECIAL BUSINESS

5 To consider and if thought fit to pass with or without modification(s) as maybe deemed fit the following resolution as an Ordinary Resolution

ldquoRESOLVED THAT Mrs Fatima Makdum Matikub (DIN 07927573) who wasappointed as an Additional Director of the company by the Board of Directorswith effect from September 4 2017 in terms of Section 161(1) of theCompanies Act 2013 and whose terms of the office expires at this AnnualGeneral Meeting and in respect of whom the Company has received a noticein writing proposing her candidature for the office of director be and is herebyappointed as an Independent director of the Company in terms of section149 152 and other applicable provisions if any of the Companies Act 2013(Act) and the Rules framed there under read with Schedule IV to the Act asamended from time to time to hold office for 5 (Five) consecutive years fromthe conclusion of this Annual General Meetingrdquo

Omansh Enterprises Limited Annual Report 2016-2017 1

6 To consider and if thought fit to pass with or without modification(s) as maybe deemed fit the following resolution as an Ordinary Resolution

ldquoRESOLVED THAT Mrs Priti Pralhad Soni (DIN 07927441) who wasappointed as an Additional Director of the company by the Board of Directorswith effect from September 4 2017 in terms of Section 161(1) of theCompanies Act 2013 and whose terms of the office expires at this AnnualGeneral Meeting and in respect of whom the Company has received a noticein writing proposing her candidature for the office of director be and is herebyappointed as an Independent director of the Company in terms of section149 152 and other applicable provisions if any of the Companies Act 2013(Act) and the Rules framed there under read with Schedule IV to the Act asamended from time to time to hold office for 5 (Five) consecutive years fromthe conclusion of this Annual General Meetingrdquo

7 To consider and if thought fit to pass with or without modification(s) thefollowing resolution as a Special Resolution

ldquoRESOLVED THAT Mr Manoj Chauhan (DIN 07835068) who was appointedas an Additional Director by the Board of Directors of the Company on May29 2017 and as per the provision of Section 161(1) of the Companies Act2013 whose terms of the office expires at this Annual General Meeting and inrespect of whom the Company has received a notice in writing proposing hiscandidature for the office of director be and is hereby appointed as anExecutive Director of the CompanyrdquoldquoRESOLVED FURTHER THAT in terms of Section 197 198 and 203 if anyof the Companies Act 2013 (Act) and the Rules framed there under readwith Schedule IV to the Act as amended from time to time the consent of themembers of the Company be and is hereby granted to appoint Mr ManojChauhan (DIN 07835068) as Whole Time Director of the Company on suchterms as may decided by the Board and Mr Manoj Chauhan (DIN 07835068)for a period of 3 (three) consecutive year wef May 29 2017 subject toretirement by rotation on the terms and conditions including remunerationas set out in the explanatory statement annexed to the Notice convening thisMeeting with liberty to the Board of Directors (hereinafter referred to as ldquotheBoardrdquo which term shall be deemed to include the Nomination andRemuneration Committee of the Board) to alter and vary the terms andconditions of the said appointment andor remuneration as it may deem fitand as may be acceptable to Mr Manoj Chauhan subject to the same notexceeding the limits specified under Schedule V to the Companies Act 2013or any statutory modification(s) or re-enactment(s) thereofrdquoldquoRESOLVED FURTHER THAT the Board be and is hereby authorized to doall acts take all such steps as may be necessary proper or expedient to giveeffect to this resolutionrdquo

8 To consider and if thought fit to pass with or without modification(s) thefollowing resolution as a Special Resolution-

Omansh Enterprises Limited Annual Report 2016-2017 2

ldquoRESOLVED THAT Mrs Seema Khan (DIN 07639422) who was appointedas an Additional Director by the Board of Directors of the Company onDecember 09 2016 and as per the provision of Section 161(1) of theCompanies Act 2013 whose terms of the office expires at this Annual GeneralMeeting and in respect of whom the Company has received a notice in writingproposing her candidature for the office of director be and is hereby appointedas an Executive Director of the CompanyldquoRESOLVED THAT in accordance with the provisions of Sections 188 196197and 203 read with Schedule V and all other applicable provisions of theCompanies Act 2013 and the Companies (Appointment and Remunerationof Managerial Personnel) Rules 2014 (including any statutory modification(s)or re-enactment(s) thereof for the time being in force) approval of theCompany be and is hereby accorded for the re-appointment and terms ofremuneration payable to including the remuneration to be paid in the eventof loss or inadequacy of profit in any financial year during the tenure ofappointment of Mrs Seema Khan (DIN 07639422) as Managing Director ofthe Company for a period of three years commencing from December 092016 to December 08 2019 subject to retirement by rotation on the termsand conditions including remuneration as set out in the explanatory statementannexed to the Notice convening this Meeting with liberty to the Board ofDirectors (hereinafter referred to as ldquothe Boardrdquo which term shall be deemedto include the Nomination and Remuneration Committee of the Board) toalter and vary the terms and conditions of the said re-appointment andorremuneration as it may deem fit and as may be acceptable to Mrs SeemaKhan (DIN 07639422) subject to the same not exceeding the limits specifiedunder Schedule V to the Companies Act 2013 or any statutory modification(s)or re-enactment(s) thereofrdquoldquoRESOLVED FURTHER THAT the Board be and is hereby authorized to doall acts take all such steps as may be necessary proper or expedient to giveeffect to this resolutionrdquo

By order of the BoardOmansh Enterprises Limited

Manoj ChauhanDate September 4 2017 Whole Time DirectorPlace Delhi DIN 07835068

Registered OfficeShop No Shop No 37 QD Block DDA MarketPitampura New Delhi - 110034

NOTES

1 Member entitled to attend and vote at the meeting may appoint a proxy toattend and vote on a poll on his behalf A proxy need not be a member of theCompany A person can act as proxy on behalf of not exceeding fifty Members

Omansh Enterprises Limited Annual Report 2016-2017 3

and holding in the aggregate not more than 10 of the total Equity ShareCapital of the Company Any Member holding more than 10 of the totalEquity share capital of the Company may appoint a single person as proxyand in such a case the said person shall not act as proxy for any otherperson or member The instrument appointing proxy should however bedeposited at the Registered Office of the Company not less than 48 hoursbefore the commencement of the Meeting

2 The disclosures required under Regulation 27 of the SEBI (Listing ObligationAnd Disclosure Requirement) Regulation 2015 agreement in respect of theDirectors being appointed reappointed in this Annual General Meeting aregiven as annexure to this Notice convening Annual General Meeting

3 Member holding shares in physical form are advised to update their addressand bank account ECS details with the Companyrsquos Registrar amp Share TransferAgent Ms Skyline Financial Services Private Limited New Delhi

4 The Annual Report of the Company for the financial year ended March 312017 has been emailed to the members whose email addresses are availablewith the depositories or are obtained directly from the members as per theMCA Circular Nos 172011 dated April 21 2011 and 182011 dated April 292011 on ldquoGreen Initiative of Ministry of Corporate Affairs for CorporateGovernancerdquo For other members who have not registered their emailaddresses the Annual Report has been sent at their registered postal addressIf any member wishes to get a duly printed copy of the Annual Report theCompany will send the same free of cost upon receipt of request from themember Members who have not registered their email addresses so farare requested to register them for receiving all communication includingAnnual Report and other Notices from the Company electronically

5 The Securities and Exchange Board of India (SEBI) has mandated thesubmission of Permanent Account Number (PAN) by every participant insecurities market Members holding shares in electronic form are thereforerequested to submit the PAN to their Depository Participants with whom theyare maintaining their demat accounts Members holding shares in physicalform can submit their PAN details to the Company or to the Registrar andShare Transfer Agent

6 The Register of Members and the Transfer Books of the Company shall remainclosed on Tuesday the September 26 2017 to Thursday the September 282017

7 The Explanatory Statement pursuant to Section 102 of the Companies Act2013 in respect of the business under Item Nos from 5-8 of the Notice isannexed hereto

8 All documents referred to in accompanying Notice and Explanatory Statementis open for inspection at the registered office of the Company on all workingdays between 1100 am to 100 pm up to the date of AGM except Saturday

Omansh Enterprises Limited Annual Report 2016-2017 4

9 Members seeking the information with regards to the proposed resolutionare requested to write to the Company at least one week in advance so as toenable the management to keep the information ready

10 Pursuant to the provision of Section 107 and 108 read with companies(Management and Administration) Rules 2014 the company is pleased tooffer the option of E-Voting facility to all the members of the company Forthis purpose the company has entered into an agreement with CentralDepository Services (India) Limited (CDSL) for facilitating E-voting Thecompany has appointed Amit R Dadheech amp Associates Practicing CompanySecretaries (Membership No 22889 Certificate of Practice No 8952) asScrutinizer for conducting the e-voting process in a fair and transparentmanner

4 Voting through electronic means

(i) In compliance with provisions of section 108 of the Act and Rule 20 ofThe Companies [Management and Administration] Rules 2014 andRegulation 44 of the SEBI (Listing Obligations amp DisclosureRequirements) Regulations 2015 the Company is providing e-votingfacility as an alternative mode of voting which will enable the membersto cast their votes electronicallyNecessary arrangements have been made by the Company with CentralDepository Services [India] Limited [CDSL] to facilitate e-voting Thedetailed process instructions and manner for availing e-Voting facility isannexed to the Notice as AnnexurendashB

(ii) Mr Amit R Dadheech Practicing Company Secretary [Membership NoA22889] has been appointed as the Scrutinizer to scrutinize the votingand remote e-voting process in a fair and transparent manner

(iii) Members who have cast their vote by remote e-voting prior to the meetingmay also attend the meeting but shall not be entitled to cast their voteagain

(iv) Members can opt for only one mode of voting ie either by e-voting orpoll paper In case Members cast their votes through both the modesvoting done by e-voting shall prevail and votes cast through Poll Papershall be treated as invalid

(v) The e-voting period commences on Monday 25th September 2017 [900am] and ends on Wednesday 27th September 2017 [500 pm] Duringthis period Members holding shares either in physical form or dematform as on 22nd September 2017 ie cut-off date may cast their voteelectronically The e-voting module shall be disabled for voting thereafterOnce the vote on a resolution is cast by the Member he she shall notbe allowed to change it subsequently or cast vote again

(vi) The voting rights of members shall be in proportion to their shares in thepaid up equity share capital of the Company as on cut-off date A person

Omansh Enterprises Limited Annual Report 2016-2017 5

whose name is recorded in the register of members or in the register ofbeneficial owners maintained by the depositories as on cut-off date onlyshall be entitled to avail facility of remote e-voting and poll process at thevenue of the meeting

(vii) Any person who acquires shares of the Company and becomes amember of the Company after dispatch of the Notice and holding sharesas on cut-off date may cast vote after following the instructions for e-voting as provided in the Notice convening the Meeting which is availableon the website of the Company and CDSL However if you are alreadyregistered with CDSL for remote e-voting then you can use your existingUser ID and password for casting vote

(viii)The Scrutinizer shall immediately after the conclusion of voting at themeeting would count the votes cast at the meeting thereafter unblockthe votes cast through remote e-voting in the presence of at least twowitnesses not in the employment of the Company and make not laterthan 48 hours from conclusion of the meeting a consolidated ScrutinizerrsquosReport of the total votes cast in favour or against to the Chairman whoshall countersign the same

(ix) The results declared along with the Scrutinizerrsquos Report shall be placedon the Companyrsquos website wwwomanshenterprisescom and on thewebsite of CDSL ie wwwevotingindiacom immediately after the resultis declared The Company shall simultaneously forward the results toBSE Limited [BSE] where the equity shares of the Company are listed

5 The route map giving the directions to the venue of the AGM is annexed tothe Notice as AnnexurendashC

6 REQUEST TO MEMBERS

(i) MembersProxies attending the meeting are requested to bring theirattendance slip along with their copy of Annual Report to the Meeting

(ii) Queries proposed to be raised at the Annual General Meeting may besent to the Company at its registered office at least seven days prior tothe date of AGM to enable the management to compile the relevantinformation to reply the same in the meeting

(iii) Members holding shares in demat form are requested to intimate allchanges pertaining to their bank details National Electronic ClearingService [NECS] Electronic Clearing Services [ECS] mandatesnominations power of attorneys change in address change of nameemail address contact numbers etc to their Depository Participant [DP]Changes intimated to the DP will then be automatically reflected in theCompanyrsquos records which will help the Company and the CompanyrsquosRegistrar and Transfer Agents to provide efficient and better servicesMembers holding shares in physical form are requested to intimate suchchanges to Registrar and Transfer Agents of the Company

Omansh Enterprises Limited Annual Report 2016-2017 6

(iv) In case of joint holders attending the Meeting only such joint holder whois higher in the order of names will be entitled to vote Members who holdshares in physical form in multiple folios in identical names or joint holdingin the same order of names are requested to send the share certificatesto Registrar for consolidation into a single folio

(v) The Securities and Exchange Board of India (SEBI) has mandated thesubmission of Permanent Account Number (PAN) by every participant insecurities market Members holding shares in electronic form aretherefore requested to submit their PAN to their Depository Participantswith whom they are maintaining their demat accounts Members holdingshares in physical form can submit their PAN details to the Company registrar and Share Transfer Agents

DETAILS OF DIRECTORS SEEKING APPOINTMENT RE-APPOINTMENTIN ANNUAL GENERAL MEETING FIXED FOR SEPTEMBER 28 2017

Sr No

1

2

3

4

5

Name of theDirector

Manoj Chauhan

Seema Khan

Reena Sharma

Fatima Matikub

Prit i PralhadSoni

Date of Birth

07101988

14011990

20121973

01051984

30061983

Date ofAppointment

29052017

09122016

07102015

04092017

04092017

Qualification

HSC

Cleared SSC

Graduate

BCom

HSC

Expertise in SpecificArea

Having vast knowledge infield of financing activitieshe is keenly engaged in thegrowth and development ofthe CompanyShe posses a r ichexperience in the businessof trading in textile

Experienced as Director ofCompany for about 2 years

Business of Beauty ampHealth product

Expertise in the field oftextile

List of otherPublic

Companies inwhich

directorship isheld

Nil

Nil

Nil

Nil

Nil

Omansh Enterprises Limited Annual Report 2016-2017 7

STATEMENT PURSUANT TO SECTION 102(1) OF THE COMPANIES ACT 2013

Item No 5 amp 6

As per the provisions of Section 149 of the Act which has come into force witheffect from April 1 2014 an Independent Director shall hold office for a term up tofive consecutive years on the Board of a company and is not liable to retire byrotationThe Nomination amp Remuneration Committee has recommended the appointmentof Mrs Fatima Makdum Matikub (DIN 07927573) and Mrs Priti Pralhad Soni(DIN 07927441) as Independent Director of the CompanyThe Company has obtained a declaration that they meet the criteria of IndependentDirector as provided under section 149(6) of the Act In the opinion of the Boardthe proposed directors has fulfilled the conditions specified in the Act and theRules framed there under for appointment as Independent Director and they areindependent of the management Notices as required under Section 160 of thecompanies act 2013 have been received from some members proposingcandidature of the said Independent Directors Upon the confirmation ofappointment of these individuals as independent Director by the members of theCompany the appointment shall be formalized by the issue of a letter ofappointment by the company to the said Independent DirectorsThe Board recommends the Resolution set out at Item No 4 amp 5 of this Notice forapproval of the Members as Ordinary ResolutionExcept of Mrs Fatima Makdum Matikub and Mrs Priti Pralhad Soni none of theDirectors or Key Managerial Personnel of the Company or their relatives isconcerned or interested in the proposed ResolutionItem No 7

Mr Manoj Chauhan was appointed as Whole Time Director wef May 29 2017He is been rendering valuable services to the Company and has been lookingafter the compliances of applicable laws and regulationsThe Board of Directors have appointed Mr Manoj Chauhan for a period of 3 (Three)year wef May 29 2017 Now this resolution is put before the shareholders ofthe Company for ratification of appointment of Mr Manoj Chauhan as Whole TimeDirector of the CompanyThe Board recommends the Resolution set out at Item No 6 in this Notice forapproval of the Members as Special ResolutionNone of the Directors of Key Management Personnel of the Company or theirrelatives is concerned or interested in the proposed ResolutionItem No 8

Mrs Seema Khan was appointed on the Board of the Company on December 92016 and has been rendering valuable services to the Company Considering therequirement of the Company the Board of Directors of the Company has decidedto appoint Mrs Seema Khan as a Managing Director for a period of three years

Omansh Enterprises Limited Annual Report 2016-2017 8

from December 9 2016 to December 8 2019 subject to the approval of theshareholder and Central Government if requiredMrs Seema Khan us under graduate and posses a rich experience in the businessof trading in textile from a decade Your Board is of the opinion that consideringthe experience of Mrs Seema Khan in the business market her appointment asManaging Director will be beneficial to the Company The terms and conditionsincluding the remuneration to be paid in the event of loss or inadequacy of profitin any financial year during the tenure of her appointment is mentioned in thedraft letter of appointment placed before the meeting approved by the Board ofDirectorsNomination amp Remuneration Committee at their meeting held onDecember 9 20161 Basic Salary

Presently the Company is not proposing to pay any remuneration to theManaging Director However the terms of the appointment and remunerationmay be revised at a later stage and with an authority to the Board to increasethe same from time to time in accordance with the limits specified in ScheduleV of the Companies Act 2013 as amended from time to time The annual orother increments will be merit based and will take into account the Companyrsquosperformance No other Allowance or Perquisites are being offered to theManaging Director for the time being

2 General

i The Managing Director shall perform her duties as such with regard toall the work of the Company and shall manage and attend to such businessand carry out the orders and directions given by the Board from time totime in all respects

ii The Managing Director shall act in accordance with the Articles ofAssociation of the Company and shall abide by the provisions containedin Section 166 of the Act with regard to duties of Directors

iii The Managing Director shall adhere to the Companyrsquos Code of Ethics ampConduct The Remuneration CommitteeBoard of Directors will determinethe amount of remuneration and increments payable every yeardepending on the performance of the Managing Director profitability ofthe Company and other relevant factors Mrs Seema Khan satisfy allthe conditions set out in Part-I of Schedule V to the Act as also conditionsset out under subsection (3) of Section 196 of the Act for being eligiblefor her appointment She is not disqualified from being appointed asDirector in terms of Section 164 of the Act Brief resume of Mrs SeemaKhan nature of her expertise in specific functional areas names ofcompanies in which he holds Directorships and Memberships Chairmanships of Board Committees her shareholding etc areseparately annexed hereto Notwithstanding anything to the contraryherein contained where in any financial year during the currency of tenureof aforesaid Director the Company has no profits or inadequate profits

Omansh Enterprises Limited Annual Report 2016-2017 9

the Company will pay remuneration by way of salary perquisites andallowances to the said Director subject to compliance with the applicableprovisions of Schedule V of the Companies Act 2013 and if necessarywith the approval of Central GovernmentThe copy of resolution passed by the Board of Directors of the Companyin its meeting held on December 9 2016 approving the aforesaid proposalalong with other documents is available for inspection by the membersat the registered office between 1100 AM to 100 PM on all working daystill the date of the Annual General MeetingMrs Seema Khan is interested in this resolution which pertains to herappointment as Managing Director of the Company Save and exceptthe above none of the other Directors or Key Managerial Personnel ofthe Company (including relatives of Directors and Key ManagerialPersonnel) are in any way concerned or interested financially orotherwise in this resolutionThe Board recommends the Special Resolution set out at Item No 8 ofthe Notice for approval by the members

By order of the BoardOmansh Enterprises Limited

Manoj ChauhanDate September 4 2017 Whole Time DirectorPlace Delhi DIN 07835068

Registered OfficeShop No Shop No 37 QD Block DDA MarketPitampura New Delhi - 110034

Omansh Enterprises Limited Annual Report 2016-2017 10

lsquoAnnexure -Crsquo

Omansh Enterprises Limited Annual Report 2016-2017 11

DIRECTORrsquoS REPORT

ToThe Members ofMs Omansh Enterprises LimitedYour Directors have pleasure in presenting the 43rd Directorrsquos Report of your Companytogether with the Audited Statement of Accounts and the Auditorsrsquo Report of yourcompany for the financial year ended 31st March 20171 FINANCIAL HIGHLIGHTS AND STATE OF COMPANYrsquoS AFFAIRS

(Amount in Rs)Particulars Current year Previous Year

Total Revenue 1735111517 2303711625Total Expenses 1702558967 2264248262Profit Before Tax 33150792 39463363Tax ExpensesCurrent Tax 9700000 11638100Deferred Tax 534600 27512500Profit(Loss) after Tax 22916192 312763Net Profit Transferred to Reserves 22916192 312763Earnings per share (Rs)Basic 001 000Diluted 001 000

(b) During the year your Company recorded Total Revenue of Rs 1735111517(previous year Rs 2303711625) The Company recorded a Net Profit of Rs22916192 during the financial year ended 31st March 2017 as compared to aNet Profit of Rs 312763 in the previous year

(c) Transfer To Reserves In Terms Of Section 134 (3) (j) Of The Companies Act2013

No amount was transferred to reserves during the financial year ended 31st March2017

(d) Dividend

Your Directors do not recommend any dividend for the year ended 31st March2017

(e) Material Changes and Commitments

There are no material changes from the end of Financial Year till the date of thisreport

2 PUBLIC DEPOSITS

During the year under report your Company did not accept any deposits from thepublic in terms of the provisions of Chapter V of the Companies Act 2013

3 DIRECTORS AND KEY MANAGERIAL PERSONNEL

(a) Changes in Directors and Key Managerial Personnel during the year

On recommendation of Nomination and Remuneration Committee Mr Manoj

Omansh Enterprises Limited Annual Report 2016-2017 12

Chauhan was appointed as the Whole Time Director wef 29th May 2017 andMs Seema Khan (DIN 07639422) had also been appointed as the ManagingDirector of the Company for a period of three years wef 9th December 2016And after her appointment Ms Reena Sharma (DIN06883803) stepped downfrom post of the Managing DirectorMr Gaurav Mutreja resigned as the Director of the Company wef 29th May 2017and Mr Vidya Sagar Bhatia resigned from Directorship of the Company on 29th

June 2017 Further Mr Radhey Shayam resigned from the Directorship of theCompany on 4th September 2017Mrs Fatima Makdum Matikub and Mrs Preeti Pralhad Soni were appointed asthe Additional Directors on the Board of the Company only on 4th September 2017in the Category of the Independent Director and your directors recommend theirappointment in the forthcoming AGMIn accordance with the provisions of Section 167(1)(b) of Companies Act 2013Mr Divesh Kumar Bajaj vacated his office of Independent wef 11th August 2017as he had not attended any Board Meeting since 12th August 2016Mr Praveen Kumar had also resigned from the position of Company Secretaryand CFO of the Company wef 24th May 2016 and Mr Remo John was appointedas the Company Secretary and Compliance Officer wef 29th May 2017

(b) Retirement by rotation

In accordance with the provisions of Section 152(6) of the Act and the Articles ofAssociation of the Company Mrs Reena Sharma (DIN06883803) and Mrs SeemaKhan (DIN07639422) will retire by rotation at the ensuing Annual General Meeting(lsquoAGMrsquo) of the Company and being eligible offers themselves for re-appointmentYour Board has recommended their re-appointment

(c) Declaration of Independence by the Independent Directors

The Independent Directors of your Company have confirmed that they meet withthe criteria of Independence as prescribed under Section 149(6) of the Act readwith Rule 5 of the Companies (Appointment and Qualification of Directors) Rules2014Framework for Familiarization Programme for the Independent Directors and thedetails of Familiarization Programme imparted to Independent Directors is madeavailable on the website of the Company

(d) Attributes qualifications and appointment of Directors

The Nomination and Remuneration Committee has adopted the attributes andqualifications as provided in Section 149(6) of the Act and Rule 5 of the Companies(Appointment and Qualification of Directors) Rules 2014 in respect of IndependentDirectors The Committee has also adopted the same attributes and qualificationsto the extent applicable in respect of Non-Independent DirectorsAll the Non-Executive Directors of the Company fulfil the fit and proper criteria forappointment as Directors Further all Directors of the Company other thanIndependent Directors are liable to retire by rotation One-third of the Directorswho are liable to retire by rotation retire every year and are eligible for re-election

Omansh Enterprises Limited Annual Report 2016-2017 13

(e) Remuneration Policy

The Board on the recommendation of the Nomination and RemunerationCommittee approved the Remuneration Policy for the Directors Key ManagerialPersonnel and other employees of the Company a copy of which is enclosed asAnnexure I to this Report

(f) Board Evaluation

The Board carried out annual performance evaluation of its own performance andthat of the individual Directors as also functioning of the Board Committees asrequired in terms of Section 134(3)(p) of the Act The performance evaluation ofthe Board and individual Directors was based on criteria approved by theNomination and Remuneration Committee The Directors expressed theirsatisfaction with the overall evaluation process

4 NUMBER OF BOARD MEETINGS

During the year ended 31st March 2017 5 (Five) meetings of the Board were heldon 11th May 2016 12th August 2016 11th November 2016 9th December 2016 and11th February 2017

5 BOARD COMMITTEES

Presently the Company has three Board Committees with the following members

Audit Committee Ms Fatima Makdum Matikub ChairpersonMr Manoj Chauhan MemberMs Priti Pralhad Soni Member

Nomination and Ms Priti Pralhad Soni ChairpersonRemuneration Committee Mr Manoj Chauhan Member

Ms Fatima Makdum Matikub MemberStakeholders Relationship Committee Mr Manoj Chauhan Chairman

Ms Fatima Makdum Matikub MemberMs Priti Pralhad Soni Member

6 DIRECTORSrsquo RESPONSIBILITY STATEMENT

As required under Section 134(5) of the Act your Directors confirm having -i) followed in the preparation of the Annual Accounts the applicable

Accounting Standards with proper explanation relating to materialdepartures if any

ii) selected such accounting policies and applied them consistently andmade judgments and estimates that are reasonable and prudent so asto give a true and fair view of the state of affairs of the Company at theend of the financial year and of the profit of the Company for that period

iii) taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of the Act forsafeguarding the assets of your Company and for preventing anddetecting fraud and other irregularities

Omansh Enterprises Limited Annual Report 2016-2017 14

iv) prepared the Annual Accounts on a going concern basis andv) proper systems have been devised to ensure compliance with the

provisions of all applicable laws and such systems are adequate andoperating effectively

vi) having laid down the internal financial controls to be followed by theCompany and such internal financial controls are adequate and operatingeffectively

7 SUBSIDIARIES ASSOCIATES AND JOINT VENTURES

The Company does not have any subsidiary associate or joint venture8 LISTING INFORMATION

The Equity Shares of the Company are presently listed only at BSE Ltd Thelisting fee for the Financial Year 2017-18 is paid

9 DEMATERIALIZATION OF SHARES

The securities of the Company are admitted with NSDL and CDSL the ISINallotted to the Company is INE378P01028

10 REPORT ON CORPORATE GOVERNANCE

In terms of Regulation 15(2) of SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 the provision of Regulation 27 of the SEBI(Listing Obligations and Disclosure Requirements) Regulations 2015 are notapplicable to the Company since the paid up capital of the Company is belowRs 10 crores and also the net worth of the Company is below Rs 25 CroresThus the Company is not required to attach the Corporate Governance reportwith the Report of the Board of Directors

11 CORPORATE SOCIAL RESPONSIBILITY

During the financial year 2016-17 the Net Worth of the Company was Rs3640954266 Turnover of the Company was Rs 1735111517 and Netprofit of the Company was Rs 22916100 therefore provisions of Section135(1) of the Companies Act 2013 are not applicable

12 PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES

The Company provides a gender friendly workplace during the year underreview there were no cases filed pursuant to Sexual Harassment of Womenat Workplace (Prevention Prohibition and Redressal) Act 2013None of the employees of your Company is covered under the provisions ofRule 5(2) of the Companies (Appointment and Remuneration of ManagerialPersonnel) Rules 2014

13 RISK MANAGEMENT

The Board has approved the Risk Management Policy of the Company TheCompanyrsquos risk management framework is designed to address risks intrinsicto operations financials and compliances arising out of the overall strategy

Omansh Enterprises Limited Annual Report 2016-2017 15

of the Company The Company manages monitors and reports on the principalrisks and uncertainties that can impact its ability to achieve it objectives Theresponsibility for management of risks vests with the Managers officersresponsible for the day-to-day conduct of the affairs of the Company Riskfocused audits are carried out periodically by the Internal Auditors whichlead to identification of areas where risk management processes need to bestrengthened Annual update is provided to the Board on the effectiveness ofthe Companyrsquos risk management systems and policies

14 INTERNAL FINANCIAL CONTROLS amp INTERNAL AUDIT

The Company has adequate internal financial controls with respect to thefinancial statements commensurate with the size and scale of the operationsof the Company During the year such controls were tested and no reportablematerial weakness in operation has been observed Internal audit of theCompany has been carried out during the year The Audit Committee reviewsthe internal audit findings provides guidance on internal controls and ensuresthat the internal audit recommendations are implemented

15 PARTICULARS OF LOANS GUARANTEES AND INVESTMENTS

Particulars of loans given investments made guarantees given and securitiesprovided along with the purpose for which the loan or guarantee or security isproposed to be utilized by the recipient are provided in the FinancialStatements

16 RELATED PARTY TRANSACTIONS

During the year ended on 31st March 2017 the Company has not entered intoany contract arrangement transaction with related parties which could beconsidered as material in accordance with the policy of the Company onmateriality of related party transactionsThe Policy on materiality of related party transactions and dealing with relateddealing with related party transactions as approved by the Board is availableon the website of the Company at weblink httpwwwomanshenterprisescomwp-contentuploads201508Policy-on-materiality-of-Related-Party-Transactions-and-on-dealing-with-Related-Party-Transactionspdf

17 SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS COURTS TRIBUNALS

During the year under review no significant or material orders were passedby the Regulators Courts Tribunals which would impact the going concernstatus of the Company and its future operations

18 EXTRACT OF ANNUAL RETURN

The details forming part of the extract of the Annual Return in Form MGT-9are provided under Annexure II to this Report

Omansh Enterprises Limited Annual Report 2016-2017 16

19 AUDITORS AND AUDIT REPORT

Ms Satyendra Mrinal amp Associates Chartered Accountants who are thestatutory auditors of the Company hold office till the conclusion of theforthcoming AGM Since their term is expiring at the forthcoming AGM thuspursuant to the provisions of section 139 of the Companies Act 2013 and theRules framed thereunder it is proposed to appoint Ms Rajeev Singh amp CoChartered Accountants as the Statutory Auditors of the Company who havegiven their consent for the same from the conclusion of the 43rd AGM till theconclusion of the 48th AGM of the Company to be held in the year 2022 subjectto ratification of their appointment at every AGM to be held after this AGMThe comments made by the Auditorsrsquo in their Report are self explanatory anddo not call for any further comments The Auditorsrsquo Report does not containany qualification reservation or adverse remark

20 CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION FOREIGNEXCHANGE EARNINGS AND OUTGO

CONSERVATION OF ENERGY

Steps taken on conservation of energy and impact thereof Efforts to conserveelectricity by operating only necessary lights fittings and fixtures were madeduring the financial year 2016-17Steps taken by the company for utilizing alternate sources of energy NILCapital investment on energy conservation equipment NILTECHNOLOGY ABSORPTION

(I) Efforts in brief made towards technology absorption and benefits derivedas a result of the above efforts eg product improvement cost reductionproduct development import substitution etc Nil

(II) In case of imported technology (imported during the last 3 years reckonedfrom the beginning of the financial year) following information may befurnishedA) Details of technology imported - NILB) Year of import ndashNILC) Whether the technology been fully absorbed - NILD) If not fully absorbed areas where absorption has not taken place

and the reasons therefore ndash NILIII) Expenditure incurred on research and development ndash NILFOREIGN EXCHANGE EARNINGS AND OUTGO

There were no foreign exchange earnings or foreign exchange outflow duringthe year

Omansh Enterprises Limited Annual Report 2016-2017 17

21 SECRETARIAL AUDITOR amp SECRETARIAL AUDIT REPORT

In terms of Section 204 of the Companies Act 2013 the Company hasappointed Ms Amit R Dadheech amp Associates Practicing CompanySecretaries as the Secretarial Auditor of the Company for the financial year2016-17 The Secretarial Audit Report given by Ms Amit R Dadheech ampAssociates Practicing Company Secretary is provided under Annexure III tothis ReportThe comments made by the Secretarial Auditor are self explanatory and donot require and further comments The Secretarial Audit Report does notcontain any qualification reservation or adverse remark

22 ESTABLISHMENT OF VIGIL MACHENISM

The Vigil Mechanism Policy of the Company is formulated in terms of section177 (9) of the Companies Act 2013 read with the provisions of the ListingAgreement with the Stock Exchange(s) and thereby also incorporates WhistleBlower Policy That as per the said policy protected disclosures can be madeby the whistle blower to the dedicated e-mail telephone line letter to Chairmanof Audit CommitteeThe Policy on Vigil Mechanism and Whistle Blower Policy as approved by theBoard is available on the website of the Company at web-link httpwwwomanshenterprisescomwp-contentuploads201508Vigil-Mechanism-and-Whistle-Blower-Policypdf

23 ACKNOWLEDGEMENT

Your directors would like to express their sincere appreciation for theassistance and corporation received from the financial institutions banksGovernment authorities customers vendors and members during the yearunder review Your directors also wish to place on record their deep sense ofappreciation for the committed services by the Companyrsquos executives staffand workers

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanDate September 4 2017 Managing Director Wholetime DirectorPlace New Delhi DIN 07639422 DIN 07835068

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 18

Annexure-INOMINATION amp REMUNERATION POLICY

(DIRECTORS KMP amp SENIOR MANAGEMENT)

INTRODUCTION

In pursuance of the Companyrsquos philosophy to consider its employees as itsinvaluable assets to pay equitable remuneration to all Directors Key ManagerialPersonnel (KMP) and employees of the Company to harmonize the aspirationsof human resources consistent with the goals of the Company and in terms of theprovisions of the Companies Act 2013 this policy on nomination and remunerationof Directors Key Managerial Personnel and Senior Management has beenformulated by the Nomination amp Remuneration Committee and approved by theBoard of DirectorsOBJECTIVE

The objective and purpose of the Policy are as given below1 To lay down criteria and terms and conditions with regard to identifying persons

who are qualified to become Directors (Executive and Non-Executive) andpersons who may be appointed in Senior Management and Key Managerialpositions and to determine their remuneration

2 To carry out evaluation of the performance of Directors as well as KeyManagerial and Senior Management Personnel

3 To provide them reward linked directly to their effort performance dedicationand achievement of Organizationrsquos goals as entrusted on them

4 To retain motivate and promote talent and to ensure long term retention oftalented managerial persons and create competitive advantage In the contextof the aforesaid objectives the following policy has been framed andrecommended by the Nomination amp Remuneration Committee and adoptedby the Board of Directors

PART ndash A

POLICY FOR APPOINTMENT AND REMOVAL OF DIRECTOR KMP AND SENIORMANAGEMENTAPPOINTMENT

1 The candidate for a position at Director KMP or Senior Management level ismet by the Managing Director in consultation with the other Directors Theinterview is targeted at assessing the candidate on his her functional ampleadership capabilities and cultural fitment to the organization

2 The MD assesses the shortlisted candidates3 The selected candidatersquos details and the proposed compensation is shared

with the Nomination amp Remuneration Committee for their review andsuggestions The same is shared with the Board at the next board meeting

Omansh Enterprises Limited Annual Report 2016-2017 19

TERM TENURE

The tenure for Directors shall be governed by the terms defined in the CompaniesAct 2013 However the tenure for other KMP and Senior Management Personnelwill be governed by Terms of Appointment in accordance with the RecruitmentPolicy of the CompanyEVALUATION

The performance of the KMP and Senior Management Personnel is evaluated atregular intervals (half yearly yearly) by the Managing Director The performanceevaluation of Independent Directors shall be done by the Board excluding theDirector being evaluated basis the contributions made to the Board deliberationson various matters including business strategy financial strategy operations costand risk management etc and suggestions given in this regardREMOVAL

Due to reasons for any disqualification mentioned in the Companies Act 2013rules made thereunder or under any other applicable Act rules and regulationsthe Managing Director may recommend to the Committee and the Board withreasons recorded in writing removal of a Director subject to the provisions andcompliance of the said Act rules and regulationsFor other KMP or Senior Management Personnel the removal will be governedby the Terms of Appointment in accordance with the Recruitment Policy of theCompany and the subsequent approval of the Managing DirectorRETIREMENT

The Director KMP and Senior Management Personnel shall retire as per theapplicable provisions of the Companies Act 2013 and the prevailing policy of theCompany The Managing Director will have the discretion to retain the DirectorKMP Senior Management Personnel in the same position remuneration orotherwise even after attaining the retirement age for the benefit of the Company

PART ndash B

POLICY RELATING TO EVALUATION AND REMUNERATION OF THE KMP ANDSENIOR MANAGEMENT PERSONNELEVALUATION PROCESS

The three Point Rating scale for performance review of Executive Director KMPand Senior Management is to be followed1 Rating on Basic Job Responsibilities indicating whether the basic job

responsibilities have been met during the year2 Rating on Goals Annual rating on each goal on a five-point scale Weighted

average of the ratings is calculated to arrive at a lsquoWeighted Goal Scorersquo3 Rating on Capabilities Factors The qualitative aspects of the performance is

assessed using the Capabilities Factors by the supervisor on a five-pointscale

Omansh Enterprises Limited Annual Report 2016-2017 20

Based on a holistic view of the Three Point Rating the supervisor provides anoverall Rating This rating is reviewed by the Managing Director along with theimmediate reporting officer who does a Qualitative review of the performancebased on the efforts put in by the employee results achieved and impact of theexternal and internal factors to arrive at a lsquoFinal Annual RatingrsquoThe revision in the total remuneration is directly linked to the lsquoFinal Annual Ratingrsquofor all employees1 The remuneration compensation commission etc to the KMP and Senior

Management Personnel will be determined by the Managing Director inconsultation with other Directors (except the Independent Directors) inaccordance with the Recruitment Policy of the Company which is based uponthe Final Annual Rating employee potential and market benchmarkcompensation The revised remuneration is shared with the Nomination ampRemuneration Committee for review

2 The remuneration compensation commission etc shall be subject to theprior post approval of the shareholders of the Company and CentralGovernment wherever required

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanDate September 4 2017 Managing Director Wholetime DirectorPlace New Delhi DIN 07639422 DIN 07835068

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 21

Omansh Enterprises Limited Annual Report 2016-2017 22

lsquoAnnexure-IIrsquoForm No MGT-9

EXTRACT OF ANNUAL RETURNAs on the financial year ended on 31032017

[Pursuant to Section 92(3) of the Companies Act 2013 and rule 12(1)of the Companies (Management and Administration) Rules 2014]

I REGISTRATION AND OTHER DETAILS

i) CIN L21011DL1974PLC241646ii) Registration Date 20031974iii) Name of the Company OMANSH ENTERPRISES LIMITEDiv) Category Sub-Category of the Company Public Company Limited by Shares amp Having Share Capitalv) Address of the Registered office and contact details SHOP NO 37 QD BLOCK DDA MARKET

PITAMPURA NEW DELHI - 110034Email infoomanshenterprisescom

vi) Whether listed company Yesvii) Name and Address of Registrar amp Transfer Agents ( RTA )

Name of Registrar amp Transfer Agents Skyline Financial Services Private LimitedAddress D-153 A 1st Floor Okhla Industrial Area Phase-ITown City New DelhiState DelhiPin Code 110020Telephone +91-(0)11-6473 2681 6473 2682Fax Number +91-(0)11-2681 2682Email Address adminskylinertacom

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-SNo Name and Description of NIC Code of the to total turnover

main products services Product service of the company1 Whole sale of textiles and clothing 46411 9892

III PARTICULARS OF HOLDING SUBSIDIARY AND ASSOCIATE COMPANIES No of companies for which information is being filloed = NILSNo Name and Address of the Company CINGLN Holding of shares held Applicable Section

SubsidiaryAssociates

Not applicable

Omansh Enterprises Limited Annual Report 2016-2017 23

No of Shares held at the beginning of the year No of Shares held at the end of the year

C at eg o r y o f D e ma t P h y s i ca l T o t a l o f D e ma t P h y s i ca l T o t a l o f C h a n g eS h a r e h o ld er s Tot al S hares Tot al S hares d ur in g t he year

A Promoters(1) Indiana) IndividualHUF 3114500 0 3114500 1755 3114500 0 3114500 1755 000b) Central Govt 0 0 0 000 0 0 000 000 000c) State Govt (s) 0 0 0 000 0 0 000 000 000d) Bodies Corp 4532000 0 4532000 2553 4532000 0 4532000 2553 000e) Banks FI 0 0 0 000 0 0 000 000 000f) Any Otherhellip 0 0 0 000 0 0 000 000 000Sub-total (A) (1)- 7646500 0 7646500 4308 7646500 0 7646500 4308 000(2) Foreign 0 0 0 000 0 0 0 000 000a) NRIs - Individuals 0 0 0 000 0 0 0 000 000b) Other ndash Individuals 0 0 0 000 0 0 0 000 000c) Bodies Corp 0 0 0 000 0 0 0 000 000d) Banks FI 0 0 0 000 0 0 0 000 000e) Any Otherhellip 0 0 0 000 0 0 0 000 000Sub-total (A) (2)- 0 0 0 000 0 0 0 000 000Total shareholding of Promoter(A) = (A)(1)+(A)(2) 7646500 0 7646500 4308 7646500 0 7646500 4308 000B Public Shareholding 1 Insti tutions a) Mutual Funds 0 0 0 000 0 0 0 000 000b) Banks FI 0 0 0 000 0 0 0 000 000c) Central Govt 0 0 0 000 0 0 0 000 000d) State Govt(s) 0 0 0 000 0 0 0 000 000e) Venture Capital Funds 0 0 0 000 0 0 0 000 000f) Insurance Companies 0 0 0 000 0 0 0 000 000g) FIIs 0 0 0 000 0 0 0 000 000h) Foreign Venture Capital Funds 0 0 0 000 0 0 0 000 000i) Others (specify) 0 0 0 000 0 0 0 000 000Sub-total (B)(1)- 0 0 0 000 0 0 0 000 0002 Non-Institutions a) Bodies Corp i) Indian 3296183 25000 3321183 1871 2695355 25000 2720355 1533 -338ii) Overseas 0 0 0 000 0 0 0 000 000b) Individuals i) Individual shareholdersholding nominal share capitalupto Rs 1 lakh 1688546 410000 2098546 1182 718726 409050 1127776 635 -547ii) Individual shareholdersholding nominal sharecapital in excess of Rs 1 lakh ldquo 3745717 616000 4361717 2457 5227885 616000 5843885 3292 835c) Others (specify) 321054 1000 322054 181 410484 1000 411484 232 051Sub-total (B)(2)- 9051500 1052000 10103500 5692 9052450 1051050 10103500 5692 000Total Public Shareholding(B)=(B)(1)+(B)(2) 9051500 1052000 10103500 5692 9052450 1051050 10103500 5692 000C Shares held by Custodianfor GDRs amp ADRs 0 0 0 000 0 0 0 000 000Grand Total (A+B+C) 16698000 1052000 17750000 10000 16698950 1051050 17750000 10000 000

IV SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)A Category-wise Share Holding

Omansh Enterprises Limited Annual Report 2016-2017 24

B Shareholding of Promoters

S Shareholder rsquos Name No of of of shares No of of of shares changeNo Shares tota l pledged Shares tota l pledged in share

Shares encum- shares of encum- hold-of the bered to the bered to ing during

company tota lshares company tota lshares the year1 Mr Gaurav Mutreja 14500 008 000 14500 008 000 0002 Mr Chander Bhan 100000 056 000 100000 056 000 0003 Ms Atharva Professsional Consultants LLP 500000 282 000 500000 282 000 0004 Ms JK Lrsquoatelier Limited 2500000 1408 000 2500000 1408 000 0005 Mr Gaurav Bhatia 50000 028 000 50000 028 000 0006 Ms Gaurav Sukhija (HUF) 250000 141 000 250000 141 000 0007 Ms Komal Sukhi ja 250000 141 000 250000 141 000 0008 Ms Mukesh Sukhija (HUF) 50000 028 000 50000 028 000 0009 Ms Neelam Bhatia 600000 338 000 600000 338 000 00010 Ms Neelam Rani 100000 056 000 100000 056 000 00011 Mr Om Prakash Sukhi ja 700000 394 000 700000 394 000 00012 Ms Pooja Bhatia 150000 085 000 150000 085 000 00013 Ms Raj Kanta Sukhi ja 250000 141 000 250000 141 000 00014 Ms Rashmi Sukhi ja 550000 310 000 550000 310 000 00015 Ms Shi lpa Bhatia 50000 028 000 50000 028 000 00016 Ms Achyut Properties Private Limited 500000 282 000 500000 282 000 00017 Ms Ranji tgarh Finance Company PrivateLimited 1032000 581 000 1032000 581 000 000

Shareholding at the beginning of the year Shareholding at the end of the year

Omansh Enterprises Limited Annual Report 2016-2017 25

C Change in Promotersrsquo Shareholding

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company companySAME AS MENTIONED IN ldquoBrdquo ABOVE

Shareholding at the beginning of the year Shareholding at the end of the year

D Shareholding Pattern of top ten Shareholders (other than Directors Promoters and Holders ofGDRs and ADRs)

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 NAU NIDH FINANCE LIMITED BODY 2500000 1408 2500000 1408

CORPORATE2 KAMALJIT GHAI INDIVIDUAL 250000 141 250000 1413 BHALINDER GHAI INDIVIDUAL 250000 141 250000 1414 HARMEET GHAI INDIVIDUAL 250000 141 250000 1415 GEETA CHADHA INDIVIDUAL 250000 141 250000 1416 MANAN NARANG INDIVIDUAL 250000 141 500000 2827 RAJIV CHADHA INDIVIDUAL 250000 141 250000 1418 NAVEEN NARANG INDIVIDUAL 250000 141 500000 2829 SUMITRA NARANG INDIVIDUAL 250000 141 500000 28210 SATISH CHANDER NARANG INDIVIDUAL 250000 141 500000 282

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

Omansh Enterprises Limited Annual Report 2016-2017 26

E Shareholding of Directors and Key Managerial Personnel

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 Radhey Shayam Whole Time Director 500 000 500 0002 Gaurav Mutre ja Director 14500 008 14500 008

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

V INDEBTEDNESSParticulars Secured Loans Unsecured Deposi ts Total

excluding deposits Loans Indebtedness

VI REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL A Remuneration to Managing Director Whole-time Directors andor Manager

Gross Salary CommissionS Name of (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others Total CeilingNo MDWTD per provision perquisites in lieu of Option Equity profit as per

Manager contained us 17(2) salary the Actin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

NOT ANY

Indebtedness at the beginning of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

Change in Indebtedness during the financial yearAdditionReductionNet Change

Indebtedness at the end of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

NOT APPLICABLE

Omansh Enterprises Limited Annual Report 2016-2017 27

B Remuneration to other directors

Independent Directors Other Non-Executive DirectorS Name of Fee for Commission Others Total 1 Fee for Comm- Others Total Total Total Over-No Director attending attend- ission (2) (1+2) Mana- all

board ing gerial Ceilingcommittee board Remu- as permeetings commi- nerat- the Act

ttee ionmeet-ings

NOT ANY

C Remuneration to Key Managerial Personnel Other than MDManagerWTD

Gross Salary CommissionS Name of Key (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others TotalNo Managerial per provision perquisites in lieu of Option Equity profit

Personnel contained us 17(2) salaryin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

Not Any

Omansh Enterprises Limited Annual Report 2016-2017 28

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Manoj Ramesh Kumar Chauhan Seema KhanWhole Time Director Managing DirectorDIN 07835068 DIN 07639422

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

VII PENALTIES PUNISHMENT COMPOUNDING OF OFFENCES

Type Section of the Brief Detail of Authority [RDNCLT] Appeal made if anyCompanies Description Penalty Punishment Court] (give Details)

Act Compoundingfees imposed

A COMPANYPenaltyPunishment NOT ANYCompoundingB DIRECTORSPenaltyPunishment NOT ANYCompoundingC OTHER OFFICERS IN DEFAULTPenaltyPunishment NOT ANYCompounding

Omansh Enterprises Limited Annual Report 2016-2017 29

Annexure III

FORM NO MR-3SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED 31ST MARCH 2017[Pursuant to Section 204(1) of the Companies Act 2013 and Rule No9 of the

Companies (Appointment and Remuneration Personnel) Rules 2014]

ToThe MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034We have conducted the secretarial audit of the compliance of applicable statutoryprovisions and the adherence to good corporate practices by Omansh EnterprisesLimited (CIN L21011DL1974PLC241646) (hereinafter called ldquothe companyrdquo)Secretarial Audit was conducted in a manner that provided us a reasonable basisfor evaluating the corporate conductsstatutory compliances and expressing ouropinion thereonBased on our verification of Omansh Enterprises Limited books papers minutebooks forms and returns filed and other records maintained by the company andalso the information provided by the Company its officers agents and authorizedrepresentatives during the conduct of the Secretarial Audit we hereby report thatin our opinion the Company has during the audit period covering the financialyear ended on March 31 2017 complied with the statutory provisions listedhereunder and also that the Company has proper Board processes and compliancemechanism in place to the extent in the manner and subject to the reportingmade hereinafterWe have examined the books papers minute books forms and returns filedand other records maintained by Omansh Enterprises Limited for the financialyear ended on March 31 2017 according to the provisions of

1 The Companies Act 2013 (the Act) and the rules made thereunder2 The Securities Contracts (Regulation) Act 1956 (lsquoSCRArsquo) and the rules made

thereunder3 The Depositories Act 1996 and the Regulations and Bye-laws framed

thereunder4 Foreign Exchange Management Act 1999 and the rules and regulations made

thereunder to the extent of Foreign Direct Investment Overseas DirectInvestment and External Commercial Borrowings (During the period underreview the Company has not entered into any transaction requiring

Omansh Enterprises Limited Annual Report 2016-2017 30

compliances with the Foreign Exchange Management Act 1999 and therules and regulations made thereunder to the extent of Foreign DirectInvestment Overseas Direct Investment and External CommercialBorrowings)

5 The Securities and Exchange Board of India (Substantial Acquisition of Sharesand Takeovers) Regulations 2011

6 The Securities and Exchange Board of India (Prohibition of Insider Trading)Regulations 2015

7 The Securities and Exchange Board of India (Issue of Capital and DisclosureRequirements) Regulations 2009

8 The Securities and Exchange Board of India (Employee Stock Option Schemeand Employee Stock Purchase Scheme) Guidelines 1999 (During the periodunder review the Company has not entered into any transaction requiringcompliances with the Securities and Exchange Board of India (EmployeeStock Option Scheme and Employee Stock Purchase Scheme)Guidelines 1999)

9 The Securities and Exchange Board of India (Issue and Listing of DebtSecurities) Regulations 2008 (During the period under review theCompany has not entered into any transaction requiring complianceswith the Securities and Exchange Board of India (Issue and Listing ofDebt Securities) Regulations 2008)

10 The Securities and Exchange Board of India (Registrars to an Issue andShare Transfer Agents) Regulations 1993 regarding the Companies Act anddealing with client

11 The Securities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009)

12 The Securities and Exchange Board of India (Buyback of Securities)Regulations 1998 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Buyback of Securities)Regulations 1998)

OTHER APPLICABLE LAWS

With respect to the compliance system prevailing in the Company and onexamination of the relevant documents and records in pursuance thereof on testcheck basis the Company has complied with the following laws applicable to theCompany

Omansh Enterprises Limited Annual Report 2016-2017 31

1 Indian Contract Act 18722 Income Tax Act 1961 to the extent of Tax Deducted at Source under various

Section and TDS Returns filed3 Indirect Tax Laws relating to collections deductions wherever applicable

payments made and returns filedWe have also examined compliance with the applicable clauses of thefollowing

1 Secretarial Standards issued by The Institute of Company Secretaries of India2 The Listing Agreements entered into by the Company with BSE Ltd pursuant

to SEBI (Listing Obligation and Disclosure Requirement) Regulations 2015During the period under review the Company has complied with the provisions ofthe Act Rules Regulations Guidelines Standards etc mentioned aboveWe further report that

The Board of Directors of the Company is duly constituted with proper balance ofExecutive Directors Non-Executive Directors and Independent Directors Thechanges in the composition of the Board of Directors that took place during theperiod under review were carried out in compliance with the provisions of the ActAdequate notice is given to all directors to schedule the Board Meetings agendaand detailed notes on agenda were sent at least seven days in advance and asystem exists for seeking and obtaining further information and clarifications onthe agenda items before the meeting and for meaningful participation at themeetingMajority decision is carried unanimously however the dissenting membersrsquo viewsif any are captured and recorded as part of the minutesWe further report that there are adequate systems and processes in the companycommensurate with the size and operations of the company to monitor and ensurecompliance with applicable laws rules regulations and guidelinesWe further report that during the audit period

1 During the financial year ended March 31 2017 the Company has notappointed Company Secretary (CS) and Chief Financial Officer (CFO) on theBoard of the Company in compliance with Section 203 of the Companies Act2013 however the Company has appointed CS and CFO wef May 292017 and September 4 2017 respectively

2 The Company has not appointed an Internal Auditor in compliance withprovision of Section 138 of Companies Act 2013

3 There were instances of delay in filing the Forms as required to be filed withRegistrar of Companies Delhi and the Company has paid additional fees forthe same

Note This report is to be read with our letter of even date which annexed asAnnexure A and forms an integral part of this report

Omansh Enterprises Limited Annual Report 2016-2017 32

Annexure A to the Secretarial Audit Report

The MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034

1 We have not verified the correctness and appropriateness of financial recordsand Books of Accounts of the Company

2 Where ever required we have obtained the Management representation aboutthe compliance of laws rules and regulations and happening of events etc

3 The compliance of the provisions of Corporate and other applicable lawsrules regulations standards is the responsibility of management Ourexamination was limited to the verification of procedures on the random testbasis

4 We have followed the audit practices and processes as were appropriate toobtain reasonable assurance about the correctness of the contents of thesecretarial records The verification was done on the random test basis toensure that correct facts are reflected in secretarial records We believe thatthe processes and practices we followed provide a reasonable basis for ouropinion

5 The Secretarial Audit report is neither an assurance as to the future viabilityof the company nor of the efficacy or effectiveness with which the managementhas conducted the affairs of the Company

For Amit R Dadheech amp Associates

Amit R DadheechM No 22889 CP No 8952Mumbai September 4 2017

MANAGEMENT DISCUSSION AND ANALYSIS

Your Directors are pleased to present the Management Discussion and AnalysisReports for the year ended March 31 2017 as underbull Overview

The Indian textile industry is one the largest and oldest sectors in the country andamong the most important in the economy in terms of output investment andemployment The sector employs nearly 45 million people directly and it is one ofthe largest sources of employment generation in the country The textile industrycontributes to 10 of manufacturing production 2 of Indiarsquos GDP and to 13 ofthe countryrsquos export earnings With direct linkages to the rural economy and theagriculture sector it has been estimated that one of every six households in thecountry depends on this sector either directly or indirectly for its livelihoodbull Industry Structure

Raw material costs have been increasing globally coupled with a shortage ofskilled workers While a shift is taking place of textiles industries from China andBangladesh to India the industrial climate in India has also become adverse dueto regular increases in input costs Any further appreciation of the Rupee willadversely affect exports from India Though the spinning industry has faredsomewhat better those with a presence in weaving processing or even compositebusinesses are facing the heat due to increases in input cost without being ableto pass on such higher costs to customers as the market is simply unable toabsorb the samebull Opportunities and Threat

There is good scope for growth for the textile industry as Indiarsquos share in theglobal trade in textiles is weak compared to other countries The free tradeenvironment is a great opportunity for the Indian textile industry to increase itsshare in the global market Chinese exports are slowing down on account of variousfactors inclusive of increase in domestic demand and rising costs This is a goodopportunity of which our textile industry should make use but smaller countrieslike Bangladesh Sri Lanka Pakistan Turkey and Vietnam etc are becomingformidable challengersLack of uninterrupted power increased power costs higher transaction costshigh cost of labour is hindering the progress However we are making all outefforts to cope with all these challenges by continuous efforts at cost reductionprocess improvements diversification of products and improving productivity byimproving efficienciesbull Business operations

The Company is engaged in the business of Textile industry During the yearunder review the industry faced various challenges due to global and economicslowdown and increasing rates of interest rates But looking at the huge potentialin India for Textile the company is hopeful of reenter into this sector The growthin the sector is very good and Management expects better results in forth comingyearOmansh Enterprises Limited Annual Report 2016-2017 33

bull Outlook

In light of the new and vibrant management of the company and steady growth inthe operations of the company and looking at the huge demand for residential aswell as commercial space in Delhi the company is hopeful of its upwardperformance the future growth for the benefit of its stakeholders at largebull Internal control System

The company has an effective internal control environment which ensures thatoperation are managed efficiently and effectively assets are safeguardedregulatory are complied with and transactions are recorded after appropriateauthorization The Company has an adequate internal control systemcommensurate with the size of the company and the nature of its business whichensures that functioning of the Company is managed efficiently and effectivelyassets are safeguarded regulatory compliances are complied with and transactionsare recorded after appropriate authorizationbull Human relations

Human resources have always been most valuable assets for Omansh EnterprisesLimited During the year the company has once again gained the confidence of itsHuman Resource as well and company constantly seeks to attract and retain thebest available talent Human resources management incorporates a process drivenapproach that invest regularly in the extensive training programs The Companycontinued to enjoy healthy industrial relations during the yearbull Forward Looking and Cautionary Statements

Management Discussion and Analysis contains forward-looking statementsconcerning the Companyrsquos future plans strategies and performance Theseforward-looking statements are not historical facts rather they representassumptions and beliefs based on economic financial and competitive datacurrently available Furthermore they are subject to a number of risks anduncertainties that without limitation relate to economic conditions fiercecompetition in the information service industry customer demand tax rulesregulations and other factors Readers of this annual report are cautioned not toplace undue reliance on these forward-looking statements The Company thereforewishes to caution readers that actual results may differ materially

On behalf of Board of Directorsof Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanManaging Director Wholetime DirectorDIN 07639422 DIN 07835068

DateSeptember 4 2017Place New Delhi

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 34

Independent Auditorrsquos Report

To the Members of Omansh Enterprises Limited

Report on the Financial Statements

We have audited the accompanying standalone financial statements of OmanshEnterprises Limited (ldquothe Companyrdquo) which comprise the Balance Sheet as atMarch 31 2017 the Statement of Profit and Loss and Cash Flow Statement for theyear then ended and a summary of significant accounting policies and otherexplanatory information

Managementrsquos Responsibility for the Financial Statements

The Companyrsquos Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 (ldquothe Actrdquo) with respect to the preparation ofthese standalone financial statements that give a true and fair view of the financialposition financial performance and cash flows of the Company in accordancewith accounting principles generally accepted in India including the AccountingStandards specified under section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014 and the Companies (Accounting Standards) AmendmentRules 2016 This responsibility includes maintenance of adequate accountingrecords in accordance with the provisions of the Act for safeguarding of the assetsof the Company and for preventing and detecting frauds and other irregularitiesselection and application of appropriate accounting policies making judgmentsand estimates that are reasonable and prudent and the design implementationand maintenance of adequate internal financial control that were operatingeffectively for ensuring the accuracy and completeness of the accounting recordsrelevant to the preparation and presentation of the financial statements that givea true and fair view and are free from material misstatement whether due to fraudor error

Auditorrsquos Responsibility

Our responsibility is to express an opinion on these standalone financial statementsbased on our audit We have taken into account the provisions of the Act theaccounting and auditing standards and matters which are required to be includedin the audit report under the provisions of the Act and the Rules made thereunderWe conducted our audit in accordance with the Standards on Auditing issued bythe Institute of Chartered Accountants of India as specified under Section 143(10)of the Act Those Standards require that we comply with ethical requirements andplan and perform the audit to obtain reasonable assurance about whether thefinancial statements are free from material misstatement

An audit involves performing procedures to obtain audit evidence about theamounts and disclosures in the financial statements The procedures selecteddepend on the auditorrsquos judgment including the assessment of the risks of materialmisstatement of the financial statements whether due to fraud or error In making

Omansh Enterprises Limited Annual Report 2016-2017 35

those risk assessments the auditor considers internal financial control relevantto the Companyrsquos preparation of the financial statements that give a true and fairview in order to design audit procedures that are appropriate in the circumstancesAn audit also includes evaluating the appropriateness of accounting policies usedand the reasonableness of the accounting estimates made by the CompanyrsquosDirectors as well as evaluating the overall presentation of the financial statementsWe believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the standalone financial statements

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the standalone financial statements give the information required bythe Act in the manner so required and give a true and fair view in conformity withthe accounting principles generally accepted in India of the state of affairs of theCompany as at 31st March 2017 its profit and its cash flows for the year endedon that date

Report on Other Legal and Regulatory Requirements

1 As required by the Companies (Auditorrsquos report) Order 2016 (ldquothe Orderrdquo)issued by the Central Government of India in terms of sub-section (11) ofSection 143 of the Act we give in the Annexure 1 a statement on the mattersspecified 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 whichto the best of our knowledge and belief were necessary for the purposeof our audit

b) In our opinion proper books of account as required by law have beenkept by the Company so far as it appears from our examination of thosebooks

c) The Balance Sheet Statement of Profit and Loss and Cash FlowStatement dealt with by this Report are in agreement with the books ofaccount

d) In our opinion the aforesaid standalone financial statements comply withthe Accounting Standards specified under Section 133 of the Act readwith Rule 7 of the Companies (Accounts) Rules 2014 and the Companies(Accounting Standards) Amendment Rules 2016

e) On the basis of written representations received from the directors as on31st March 2017 and taken on record by the Board of Directors none ofthe directors is disqualified as on 31st March 2017 from being appointedas a director in terms of Section 164(2) of the Act

Omansh Enterprises Limited Annual Report 2016-2017 36

f) With respect to the adequacy of the internal financial controls overfinancial reporting of the Company and the operating effectiveness ofsuch controls refer to our separate Report in ldquoAnnexure 2rdquo to this report

g) With respect to the other matters to be included in the Auditorrsquos Reportin accordance with Rule 11 of the Companies (Audit and Auditors) Rules2014 in our opinion and to the best of our information and according tothe explanations given to us

i The Company does not have any pending litigations which wouldimpact its financial position

ii The Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeablelosses

iii There has not been an occasion in which the company during theyear under report to transfer any sum to the Investor Education andProtection Fund Hence the question of delay in transferring suchsum does not arise

iv The Company has provided requisite disclosures in Note No 27 tothese standalone financial statements as to the holding of SpecifiedBank Notes on November 8 2016 to December 30 2016 as well asdealings in Specified Bank Notes during the period from November8 2016 to December 30 2016 Based on our audit procedures andrelying on the management representation regarding the holdingand nature of cash transactions including Specified Bank Noteswe report that these disclosures are in accordance with the books ofaccounts maintained by the Company and as produced to us by theManagement

For Satyendra Mrinal amp AssociatesChartered Accountants

Firm Registration Number 017068N

SK JainPartner

Membership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 37

Annexure 1 referred to in paragraph 1 under the heading ldquoReport on OtherLegal and Regulatory Requirementsrdquo of our Report of even date

(i) (a) The Company has maintained proper records showing fullparticulars including quantitative details and situation of fixedassets

(b) All fixed assets have been physically verified by the managementat regular intervals as informed to us no material discrepancieswere noticed on such verification

(c) According to the information and explanations given by themanagement the Company has not acquired any immovableproperty during the year under audit no comments under thesub-clause are required

(ii) The Company does not have any inventory and accordingly therequirements under paragraph 3(ii) of the Order are not applicable to theCompany

(iii) According to the information and explanation given to us the Companyhas not granted any loans secured or unsecured to companies firmsLimited Liability Partnerships or other parties covered in the registermaintained under Section 189 of the Act and hence clause 3(iii)(a) (b)and (c) of the Order are not applicable to the Company and hence notcommented upon

(iv) In our opinion and according to the information and explanations givento us there are no loans investments guarantees and securities grantedin respect of which provisions of Section 185 and 186 of the Act areapplicable and hence not commented upon

(v) The Company has not accepted any deposits within the meaning ofSections 73 to 76 of the Act and the Companies (Acceptance of Deposits)Rules 2014 (as amended) Accordingly the provisions of clause 3(v) ofthe Order are not applicable

(vi) To the best of our knowledge and as explained the Central Governmenthas not specified the maintenance of cost records under Section 148(1)of the Act for the productsservices of the Company

(vii) (a) According to the information and explanations given to us andbased on the records of the company examined by us thecompany is regular in depositing the undisputed statutory duesincluding income-tax and other statutory dues as applicablewith the appropriate authorities in India

(b) According to the information and explanations given to us andbased on the records of the company examined by us thereare no dues of Income tax which have not been deposited onaccount of any disputes However the remaining taxes specifiedunder the said sub-clause are not applicable to the company

Omansh Enterprises Limited Annual Report 2016-2017 38

(viii) In our opinion and according to the information and explanations givenby the management the Company has not availed of any loans from anyfinancial institution bank or government and not issued any debentures

(ix) In our opinion and according to the information and explanations givenby the management the Company has not raised any money by way ofinitial public offer or further public offer (including debt instruments) andthe company has not raisedtaken any term loan

(x) Based upon the audit procedures performed for the purpose of reportingthe true and fair view of the financial statements and according to theinformation and explanations given by the management we report thatno fraud by the company or no fraud on the company by the officers andemployees of the Company has been noticed or reported during the year

(xi) According to the information and explanations given by the managementthe company has complied with the provisions of Section 197 read withSchedule V of the Companies Act 2013

(xii) In our opinion the Company is not a nidhi company Therefore theprovisions of clause 3(xii) of the order are not applicable to the Companyand hence not commented upon

(xiii) According to the information and explanations given by the managementthere were no transactions with the related parties during the year hencenot commented upon

(xiv) According to the information and explanations given to us and on anoverall examination of the Balance Sheet the Company has not madeany preferential allotment or private placement of shares or fully or partlyconvertible debentures during the year under review and hence reportingrequirements under clause 3(xiv) are not applicable to the Company andnot commented upon

(xv) According to the information and explanations given by the managementthe Company has not entered into any non-cash transactions with thedirectors or persons connected with him as referred to in Section 192 ofCompanies Act 2013

(xvi) According to the information and explanations given to us the provisionsof Section 45-IA of the Reserve Bank of India Act 1934 are not applicableto the Company

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 39

ANNEXURE 2 TO THE INDEPENDENT AUDITORrsquoS REPORT OF EVEN DATEON THE STANDALONE FINANCIAL STATEMENTS OF OMANSHENTERPRISES LIMITED

Report on the Internal Financial Controls under Clause (i) of Sub-section 3of Section 143 of the Companies Act 2013 (ldquothe Actrdquo)

To the Members of Omansh Enterprises Limited

We have audited the internal financial controls over financial reporting of OmanshEnterprises Limited (ldquothe Companyrdquo) as of 31st March 2017 in conjunction withour audit of the standalone financial statements of the Company for the year endedon that date

Managementrsquos Responsibility for Internal Financial Controls

The Companyrsquos Management is responsible for establishing and maintaininginternal financial controls based on the internal control over financial reportingcriteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial ControlsOver Financial Reporting issued by the Institute of Chartered Accountants of IndiaThese responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuringthe orderly and efficient conduct of its business including adherence to theCompanyrsquos policies the safeguarding of its assets the prevention and detectionof frauds and errors the accuracy and completeness of the accounting recordsand the timely preparation of reliable financial information as required under theCompanies Act 2013 (lsquothe Actrsquo)

Auditorrsquos Responsibility

Our responsibility is to express an opinion on the Companyrsquos internal financialcontrols over financial reporting based on our audit We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting (the ldquoGuidance Noterdquo) and the Standards on Auditing asspecified under section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls both applicable to an audit of Internal Financial Controlsand both issued by the Institute of Chartered Accountants of India ThoseStandards and the Guidance Note require that we comply with ethical requirementsand plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects

Our audit involves performing procedures to obtain audit evidence about theadequacy of the internal financial controls system over financial reporting andtheir operating effectiveness Our audit of internal financial controls over financialreporting included obtaining an understanding of internal financial controls overfinancial reporting assessing the risk that a material weakness exists and testing

Omansh Enterprises Limited Annual Report 2016-2017 40

and evaluating the design and operating effectiveness of internal control basedon the assessed risk The procedures selected depend on the auditorrsquos judgementincluding the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error

We believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the internal financial controls systemover financial reporting

Meaning of Internal Financial Controls Over Financial Reporting

A companyrsquos internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles A companyrsquos internal financialcontrol over financial reporting includes those policies and procedures that (1)pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company (2)provide reasonable assurance that transactions are recorded as necessary topermit preparation of financial statements in accordance with generally acceptedaccounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorisations of management and directorsof the company and (3) provide reasonable assurance regarding prevention ortimely detection of unauthorised acquisition use or disposition of the companyrsquosassets 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 financialreporting including the possibility of collusion or improper management overrideof controls material misstatements due to error or fraud may occur and not bedetected Also projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes inconditions or that the degree of compliance with the policies or procedures maydeteriorate

Omansh Enterprises Limited Annual Report 2016-2017 41

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at 31st March 2017 basedon the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls Over Financial Reporting issued bythe Institute of Chartered Accountants of India

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 42

Amount in Particulars Note As At As At

No 31032017 31032016

OMANSH ENTERPRISES LIMITEDRegd off SHOP NO QD-37 DDA MARKET PITAMPURA NEW DELHI-110034

BALANCE SHEET AS AT 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I EQUITY AND LIABILITIES(1) Shareholderrsquos Funds

(a) Share Capital 2 3550000000 3550000000(b) Reserves and Surplus 3 90954266 68038074(c) Money received against share warrants - 3640954266 - 3618038074

(2) Share application money pending allotment - -(3) Non-Current Liabilities

(a) Long-term borrowings - -(b) Deferred tax liabilities (Net) 121300 -(c) Other Long term liabilities - -(d) Long term provisions - 121300 - -

(4) Current Liabilities(a) Short-term borrowings - -(b) Trade payables 4 2658855175 2385034725(c) Other current liabilities 5 13400000 31328100(d) Short-term provisions - 2672255175 - 2416362825

Total 6313330741 6034400899II ASSETS(1) Non-current assets

(a) Fixed assets (i) Tangible assets 6 2888600 4902500 (ii) Intangible assets - - (iii) Capital work-in-progress - - (iv) Intangible assets under development - -(b) Non-current investments 7 801500000 801500000(c) Deferred tax assets (net) - 413300(d) Long term loans and advances 8 910000000 1232160100(e) Other non-current assets - 1714388600 - 2038975900

(2) Current assets(a) Current investments - -(b) Inventories - -(c) Trade receivables 9 4311808246 3931054446(d) Cash and cash equivalents 10 262853595 19436253(e) Short-term loans and advances 11 10054300 16482300(f) Other current assets 12 14226000 4598942141 28452000 3995424999

Total 6313330741 6034400899Significant Accounting PoliciesNotes on financial Statements 1-27

Omansh Enterprises Limited Annual Report 2016-2017 43

Amount in

Particulars Note 2016-17 2015-16No

OMANSH ENTERPRISES LIMITED

STATEMENT OF PROFIT amp LOSS FOR THE YEAR ENDED 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I Revenue from operations 20 1735111517 2138004325II Other Income 21 598242 165707300III Total Revenue I+II 1735709759 2303711625IV Expenses

Purchase of Stock-in-Trade (Net of Return) 1556101986 2019177290Changes in inventories of finished goods work-in-progress and Stock-in-Trade - -Employee benefit expense 22 38500000 92100000Financial costs 23 - 371112Depreciation and amortization expense 24 16239900 22358900Other expenses 25 91717081 130240960

IV Total Expenses 1702558967 2264248262V Profit before exceptional and extraordinary items and tax III-IV 33150792 39463363VI Exceptional Items - -VII Profit before extraordinary items and tax V-VI 33150792 39463363VIII Extraordinary Items - -IX Profit before tax VII-VIII 33150792 39463363X Tax expense

(1) Current tax 9700000 11638100(2) Deferred tax 534600 27512500

XI Profit(Loss) from the perid from continuing operations IX-X 22916192 312763XII Profit(Loss) from discontinuing operations - -XIII Tax expense of discounting operations - -XIV Profit(Loss) from Discontinuing operations XII-XIII - -XV Profit(Loss) for the period XI+XIV 22916192 312763XVI Earning per equity share 26

(1) Basic 001 000(2) Diluted 001 000

Omansh Enterprises Limited Annual Report 2016-2017 44

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2017(Amount in )

Particulars 2016-17 2015-16A Cash Flow from Operating Activities

Profit(Loss) before Taxation 331508 394634Adjustments for Depreciation 20139 81329Preliminary expenses 142260 142260Loss (Profit) on Sale of assets - -Finance cost - 3711Interest Income - -Operating Profit(Loss) before Working Capital Changes 493907 621934Adjustments for Trade and Other Receivables (3807538) 198975Inventories - -Loans and Advances 3285881 (4365027)Trade and Other Payables 2558924 859666Provisions - -Other current Assets - 6837Cash Generated from Operations 2531173 (2677615)Direct Tax Paid (97000) (116381)Net Cash generated from Operating Activities 2434173 (2793996)

B Cash Flow from Investing ActivitiesPurchase of Fixed Assets - -Sale of assets - -Investments - -Interest Income - -Net Cash used in Investing Activities - -

C Cash Flow from Financing ActivitiesProceeds of Borrowings - -Finance cost - (3711)Net Cash generated from in Financing Activities - (3711)Net Increase(Decrease) in Cash and Cash Equivalents (A+B+C) 2434173 (2797708)Cash and Cash Equivalents Opening 194362 2992070Cash and Cash Equivalents Closing 2628536 194362

Notes1 The above Cash Flow Statement has been prepared under the indirect method as set out in the Accounting Standard on Cash Flow Statement

(AS-3)2 Figures in Brackets indicate Cash Outflow3 Previous Year rsquos figures have been recast regrouped and restated where ever necessary

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 45

Notes Forming Part of Financial Statements

NOTE 1

A CORPORATE INFORMATION

The company is engaged in the business of trading in ClothClothingFabric in India the disclosure requirements of AccountingStandard-17 Segment Reporting are not applicable

B SIGNIFICANT ACCOUNTING POLICIES

I BASIS OF PREPARATION

The accompanying financial statements have been prepared andpresented as a going concern under historical cost convention onthe accrual basis of accounting unless otherwise stated inaccordance with the generally accepted accounting principles inIndia (Indian GAAP) and comply with the Accounting Standardsspecified under Section 133 of the Companies Act 2013 (The Act)read with paragraph 7 of the Companies (Accounts) Rules 2014and relevant provisions of the Companies Act 2013

The accounting policies have been consistently applied by theCompany and are consistent with those used in the previous year

All assets and liabilities have been classified as current or non-current as per the Companyrsquos normal operating cycle and othercriteria set out in the Schedule III of the Companies Act 2013Based on the nature of products and the time between theacquisition of assets for processing and their realisation in cashand cash equivalents the Company has ascertained its operatingcycle as up to twelve months for the purpose of currentnon-currentclassification of assets and liabilities

II USE OF ESTIMATES

The preparation of financial statements in conformity with IndianGAAP requires the management to make judgements estimatesand assumptions that affect the reported amounts of revenuesexpenses assets and liabilities and disclosure of contingentliabilities at the end of the reporting period Although these

Omansh Enterprises Limited Annual Report 2016-2017 46

estimates are based on the managementrsquos best knowledge ofcurrent events and actions uncertainty about these assumptionsand estimates could result in the outcomes requiring a materialadjustment to the carrying amounts of assets or liabilities in futureperiods

Significant estimates used by the management in the preparationof these financial statements include the useful life of fixed assetsand intangible assets and provisions for doubtful debtsadvancesDifference if any between the actual results and estimates arerecognized in the period in which the results are knownmaterialized

III FIXED ASSETS AND DEPRECIATION

Fixed assets are recorded at cost of acquisition and installationincluding freight duties levies less accumulated depreciation Costof acquisition includes rates taxes and any other directlyattributable cost for bringing the asset to its working condition forintended use

Depreciation on Tangible Fixed Assets is provided on Written DownValue method using the rates arrived at based on the useful livesas specified in the Schedule II of the Companies Act 2013 orestimated by the management The Company has used thefollowing useful life to provide depreciation on its fixed assets

Omansh Enterprises Limited Annual Report 2016-2017 47

(a) Assets where useful life is same as Schedule II

Assets Useful Life as Prescribedby Schedule II of theCompanies Act 2013

Factory Building 30 years

Plant amp Machinery (other thancontinuous process plant notcovered under specific industries) 15 years

Furniture amp Fittings 10 years

Motor Cycles scooters and other mopeds 10 years

Vehicles (Motor Cars) 8 years

Office Equipments 5 years

Computer printers amp data processing units 3 years

Electrical Installations 10 years

(b) Assets where useful life differ from Schedule II

Fixed Assets individually costing less than Rupees five thousandare fully depreciated in the year of purchase

(c) Depreciation

Depreciation on the Fixed Assets addeddisposed offdiscardedduring the year is provided on pro-rata basis with reference to thedate of additiondisposaldiscarding and in the case of capitalisationof any asset depreciation is charged from the date the same isreadyput to use to the Statement of Profit and Loss

IV INTANGIBLE ASSETS AND AMORTISATION

Intangible Assets are stated at acquisition cost net of accumulatedamortisation and accumulated impairment losses if any Intangibleassets are amortised on a straight-line basis over their estimateduseful lives

Omansh Enterprises Limited Annual Report 2016-2017 48

The Company amortises miscellaneous expenditure representingthe Companyrsquos formation expenses over a period of 5 yearsFurther the cost of Direct Listing of Equity Shares on BSE Limitedhas also been included in the same

V BORROWING COSTS

Borrowing Costs attributable to acquisition and construction ofqualifying assets are capitalised as a part of the cost of such assetsup to the date when such assets are ready for its intended useOther borrowing costs are charged to the Statement of Profit andLoss in the period in which they are incurred

VI FOREIGN CURRENCY TRANSACTIONS

The Company has not dealt with any foreign currency transactionduring the Financial Year

VII INVESTMENTS

Investments which are readily realisable and intended to be heldfor not more than one year from the date on which such investmentsare made are classified as current investments All otherinvestments are classified as long-term investments

Investments are recorded at cost on the date of purchase whichinclude acquisition charges such as brokerage stamp duty taxesetc Current Investments are stated at lower of cost and netrealisable value Long-term investments are stated at cost afterdeducting provisions made if any for other than temporarydiminution in the value

VIII REVENUE RECOGNITION

Revenue is recognised to the extent that it is probable that theeconomic benefits will flow to the Company and can be reliablymeasured

Revenue from sale of products is recognised when the significantrisks and rewards of ownership of the goods have passed to thebuyer Sale of goods are recorded net of trade discounts rebatesSales Tax Value Added Tax and gross of Excise Duty

Omansh Enterprises Limited Annual Report 2016-2017 49

Interest income is recognized on a time proportion basis takinginto account the amount outstanding and the rate applicable

Dividend income on investments is accounted for on receipt of thesame

All expenses and income to the extent considered payable andreceivable respectively unless specifically stated be otherwise areaccounted for on mercantile basis

IX RETIREMENT AND OTHER EMPLOYEE BENEFITS

(a) Provident Fund

Provision of Provident Fund is not applicable to theCompany

(b) Gratuity

No provision for gratuity has been made as there is noamount due towards Gratuity payable

(c) Compensated Leaves

Unutilized leave of staff lapses as at the year end and isnot encashable Accordingly no provision is made forcompensated Leaves

X TAXATION

Tax expense comprises of current and deferred tax

Current Tax

Provision for current tax is made after taking into considerationbenefits admissible under the provisions of the Income-tax Act1961 Minimum Alternative Tax (MAT) credit is recognized wherethere is convincing evidence that the same can be utilized in future

Current tax assets and current tax liabilities are offset when thereis a legally enforceable right to set off the recognized amounts andthere is an intention to settle the asset and the liability on a netbasis

Omansh Enterprises Limited Annual Report 2016-2017 50

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 2: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

OMANSH ENTERPRISES LIMITED

BOARD OF DIRECTORS

Chairperson Ms Fatima Makdum Matikub(Independent)

Managing Director Ms Seema Khan

Whole Time Director amp CFO Mr Manoj Kumar Chauhan

Executive Director Mrs Reena Sharma

Independent Directors Ms Fatima Makdum MatikubMs Preeti Pralhad Soni

Company Secretary Mr Remo John

Audit Committee Ms Fatima Makdum Matikub ChairpersonMr Manoj Chauhan MemberMs Priti Pralhad Soni Member

Nomination And Remuneration Ms Priti Pralhad Soni ChairpersonCommittee Mr Manoj Chauhan Member

Ms Fatima Makdum Matikub Member

Stakeholdersrsquo Relationship Mr Manoj Chauhan ChairmanCommittee Ms Fatima Makdum Matikub Member

Ms Priti Pralhad Soni Member

MrStatutory Auditors Ms Satyendra Mrinal amp AssociatesChartered Accountants Delhi

Secretarial Auditor Amit R Dadheech amp AssociatesPracticing Company Secretary Mumbai

Registered Office Shop No 37 DDA Market QD BlockPitampura New Delhi - 110034

Registrar and Share Transfer Skyline Financial Services Private Limited -Agent 153A 1st FloorOkhla Industrial Area

New Delhi ndash 110020Ph No +91-(0) 11-6473 26816473 2682Fax +91-(0) 11-2681 2682Email Id adminskylinertacom

Bankers Axis Bank

Omansh Enterprises Limited Annual Report 2016-2017

CONTENTS

Page No

1 Notice of Annual General Meeting 1

2 Directorrsquos Report 12

3 Annexure I - Nomination and Remuneration Policy 19

4 Annexure II - Form MGT-9 22

5 Annexure III - Secretarial Audit Report 29

6 Management Discussion and Analysis 33

7 Auditorrsquos Report 35

8 Balance Sheet 43

9 Statement of Profit amp Loss 44

10 Cash Flow Statement 45

11 Notes to Financial Statements 46

12 Attendance Slip and Proxy Form 64

Omansh Enterprises Limited Annual Report 2016-2017

NOTICE

Notice is hereby given that 43rd Annual General Meeting of Omansh EnterprisesLimited will be held on Thursday the 28th day of September 2017 at 1230 PM atKhushi Banquet MP Mall MP Block Pitampura New Delhi to transact the followingbusinessesORDINARY BUSINESS

1 To receive consider approve and adopt the Audited Financial Statements ofthe Company (Standalone) for the financial year ended on March 31 2017ie the Balance Sheet as at 31st March 2017 the statement of Profit amp Lossaccount and the Cash Flow Statement for the year ended on that date togetherwith the report of the Auditorrsquos and Board of Directorrsquos Report thereon

2 To appoint a Director in place of Mrs Reena Sharma (DIN06883803) whoretire by rotation and being eligible offers herself for re-appointment

3 To appoint a Director in place of Mrs Seema Khan (DIN 07639422) whoretire by rotation and being eligible offers herself for re-appointment

4 To ratify the appointment of Auditors and fix their remuneration and in thisregard to consider and if thought fit to pass with or without modification(s)the following resolution as an Ordinary ResolutionldquoRESOLVED THAT pursuant to the provisions of section 139 and otherapplicable provisions if any of the Companies Act 2013 and the Rules framedthere under as amended from time to time the Company hereby appointsMs Rajeev Singh amp Co New Delhi (Firm Regn No 022953N) as theStatutory Auditors of the Company to hold office from the conclusion of thisAnnual General Meeting (AGM) till the conclusion of the 48 th AGM of theCompany to be held in the year 2022 at such remuneration plus service taxas may be mutually agreed between the Board of Directors of the Companyand the Auditorsrdquo

SPECIAL BUSINESS

5 To consider and if thought fit to pass with or without modification(s) as maybe deemed fit the following resolution as an Ordinary Resolution

ldquoRESOLVED THAT Mrs Fatima Makdum Matikub (DIN 07927573) who wasappointed as an Additional Director of the company by the Board of Directorswith effect from September 4 2017 in terms of Section 161(1) of theCompanies Act 2013 and whose terms of the office expires at this AnnualGeneral Meeting and in respect of whom the Company has received a noticein writing proposing her candidature for the office of director be and is herebyappointed as an Independent director of the Company in terms of section149 152 and other applicable provisions if any of the Companies Act 2013(Act) and the Rules framed there under read with Schedule IV to the Act asamended from time to time to hold office for 5 (Five) consecutive years fromthe conclusion of this Annual General Meetingrdquo

Omansh Enterprises Limited Annual Report 2016-2017 1

6 To consider and if thought fit to pass with or without modification(s) as maybe deemed fit the following resolution as an Ordinary Resolution

ldquoRESOLVED THAT Mrs Priti Pralhad Soni (DIN 07927441) who wasappointed as an Additional Director of the company by the Board of Directorswith effect from September 4 2017 in terms of Section 161(1) of theCompanies Act 2013 and whose terms of the office expires at this AnnualGeneral Meeting and in respect of whom the Company has received a noticein writing proposing her candidature for the office of director be and is herebyappointed as an Independent director of the Company in terms of section149 152 and other applicable provisions if any of the Companies Act 2013(Act) and the Rules framed there under read with Schedule IV to the Act asamended from time to time to hold office for 5 (Five) consecutive years fromthe conclusion of this Annual General Meetingrdquo

7 To consider and if thought fit to pass with or without modification(s) thefollowing resolution as a Special Resolution

ldquoRESOLVED THAT Mr Manoj Chauhan (DIN 07835068) who was appointedas an Additional Director by the Board of Directors of the Company on May29 2017 and as per the provision of Section 161(1) of the Companies Act2013 whose terms of the office expires at this Annual General Meeting and inrespect of whom the Company has received a notice in writing proposing hiscandidature for the office of director be and is hereby appointed as anExecutive Director of the CompanyrdquoldquoRESOLVED FURTHER THAT in terms of Section 197 198 and 203 if anyof the Companies Act 2013 (Act) and the Rules framed there under readwith Schedule IV to the Act as amended from time to time the consent of themembers of the Company be and is hereby granted to appoint Mr ManojChauhan (DIN 07835068) as Whole Time Director of the Company on suchterms as may decided by the Board and Mr Manoj Chauhan (DIN 07835068)for a period of 3 (three) consecutive year wef May 29 2017 subject toretirement by rotation on the terms and conditions including remunerationas set out in the explanatory statement annexed to the Notice convening thisMeeting with liberty to the Board of Directors (hereinafter referred to as ldquotheBoardrdquo which term shall be deemed to include the Nomination andRemuneration Committee of the Board) to alter and vary the terms andconditions of the said appointment andor remuneration as it may deem fitand as may be acceptable to Mr Manoj Chauhan subject to the same notexceeding the limits specified under Schedule V to the Companies Act 2013or any statutory modification(s) or re-enactment(s) thereofrdquoldquoRESOLVED FURTHER THAT the Board be and is hereby authorized to doall acts take all such steps as may be necessary proper or expedient to giveeffect to this resolutionrdquo

8 To consider and if thought fit to pass with or without modification(s) thefollowing resolution as a Special Resolution-

Omansh Enterprises Limited Annual Report 2016-2017 2

ldquoRESOLVED THAT Mrs Seema Khan (DIN 07639422) who was appointedas an Additional Director by the Board of Directors of the Company onDecember 09 2016 and as per the provision of Section 161(1) of theCompanies Act 2013 whose terms of the office expires at this Annual GeneralMeeting and in respect of whom the Company has received a notice in writingproposing her candidature for the office of director be and is hereby appointedas an Executive Director of the CompanyldquoRESOLVED THAT in accordance with the provisions of Sections 188 196197and 203 read with Schedule V and all other applicable provisions of theCompanies Act 2013 and the Companies (Appointment and Remunerationof Managerial Personnel) Rules 2014 (including any statutory modification(s)or re-enactment(s) thereof for the time being in force) approval of theCompany be and is hereby accorded for the re-appointment and terms ofremuneration payable to including the remuneration to be paid in the eventof loss or inadequacy of profit in any financial year during the tenure ofappointment of Mrs Seema Khan (DIN 07639422) as Managing Director ofthe Company for a period of three years commencing from December 092016 to December 08 2019 subject to retirement by rotation on the termsand conditions including remuneration as set out in the explanatory statementannexed to the Notice convening this Meeting with liberty to the Board ofDirectors (hereinafter referred to as ldquothe Boardrdquo which term shall be deemedto include the Nomination and Remuneration Committee of the Board) toalter and vary the terms and conditions of the said re-appointment andorremuneration as it may deem fit and as may be acceptable to Mrs SeemaKhan (DIN 07639422) subject to the same not exceeding the limits specifiedunder Schedule V to the Companies Act 2013 or any statutory modification(s)or re-enactment(s) thereofrdquoldquoRESOLVED FURTHER THAT the Board be and is hereby authorized to doall acts take all such steps as may be necessary proper or expedient to giveeffect to this resolutionrdquo

By order of the BoardOmansh Enterprises Limited

Manoj ChauhanDate September 4 2017 Whole Time DirectorPlace Delhi DIN 07835068

Registered OfficeShop No Shop No 37 QD Block DDA MarketPitampura New Delhi - 110034

NOTES

1 Member entitled to attend and vote at the meeting may appoint a proxy toattend and vote on a poll on his behalf A proxy need not be a member of theCompany A person can act as proxy on behalf of not exceeding fifty Members

Omansh Enterprises Limited Annual Report 2016-2017 3

and holding in the aggregate not more than 10 of the total Equity ShareCapital of the Company Any Member holding more than 10 of the totalEquity share capital of the Company may appoint a single person as proxyand in such a case the said person shall not act as proxy for any otherperson or member The instrument appointing proxy should however bedeposited at the Registered Office of the Company not less than 48 hoursbefore the commencement of the Meeting

2 The disclosures required under Regulation 27 of the SEBI (Listing ObligationAnd Disclosure Requirement) Regulation 2015 agreement in respect of theDirectors being appointed reappointed in this Annual General Meeting aregiven as annexure to this Notice convening Annual General Meeting

3 Member holding shares in physical form are advised to update their addressand bank account ECS details with the Companyrsquos Registrar amp Share TransferAgent Ms Skyline Financial Services Private Limited New Delhi

4 The Annual Report of the Company for the financial year ended March 312017 has been emailed to the members whose email addresses are availablewith the depositories or are obtained directly from the members as per theMCA Circular Nos 172011 dated April 21 2011 and 182011 dated April 292011 on ldquoGreen Initiative of Ministry of Corporate Affairs for CorporateGovernancerdquo For other members who have not registered their emailaddresses the Annual Report has been sent at their registered postal addressIf any member wishes to get a duly printed copy of the Annual Report theCompany will send the same free of cost upon receipt of request from themember Members who have not registered their email addresses so farare requested to register them for receiving all communication includingAnnual Report and other Notices from the Company electronically

5 The Securities and Exchange Board of India (SEBI) has mandated thesubmission of Permanent Account Number (PAN) by every participant insecurities market Members holding shares in electronic form are thereforerequested to submit the PAN to their Depository Participants with whom theyare maintaining their demat accounts Members holding shares in physicalform can submit their PAN details to the Company or to the Registrar andShare Transfer Agent

6 The Register of Members and the Transfer Books of the Company shall remainclosed on Tuesday the September 26 2017 to Thursday the September 282017

7 The Explanatory Statement pursuant to Section 102 of the Companies Act2013 in respect of the business under Item Nos from 5-8 of the Notice isannexed hereto

8 All documents referred to in accompanying Notice and Explanatory Statementis open for inspection at the registered office of the Company on all workingdays between 1100 am to 100 pm up to the date of AGM except Saturday

Omansh Enterprises Limited Annual Report 2016-2017 4

9 Members seeking the information with regards to the proposed resolutionare requested to write to the Company at least one week in advance so as toenable the management to keep the information ready

10 Pursuant to the provision of Section 107 and 108 read with companies(Management and Administration) Rules 2014 the company is pleased tooffer the option of E-Voting facility to all the members of the company Forthis purpose the company has entered into an agreement with CentralDepository Services (India) Limited (CDSL) for facilitating E-voting Thecompany has appointed Amit R Dadheech amp Associates Practicing CompanySecretaries (Membership No 22889 Certificate of Practice No 8952) asScrutinizer for conducting the e-voting process in a fair and transparentmanner

4 Voting through electronic means

(i) In compliance with provisions of section 108 of the Act and Rule 20 ofThe Companies [Management and Administration] Rules 2014 andRegulation 44 of the SEBI (Listing Obligations amp DisclosureRequirements) Regulations 2015 the Company is providing e-votingfacility as an alternative mode of voting which will enable the membersto cast their votes electronicallyNecessary arrangements have been made by the Company with CentralDepository Services [India] Limited [CDSL] to facilitate e-voting Thedetailed process instructions and manner for availing e-Voting facility isannexed to the Notice as AnnexurendashB

(ii) Mr Amit R Dadheech Practicing Company Secretary [Membership NoA22889] has been appointed as the Scrutinizer to scrutinize the votingand remote e-voting process in a fair and transparent manner

(iii) Members who have cast their vote by remote e-voting prior to the meetingmay also attend the meeting but shall not be entitled to cast their voteagain

(iv) Members can opt for only one mode of voting ie either by e-voting orpoll paper In case Members cast their votes through both the modesvoting done by e-voting shall prevail and votes cast through Poll Papershall be treated as invalid

(v) The e-voting period commences on Monday 25th September 2017 [900am] and ends on Wednesday 27th September 2017 [500 pm] Duringthis period Members holding shares either in physical form or dematform as on 22nd September 2017 ie cut-off date may cast their voteelectronically The e-voting module shall be disabled for voting thereafterOnce the vote on a resolution is cast by the Member he she shall notbe allowed to change it subsequently or cast vote again

(vi) The voting rights of members shall be in proportion to their shares in thepaid up equity share capital of the Company as on cut-off date A person

Omansh Enterprises Limited Annual Report 2016-2017 5

whose name is recorded in the register of members or in the register ofbeneficial owners maintained by the depositories as on cut-off date onlyshall be entitled to avail facility of remote e-voting and poll process at thevenue of the meeting

(vii) Any person who acquires shares of the Company and becomes amember of the Company after dispatch of the Notice and holding sharesas on cut-off date may cast vote after following the instructions for e-voting as provided in the Notice convening the Meeting which is availableon the website of the Company and CDSL However if you are alreadyregistered with CDSL for remote e-voting then you can use your existingUser ID and password for casting vote

(viii)The Scrutinizer shall immediately after the conclusion of voting at themeeting would count the votes cast at the meeting thereafter unblockthe votes cast through remote e-voting in the presence of at least twowitnesses not in the employment of the Company and make not laterthan 48 hours from conclusion of the meeting a consolidated ScrutinizerrsquosReport of the total votes cast in favour or against to the Chairman whoshall countersign the same

(ix) The results declared along with the Scrutinizerrsquos Report shall be placedon the Companyrsquos website wwwomanshenterprisescom and on thewebsite of CDSL ie wwwevotingindiacom immediately after the resultis declared The Company shall simultaneously forward the results toBSE Limited [BSE] where the equity shares of the Company are listed

5 The route map giving the directions to the venue of the AGM is annexed tothe Notice as AnnexurendashC

6 REQUEST TO MEMBERS

(i) MembersProxies attending the meeting are requested to bring theirattendance slip along with their copy of Annual Report to the Meeting

(ii) Queries proposed to be raised at the Annual General Meeting may besent to the Company at its registered office at least seven days prior tothe date of AGM to enable the management to compile the relevantinformation to reply the same in the meeting

(iii) Members holding shares in demat form are requested to intimate allchanges pertaining to their bank details National Electronic ClearingService [NECS] Electronic Clearing Services [ECS] mandatesnominations power of attorneys change in address change of nameemail address contact numbers etc to their Depository Participant [DP]Changes intimated to the DP will then be automatically reflected in theCompanyrsquos records which will help the Company and the CompanyrsquosRegistrar and Transfer Agents to provide efficient and better servicesMembers holding shares in physical form are requested to intimate suchchanges to Registrar and Transfer Agents of the Company

Omansh Enterprises Limited Annual Report 2016-2017 6

(iv) In case of joint holders attending the Meeting only such joint holder whois higher in the order of names will be entitled to vote Members who holdshares in physical form in multiple folios in identical names or joint holdingin the same order of names are requested to send the share certificatesto Registrar for consolidation into a single folio

(v) The Securities and Exchange Board of India (SEBI) has mandated thesubmission of Permanent Account Number (PAN) by every participant insecurities market Members holding shares in electronic form aretherefore requested to submit their PAN to their Depository Participantswith whom they are maintaining their demat accounts Members holdingshares in physical form can submit their PAN details to the Company registrar and Share Transfer Agents

DETAILS OF DIRECTORS SEEKING APPOINTMENT RE-APPOINTMENTIN ANNUAL GENERAL MEETING FIXED FOR SEPTEMBER 28 2017

Sr No

1

2

3

4

5

Name of theDirector

Manoj Chauhan

Seema Khan

Reena Sharma

Fatima Matikub

Prit i PralhadSoni

Date of Birth

07101988

14011990

20121973

01051984

30061983

Date ofAppointment

29052017

09122016

07102015

04092017

04092017

Qualification

HSC

Cleared SSC

Graduate

BCom

HSC

Expertise in SpecificArea

Having vast knowledge infield of financing activitieshe is keenly engaged in thegrowth and development ofthe CompanyShe posses a r ichexperience in the businessof trading in textile

Experienced as Director ofCompany for about 2 years

Business of Beauty ampHealth product

Expertise in the field oftextile

List of otherPublic

Companies inwhich

directorship isheld

Nil

Nil

Nil

Nil

Nil

Omansh Enterprises Limited Annual Report 2016-2017 7

STATEMENT PURSUANT TO SECTION 102(1) OF THE COMPANIES ACT 2013

Item No 5 amp 6

As per the provisions of Section 149 of the Act which has come into force witheffect from April 1 2014 an Independent Director shall hold office for a term up tofive consecutive years on the Board of a company and is not liable to retire byrotationThe Nomination amp Remuneration Committee has recommended the appointmentof Mrs Fatima Makdum Matikub (DIN 07927573) and Mrs Priti Pralhad Soni(DIN 07927441) as Independent Director of the CompanyThe Company has obtained a declaration that they meet the criteria of IndependentDirector as provided under section 149(6) of the Act In the opinion of the Boardthe proposed directors has fulfilled the conditions specified in the Act and theRules framed there under for appointment as Independent Director and they areindependent of the management Notices as required under Section 160 of thecompanies act 2013 have been received from some members proposingcandidature of the said Independent Directors Upon the confirmation ofappointment of these individuals as independent Director by the members of theCompany the appointment shall be formalized by the issue of a letter ofappointment by the company to the said Independent DirectorsThe Board recommends the Resolution set out at Item No 4 amp 5 of this Notice forapproval of the Members as Ordinary ResolutionExcept of Mrs Fatima Makdum Matikub and Mrs Priti Pralhad Soni none of theDirectors or Key Managerial Personnel of the Company or their relatives isconcerned or interested in the proposed ResolutionItem No 7

Mr Manoj Chauhan was appointed as Whole Time Director wef May 29 2017He is been rendering valuable services to the Company and has been lookingafter the compliances of applicable laws and regulationsThe Board of Directors have appointed Mr Manoj Chauhan for a period of 3 (Three)year wef May 29 2017 Now this resolution is put before the shareholders ofthe Company for ratification of appointment of Mr Manoj Chauhan as Whole TimeDirector of the CompanyThe Board recommends the Resolution set out at Item No 6 in this Notice forapproval of the Members as Special ResolutionNone of the Directors of Key Management Personnel of the Company or theirrelatives is concerned or interested in the proposed ResolutionItem No 8

Mrs Seema Khan was appointed on the Board of the Company on December 92016 and has been rendering valuable services to the Company Considering therequirement of the Company the Board of Directors of the Company has decidedto appoint Mrs Seema Khan as a Managing Director for a period of three years

Omansh Enterprises Limited Annual Report 2016-2017 8

from December 9 2016 to December 8 2019 subject to the approval of theshareholder and Central Government if requiredMrs Seema Khan us under graduate and posses a rich experience in the businessof trading in textile from a decade Your Board is of the opinion that consideringthe experience of Mrs Seema Khan in the business market her appointment asManaging Director will be beneficial to the Company The terms and conditionsincluding the remuneration to be paid in the event of loss or inadequacy of profitin any financial year during the tenure of her appointment is mentioned in thedraft letter of appointment placed before the meeting approved by the Board ofDirectorsNomination amp Remuneration Committee at their meeting held onDecember 9 20161 Basic Salary

Presently the Company is not proposing to pay any remuneration to theManaging Director However the terms of the appointment and remunerationmay be revised at a later stage and with an authority to the Board to increasethe same from time to time in accordance with the limits specified in ScheduleV of the Companies Act 2013 as amended from time to time The annual orother increments will be merit based and will take into account the Companyrsquosperformance No other Allowance or Perquisites are being offered to theManaging Director for the time being

2 General

i The Managing Director shall perform her duties as such with regard toall the work of the Company and shall manage and attend to such businessand carry out the orders and directions given by the Board from time totime in all respects

ii The Managing Director shall act in accordance with the Articles ofAssociation of the Company and shall abide by the provisions containedin Section 166 of the Act with regard to duties of Directors

iii The Managing Director shall adhere to the Companyrsquos Code of Ethics ampConduct The Remuneration CommitteeBoard of Directors will determinethe amount of remuneration and increments payable every yeardepending on the performance of the Managing Director profitability ofthe Company and other relevant factors Mrs Seema Khan satisfy allthe conditions set out in Part-I of Schedule V to the Act as also conditionsset out under subsection (3) of Section 196 of the Act for being eligiblefor her appointment She is not disqualified from being appointed asDirector in terms of Section 164 of the Act Brief resume of Mrs SeemaKhan nature of her expertise in specific functional areas names ofcompanies in which he holds Directorships and Memberships Chairmanships of Board Committees her shareholding etc areseparately annexed hereto Notwithstanding anything to the contraryherein contained where in any financial year during the currency of tenureof aforesaid Director the Company has no profits or inadequate profits

Omansh Enterprises Limited Annual Report 2016-2017 9

the Company will pay remuneration by way of salary perquisites andallowances to the said Director subject to compliance with the applicableprovisions of Schedule V of the Companies Act 2013 and if necessarywith the approval of Central GovernmentThe copy of resolution passed by the Board of Directors of the Companyin its meeting held on December 9 2016 approving the aforesaid proposalalong with other documents is available for inspection by the membersat the registered office between 1100 AM to 100 PM on all working daystill the date of the Annual General MeetingMrs Seema Khan is interested in this resolution which pertains to herappointment as Managing Director of the Company Save and exceptthe above none of the other Directors or Key Managerial Personnel ofthe Company (including relatives of Directors and Key ManagerialPersonnel) are in any way concerned or interested financially orotherwise in this resolutionThe Board recommends the Special Resolution set out at Item No 8 ofthe Notice for approval by the members

By order of the BoardOmansh Enterprises Limited

Manoj ChauhanDate September 4 2017 Whole Time DirectorPlace Delhi DIN 07835068

Registered OfficeShop No Shop No 37 QD Block DDA MarketPitampura New Delhi - 110034

Omansh Enterprises Limited Annual Report 2016-2017 10

lsquoAnnexure -Crsquo

Omansh Enterprises Limited Annual Report 2016-2017 11

DIRECTORrsquoS REPORT

ToThe Members ofMs Omansh Enterprises LimitedYour Directors have pleasure in presenting the 43rd Directorrsquos Report of your Companytogether with the Audited Statement of Accounts and the Auditorsrsquo Report of yourcompany for the financial year ended 31st March 20171 FINANCIAL HIGHLIGHTS AND STATE OF COMPANYrsquoS AFFAIRS

(Amount in Rs)Particulars Current year Previous Year

Total Revenue 1735111517 2303711625Total Expenses 1702558967 2264248262Profit Before Tax 33150792 39463363Tax ExpensesCurrent Tax 9700000 11638100Deferred Tax 534600 27512500Profit(Loss) after Tax 22916192 312763Net Profit Transferred to Reserves 22916192 312763Earnings per share (Rs)Basic 001 000Diluted 001 000

(b) During the year your Company recorded Total Revenue of Rs 1735111517(previous year Rs 2303711625) The Company recorded a Net Profit of Rs22916192 during the financial year ended 31st March 2017 as compared to aNet Profit of Rs 312763 in the previous year

(c) Transfer To Reserves In Terms Of Section 134 (3) (j) Of The Companies Act2013

No amount was transferred to reserves during the financial year ended 31st March2017

(d) Dividend

Your Directors do not recommend any dividend for the year ended 31st March2017

(e) Material Changes and Commitments

There are no material changes from the end of Financial Year till the date of thisreport

2 PUBLIC DEPOSITS

During the year under report your Company did not accept any deposits from thepublic in terms of the provisions of Chapter V of the Companies Act 2013

3 DIRECTORS AND KEY MANAGERIAL PERSONNEL

(a) Changes in Directors and Key Managerial Personnel during the year

On recommendation of Nomination and Remuneration Committee Mr Manoj

Omansh Enterprises Limited Annual Report 2016-2017 12

Chauhan was appointed as the Whole Time Director wef 29th May 2017 andMs Seema Khan (DIN 07639422) had also been appointed as the ManagingDirector of the Company for a period of three years wef 9th December 2016And after her appointment Ms Reena Sharma (DIN06883803) stepped downfrom post of the Managing DirectorMr Gaurav Mutreja resigned as the Director of the Company wef 29th May 2017and Mr Vidya Sagar Bhatia resigned from Directorship of the Company on 29th

June 2017 Further Mr Radhey Shayam resigned from the Directorship of theCompany on 4th September 2017Mrs Fatima Makdum Matikub and Mrs Preeti Pralhad Soni were appointed asthe Additional Directors on the Board of the Company only on 4th September 2017in the Category of the Independent Director and your directors recommend theirappointment in the forthcoming AGMIn accordance with the provisions of Section 167(1)(b) of Companies Act 2013Mr Divesh Kumar Bajaj vacated his office of Independent wef 11th August 2017as he had not attended any Board Meeting since 12th August 2016Mr Praveen Kumar had also resigned from the position of Company Secretaryand CFO of the Company wef 24th May 2016 and Mr Remo John was appointedas the Company Secretary and Compliance Officer wef 29th May 2017

(b) Retirement by rotation

In accordance with the provisions of Section 152(6) of the Act and the Articles ofAssociation of the Company Mrs Reena Sharma (DIN06883803) and Mrs SeemaKhan (DIN07639422) will retire by rotation at the ensuing Annual General Meeting(lsquoAGMrsquo) of the Company and being eligible offers themselves for re-appointmentYour Board has recommended their re-appointment

(c) Declaration of Independence by the Independent Directors

The Independent Directors of your Company have confirmed that they meet withthe criteria of Independence as prescribed under Section 149(6) of the Act readwith Rule 5 of the Companies (Appointment and Qualification of Directors) Rules2014Framework for Familiarization Programme for the Independent Directors and thedetails of Familiarization Programme imparted to Independent Directors is madeavailable on the website of the Company

(d) Attributes qualifications and appointment of Directors

The Nomination and Remuneration Committee has adopted the attributes andqualifications as provided in Section 149(6) of the Act and Rule 5 of the Companies(Appointment and Qualification of Directors) Rules 2014 in respect of IndependentDirectors The Committee has also adopted the same attributes and qualificationsto the extent applicable in respect of Non-Independent DirectorsAll the Non-Executive Directors of the Company fulfil the fit and proper criteria forappointment as Directors Further all Directors of the Company other thanIndependent Directors are liable to retire by rotation One-third of the Directorswho are liable to retire by rotation retire every year and are eligible for re-election

Omansh Enterprises Limited Annual Report 2016-2017 13

(e) Remuneration Policy

The Board on the recommendation of the Nomination and RemunerationCommittee approved the Remuneration Policy for the Directors Key ManagerialPersonnel and other employees of the Company a copy of which is enclosed asAnnexure I to this Report

(f) Board Evaluation

The Board carried out annual performance evaluation of its own performance andthat of the individual Directors as also functioning of the Board Committees asrequired in terms of Section 134(3)(p) of the Act The performance evaluation ofthe Board and individual Directors was based on criteria approved by theNomination and Remuneration Committee The Directors expressed theirsatisfaction with the overall evaluation process

4 NUMBER OF BOARD MEETINGS

During the year ended 31st March 2017 5 (Five) meetings of the Board were heldon 11th May 2016 12th August 2016 11th November 2016 9th December 2016 and11th February 2017

5 BOARD COMMITTEES

Presently the Company has three Board Committees with the following members

Audit Committee Ms Fatima Makdum Matikub ChairpersonMr Manoj Chauhan MemberMs Priti Pralhad Soni Member

Nomination and Ms Priti Pralhad Soni ChairpersonRemuneration Committee Mr Manoj Chauhan Member

Ms Fatima Makdum Matikub MemberStakeholders Relationship Committee Mr Manoj Chauhan Chairman

Ms Fatima Makdum Matikub MemberMs Priti Pralhad Soni Member

6 DIRECTORSrsquo RESPONSIBILITY STATEMENT

As required under Section 134(5) of the Act your Directors confirm having -i) followed in the preparation of the Annual Accounts the applicable

Accounting Standards with proper explanation relating to materialdepartures if any

ii) selected such accounting policies and applied them consistently andmade judgments and estimates that are reasonable and prudent so asto give a true and fair view of the state of affairs of the Company at theend of the financial year and of the profit of the Company for that period

iii) taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of the Act forsafeguarding the assets of your Company and for preventing anddetecting fraud and other irregularities

Omansh Enterprises Limited Annual Report 2016-2017 14

iv) prepared the Annual Accounts on a going concern basis andv) proper systems have been devised to ensure compliance with the

provisions of all applicable laws and such systems are adequate andoperating effectively

vi) having laid down the internal financial controls to be followed by theCompany and such internal financial controls are adequate and operatingeffectively

7 SUBSIDIARIES ASSOCIATES AND JOINT VENTURES

The Company does not have any subsidiary associate or joint venture8 LISTING INFORMATION

The Equity Shares of the Company are presently listed only at BSE Ltd Thelisting fee for the Financial Year 2017-18 is paid

9 DEMATERIALIZATION OF SHARES

The securities of the Company are admitted with NSDL and CDSL the ISINallotted to the Company is INE378P01028

10 REPORT ON CORPORATE GOVERNANCE

In terms of Regulation 15(2) of SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 the provision of Regulation 27 of the SEBI(Listing Obligations and Disclosure Requirements) Regulations 2015 are notapplicable to the Company since the paid up capital of the Company is belowRs 10 crores and also the net worth of the Company is below Rs 25 CroresThus the Company is not required to attach the Corporate Governance reportwith the Report of the Board of Directors

11 CORPORATE SOCIAL RESPONSIBILITY

During the financial year 2016-17 the Net Worth of the Company was Rs3640954266 Turnover of the Company was Rs 1735111517 and Netprofit of the Company was Rs 22916100 therefore provisions of Section135(1) of the Companies Act 2013 are not applicable

12 PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES

The Company provides a gender friendly workplace during the year underreview there were no cases filed pursuant to Sexual Harassment of Womenat Workplace (Prevention Prohibition and Redressal) Act 2013None of the employees of your Company is covered under the provisions ofRule 5(2) of the Companies (Appointment and Remuneration of ManagerialPersonnel) Rules 2014

13 RISK MANAGEMENT

The Board has approved the Risk Management Policy of the Company TheCompanyrsquos risk management framework is designed to address risks intrinsicto operations financials and compliances arising out of the overall strategy

Omansh Enterprises Limited Annual Report 2016-2017 15

of the Company The Company manages monitors and reports on the principalrisks and uncertainties that can impact its ability to achieve it objectives Theresponsibility for management of risks vests with the Managers officersresponsible for the day-to-day conduct of the affairs of the Company Riskfocused audits are carried out periodically by the Internal Auditors whichlead to identification of areas where risk management processes need to bestrengthened Annual update is provided to the Board on the effectiveness ofthe Companyrsquos risk management systems and policies

14 INTERNAL FINANCIAL CONTROLS amp INTERNAL AUDIT

The Company has adequate internal financial controls with respect to thefinancial statements commensurate with the size and scale of the operationsof the Company During the year such controls were tested and no reportablematerial weakness in operation has been observed Internal audit of theCompany has been carried out during the year The Audit Committee reviewsthe internal audit findings provides guidance on internal controls and ensuresthat the internal audit recommendations are implemented

15 PARTICULARS OF LOANS GUARANTEES AND INVESTMENTS

Particulars of loans given investments made guarantees given and securitiesprovided along with the purpose for which the loan or guarantee or security isproposed to be utilized by the recipient are provided in the FinancialStatements

16 RELATED PARTY TRANSACTIONS

During the year ended on 31st March 2017 the Company has not entered intoany contract arrangement transaction with related parties which could beconsidered as material in accordance with the policy of the Company onmateriality of related party transactionsThe Policy on materiality of related party transactions and dealing with relateddealing with related party transactions as approved by the Board is availableon the website of the Company at weblink httpwwwomanshenterprisescomwp-contentuploads201508Policy-on-materiality-of-Related-Party-Transactions-and-on-dealing-with-Related-Party-Transactionspdf

17 SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS COURTS TRIBUNALS

During the year under review no significant or material orders were passedby the Regulators Courts Tribunals which would impact the going concernstatus of the Company and its future operations

18 EXTRACT OF ANNUAL RETURN

The details forming part of the extract of the Annual Return in Form MGT-9are provided under Annexure II to this Report

Omansh Enterprises Limited Annual Report 2016-2017 16

19 AUDITORS AND AUDIT REPORT

Ms Satyendra Mrinal amp Associates Chartered Accountants who are thestatutory auditors of the Company hold office till the conclusion of theforthcoming AGM Since their term is expiring at the forthcoming AGM thuspursuant to the provisions of section 139 of the Companies Act 2013 and theRules framed thereunder it is proposed to appoint Ms Rajeev Singh amp CoChartered Accountants as the Statutory Auditors of the Company who havegiven their consent for the same from the conclusion of the 43rd AGM till theconclusion of the 48th AGM of the Company to be held in the year 2022 subjectto ratification of their appointment at every AGM to be held after this AGMThe comments made by the Auditorsrsquo in their Report are self explanatory anddo not call for any further comments The Auditorsrsquo Report does not containany qualification reservation or adverse remark

20 CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION FOREIGNEXCHANGE EARNINGS AND OUTGO

CONSERVATION OF ENERGY

Steps taken on conservation of energy and impact thereof Efforts to conserveelectricity by operating only necessary lights fittings and fixtures were madeduring the financial year 2016-17Steps taken by the company for utilizing alternate sources of energy NILCapital investment on energy conservation equipment NILTECHNOLOGY ABSORPTION

(I) Efforts in brief made towards technology absorption and benefits derivedas a result of the above efforts eg product improvement cost reductionproduct development import substitution etc Nil

(II) In case of imported technology (imported during the last 3 years reckonedfrom the beginning of the financial year) following information may befurnishedA) Details of technology imported - NILB) Year of import ndashNILC) Whether the technology been fully absorbed - NILD) If not fully absorbed areas where absorption has not taken place

and the reasons therefore ndash NILIII) Expenditure incurred on research and development ndash NILFOREIGN EXCHANGE EARNINGS AND OUTGO

There were no foreign exchange earnings or foreign exchange outflow duringthe year

Omansh Enterprises Limited Annual Report 2016-2017 17

21 SECRETARIAL AUDITOR amp SECRETARIAL AUDIT REPORT

In terms of Section 204 of the Companies Act 2013 the Company hasappointed Ms Amit R Dadheech amp Associates Practicing CompanySecretaries as the Secretarial Auditor of the Company for the financial year2016-17 The Secretarial Audit Report given by Ms Amit R Dadheech ampAssociates Practicing Company Secretary is provided under Annexure III tothis ReportThe comments made by the Secretarial Auditor are self explanatory and donot require and further comments The Secretarial Audit Report does notcontain any qualification reservation or adverse remark

22 ESTABLISHMENT OF VIGIL MACHENISM

The Vigil Mechanism Policy of the Company is formulated in terms of section177 (9) of the Companies Act 2013 read with the provisions of the ListingAgreement with the Stock Exchange(s) and thereby also incorporates WhistleBlower Policy That as per the said policy protected disclosures can be madeby the whistle blower to the dedicated e-mail telephone line letter to Chairmanof Audit CommitteeThe Policy on Vigil Mechanism and Whistle Blower Policy as approved by theBoard is available on the website of the Company at web-link httpwwwomanshenterprisescomwp-contentuploads201508Vigil-Mechanism-and-Whistle-Blower-Policypdf

23 ACKNOWLEDGEMENT

Your directors would like to express their sincere appreciation for theassistance and corporation received from the financial institutions banksGovernment authorities customers vendors and members during the yearunder review Your directors also wish to place on record their deep sense ofappreciation for the committed services by the Companyrsquos executives staffand workers

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanDate September 4 2017 Managing Director Wholetime DirectorPlace New Delhi DIN 07639422 DIN 07835068

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 18

Annexure-INOMINATION amp REMUNERATION POLICY

(DIRECTORS KMP amp SENIOR MANAGEMENT)

INTRODUCTION

In pursuance of the Companyrsquos philosophy to consider its employees as itsinvaluable assets to pay equitable remuneration to all Directors Key ManagerialPersonnel (KMP) and employees of the Company to harmonize the aspirationsof human resources consistent with the goals of the Company and in terms of theprovisions of the Companies Act 2013 this policy on nomination and remunerationof Directors Key Managerial Personnel and Senior Management has beenformulated by the Nomination amp Remuneration Committee and approved by theBoard of DirectorsOBJECTIVE

The objective and purpose of the Policy are as given below1 To lay down criteria and terms and conditions with regard to identifying persons

who are qualified to become Directors (Executive and Non-Executive) andpersons who may be appointed in Senior Management and Key Managerialpositions and to determine their remuneration

2 To carry out evaluation of the performance of Directors as well as KeyManagerial and Senior Management Personnel

3 To provide them reward linked directly to their effort performance dedicationand achievement of Organizationrsquos goals as entrusted on them

4 To retain motivate and promote talent and to ensure long term retention oftalented managerial persons and create competitive advantage In the contextof the aforesaid objectives the following policy has been framed andrecommended by the Nomination amp Remuneration Committee and adoptedby the Board of Directors

PART ndash A

POLICY FOR APPOINTMENT AND REMOVAL OF DIRECTOR KMP AND SENIORMANAGEMENTAPPOINTMENT

1 The candidate for a position at Director KMP or Senior Management level ismet by the Managing Director in consultation with the other Directors Theinterview is targeted at assessing the candidate on his her functional ampleadership capabilities and cultural fitment to the organization

2 The MD assesses the shortlisted candidates3 The selected candidatersquos details and the proposed compensation is shared

with the Nomination amp Remuneration Committee for their review andsuggestions The same is shared with the Board at the next board meeting

Omansh Enterprises Limited Annual Report 2016-2017 19

TERM TENURE

The tenure for Directors shall be governed by the terms defined in the CompaniesAct 2013 However the tenure for other KMP and Senior Management Personnelwill be governed by Terms of Appointment in accordance with the RecruitmentPolicy of the CompanyEVALUATION

The performance of the KMP and Senior Management Personnel is evaluated atregular intervals (half yearly yearly) by the Managing Director The performanceevaluation of Independent Directors shall be done by the Board excluding theDirector being evaluated basis the contributions made to the Board deliberationson various matters including business strategy financial strategy operations costand risk management etc and suggestions given in this regardREMOVAL

Due to reasons for any disqualification mentioned in the Companies Act 2013rules made thereunder or under any other applicable Act rules and regulationsthe Managing Director may recommend to the Committee and the Board withreasons recorded in writing removal of a Director subject to the provisions andcompliance of the said Act rules and regulationsFor other KMP or Senior Management Personnel the removal will be governedby the Terms of Appointment in accordance with the Recruitment Policy of theCompany and the subsequent approval of the Managing DirectorRETIREMENT

The Director KMP and Senior Management Personnel shall retire as per theapplicable provisions of the Companies Act 2013 and the prevailing policy of theCompany The Managing Director will have the discretion to retain the DirectorKMP Senior Management Personnel in the same position remuneration orotherwise even after attaining the retirement age for the benefit of the Company

PART ndash B

POLICY RELATING TO EVALUATION AND REMUNERATION OF THE KMP ANDSENIOR MANAGEMENT PERSONNELEVALUATION PROCESS

The three Point Rating scale for performance review of Executive Director KMPand Senior Management is to be followed1 Rating on Basic Job Responsibilities indicating whether the basic job

responsibilities have been met during the year2 Rating on Goals Annual rating on each goal on a five-point scale Weighted

average of the ratings is calculated to arrive at a lsquoWeighted Goal Scorersquo3 Rating on Capabilities Factors The qualitative aspects of the performance is

assessed using the Capabilities Factors by the supervisor on a five-pointscale

Omansh Enterprises Limited Annual Report 2016-2017 20

Based on a holistic view of the Three Point Rating the supervisor provides anoverall Rating This rating is reviewed by the Managing Director along with theimmediate reporting officer who does a Qualitative review of the performancebased on the efforts put in by the employee results achieved and impact of theexternal and internal factors to arrive at a lsquoFinal Annual RatingrsquoThe revision in the total remuneration is directly linked to the lsquoFinal Annual Ratingrsquofor all employees1 The remuneration compensation commission etc to the KMP and Senior

Management Personnel will be determined by the Managing Director inconsultation with other Directors (except the Independent Directors) inaccordance with the Recruitment Policy of the Company which is based uponthe Final Annual Rating employee potential and market benchmarkcompensation The revised remuneration is shared with the Nomination ampRemuneration Committee for review

2 The remuneration compensation commission etc shall be subject to theprior post approval of the shareholders of the Company and CentralGovernment wherever required

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanDate September 4 2017 Managing Director Wholetime DirectorPlace New Delhi DIN 07639422 DIN 07835068

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 21

Omansh Enterprises Limited Annual Report 2016-2017 22

lsquoAnnexure-IIrsquoForm No MGT-9

EXTRACT OF ANNUAL RETURNAs on the financial year ended on 31032017

[Pursuant to Section 92(3) of the Companies Act 2013 and rule 12(1)of the Companies (Management and Administration) Rules 2014]

I REGISTRATION AND OTHER DETAILS

i) CIN L21011DL1974PLC241646ii) Registration Date 20031974iii) Name of the Company OMANSH ENTERPRISES LIMITEDiv) Category Sub-Category of the Company Public Company Limited by Shares amp Having Share Capitalv) Address of the Registered office and contact details SHOP NO 37 QD BLOCK DDA MARKET

PITAMPURA NEW DELHI - 110034Email infoomanshenterprisescom

vi) Whether listed company Yesvii) Name and Address of Registrar amp Transfer Agents ( RTA )

Name of Registrar amp Transfer Agents Skyline Financial Services Private LimitedAddress D-153 A 1st Floor Okhla Industrial Area Phase-ITown City New DelhiState DelhiPin Code 110020Telephone +91-(0)11-6473 2681 6473 2682Fax Number +91-(0)11-2681 2682Email Address adminskylinertacom

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-SNo Name and Description of NIC Code of the to total turnover

main products services Product service of the company1 Whole sale of textiles and clothing 46411 9892

III PARTICULARS OF HOLDING SUBSIDIARY AND ASSOCIATE COMPANIES No of companies for which information is being filloed = NILSNo Name and Address of the Company CINGLN Holding of shares held Applicable Section

SubsidiaryAssociates

Not applicable

Omansh Enterprises Limited Annual Report 2016-2017 23

No of Shares held at the beginning of the year No of Shares held at the end of the year

C at eg o r y o f D e ma t P h y s i ca l T o t a l o f D e ma t P h y s i ca l T o t a l o f C h a n g eS h a r e h o ld er s Tot al S hares Tot al S hares d ur in g t he year

A Promoters(1) Indiana) IndividualHUF 3114500 0 3114500 1755 3114500 0 3114500 1755 000b) Central Govt 0 0 0 000 0 0 000 000 000c) State Govt (s) 0 0 0 000 0 0 000 000 000d) Bodies Corp 4532000 0 4532000 2553 4532000 0 4532000 2553 000e) Banks FI 0 0 0 000 0 0 000 000 000f) Any Otherhellip 0 0 0 000 0 0 000 000 000Sub-total (A) (1)- 7646500 0 7646500 4308 7646500 0 7646500 4308 000(2) Foreign 0 0 0 000 0 0 0 000 000a) NRIs - Individuals 0 0 0 000 0 0 0 000 000b) Other ndash Individuals 0 0 0 000 0 0 0 000 000c) Bodies Corp 0 0 0 000 0 0 0 000 000d) Banks FI 0 0 0 000 0 0 0 000 000e) Any Otherhellip 0 0 0 000 0 0 0 000 000Sub-total (A) (2)- 0 0 0 000 0 0 0 000 000Total shareholding of Promoter(A) = (A)(1)+(A)(2) 7646500 0 7646500 4308 7646500 0 7646500 4308 000B Public Shareholding 1 Insti tutions a) Mutual Funds 0 0 0 000 0 0 0 000 000b) Banks FI 0 0 0 000 0 0 0 000 000c) Central Govt 0 0 0 000 0 0 0 000 000d) State Govt(s) 0 0 0 000 0 0 0 000 000e) Venture Capital Funds 0 0 0 000 0 0 0 000 000f) Insurance Companies 0 0 0 000 0 0 0 000 000g) FIIs 0 0 0 000 0 0 0 000 000h) Foreign Venture Capital Funds 0 0 0 000 0 0 0 000 000i) Others (specify) 0 0 0 000 0 0 0 000 000Sub-total (B)(1)- 0 0 0 000 0 0 0 000 0002 Non-Institutions a) Bodies Corp i) Indian 3296183 25000 3321183 1871 2695355 25000 2720355 1533 -338ii) Overseas 0 0 0 000 0 0 0 000 000b) Individuals i) Individual shareholdersholding nominal share capitalupto Rs 1 lakh 1688546 410000 2098546 1182 718726 409050 1127776 635 -547ii) Individual shareholdersholding nominal sharecapital in excess of Rs 1 lakh ldquo 3745717 616000 4361717 2457 5227885 616000 5843885 3292 835c) Others (specify) 321054 1000 322054 181 410484 1000 411484 232 051Sub-total (B)(2)- 9051500 1052000 10103500 5692 9052450 1051050 10103500 5692 000Total Public Shareholding(B)=(B)(1)+(B)(2) 9051500 1052000 10103500 5692 9052450 1051050 10103500 5692 000C Shares held by Custodianfor GDRs amp ADRs 0 0 0 000 0 0 0 000 000Grand Total (A+B+C) 16698000 1052000 17750000 10000 16698950 1051050 17750000 10000 000

IV SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)A Category-wise Share Holding

Omansh Enterprises Limited Annual Report 2016-2017 24

B Shareholding of Promoters

S Shareholder rsquos Name No of of of shares No of of of shares changeNo Shares tota l pledged Shares tota l pledged in share

Shares encum- shares of encum- hold-of the bered to the bered to ing during

company tota lshares company tota lshares the year1 Mr Gaurav Mutreja 14500 008 000 14500 008 000 0002 Mr Chander Bhan 100000 056 000 100000 056 000 0003 Ms Atharva Professsional Consultants LLP 500000 282 000 500000 282 000 0004 Ms JK Lrsquoatelier Limited 2500000 1408 000 2500000 1408 000 0005 Mr Gaurav Bhatia 50000 028 000 50000 028 000 0006 Ms Gaurav Sukhija (HUF) 250000 141 000 250000 141 000 0007 Ms Komal Sukhi ja 250000 141 000 250000 141 000 0008 Ms Mukesh Sukhija (HUF) 50000 028 000 50000 028 000 0009 Ms Neelam Bhatia 600000 338 000 600000 338 000 00010 Ms Neelam Rani 100000 056 000 100000 056 000 00011 Mr Om Prakash Sukhi ja 700000 394 000 700000 394 000 00012 Ms Pooja Bhatia 150000 085 000 150000 085 000 00013 Ms Raj Kanta Sukhi ja 250000 141 000 250000 141 000 00014 Ms Rashmi Sukhi ja 550000 310 000 550000 310 000 00015 Ms Shi lpa Bhatia 50000 028 000 50000 028 000 00016 Ms Achyut Properties Private Limited 500000 282 000 500000 282 000 00017 Ms Ranji tgarh Finance Company PrivateLimited 1032000 581 000 1032000 581 000 000

Shareholding at the beginning of the year Shareholding at the end of the year

Omansh Enterprises Limited Annual Report 2016-2017 25

C Change in Promotersrsquo Shareholding

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company companySAME AS MENTIONED IN ldquoBrdquo ABOVE

Shareholding at the beginning of the year Shareholding at the end of the year

D Shareholding Pattern of top ten Shareholders (other than Directors Promoters and Holders ofGDRs and ADRs)

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 NAU NIDH FINANCE LIMITED BODY 2500000 1408 2500000 1408

CORPORATE2 KAMALJIT GHAI INDIVIDUAL 250000 141 250000 1413 BHALINDER GHAI INDIVIDUAL 250000 141 250000 1414 HARMEET GHAI INDIVIDUAL 250000 141 250000 1415 GEETA CHADHA INDIVIDUAL 250000 141 250000 1416 MANAN NARANG INDIVIDUAL 250000 141 500000 2827 RAJIV CHADHA INDIVIDUAL 250000 141 250000 1418 NAVEEN NARANG INDIVIDUAL 250000 141 500000 2829 SUMITRA NARANG INDIVIDUAL 250000 141 500000 28210 SATISH CHANDER NARANG INDIVIDUAL 250000 141 500000 282

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

Omansh Enterprises Limited Annual Report 2016-2017 26

E Shareholding of Directors and Key Managerial Personnel

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 Radhey Shayam Whole Time Director 500 000 500 0002 Gaurav Mutre ja Director 14500 008 14500 008

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

V INDEBTEDNESSParticulars Secured Loans Unsecured Deposi ts Total

excluding deposits Loans Indebtedness

VI REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL A Remuneration to Managing Director Whole-time Directors andor Manager

Gross Salary CommissionS Name of (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others Total CeilingNo MDWTD per provision perquisites in lieu of Option Equity profit as per

Manager contained us 17(2) salary the Actin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

NOT ANY

Indebtedness at the beginning of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

Change in Indebtedness during the financial yearAdditionReductionNet Change

Indebtedness at the end of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

NOT APPLICABLE

Omansh Enterprises Limited Annual Report 2016-2017 27

B Remuneration to other directors

Independent Directors Other Non-Executive DirectorS Name of Fee for Commission Others Total 1 Fee for Comm- Others Total Total Total Over-No Director attending attend- ission (2) (1+2) Mana- all

board ing gerial Ceilingcommittee board Remu- as permeetings commi- nerat- the Act

ttee ionmeet-ings

NOT ANY

C Remuneration to Key Managerial Personnel Other than MDManagerWTD

Gross Salary CommissionS Name of Key (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others TotalNo Managerial per provision perquisites in lieu of Option Equity profit

Personnel contained us 17(2) salaryin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

Not Any

Omansh Enterprises Limited Annual Report 2016-2017 28

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Manoj Ramesh Kumar Chauhan Seema KhanWhole Time Director Managing DirectorDIN 07835068 DIN 07639422

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

VII PENALTIES PUNISHMENT COMPOUNDING OF OFFENCES

Type Section of the Brief Detail of Authority [RDNCLT] Appeal made if anyCompanies Description Penalty Punishment Court] (give Details)

Act Compoundingfees imposed

A COMPANYPenaltyPunishment NOT ANYCompoundingB DIRECTORSPenaltyPunishment NOT ANYCompoundingC OTHER OFFICERS IN DEFAULTPenaltyPunishment NOT ANYCompounding

Omansh Enterprises Limited Annual Report 2016-2017 29

Annexure III

FORM NO MR-3SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED 31ST MARCH 2017[Pursuant to Section 204(1) of the Companies Act 2013 and Rule No9 of the

Companies (Appointment and Remuneration Personnel) Rules 2014]

ToThe MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034We have conducted the secretarial audit of the compliance of applicable statutoryprovisions and the adherence to good corporate practices by Omansh EnterprisesLimited (CIN L21011DL1974PLC241646) (hereinafter called ldquothe companyrdquo)Secretarial Audit was conducted in a manner that provided us a reasonable basisfor evaluating the corporate conductsstatutory compliances and expressing ouropinion thereonBased on our verification of Omansh Enterprises Limited books papers minutebooks forms and returns filed and other records maintained by the company andalso the information provided by the Company its officers agents and authorizedrepresentatives during the conduct of the Secretarial Audit we hereby report thatin our opinion the Company has during the audit period covering the financialyear ended on March 31 2017 complied with the statutory provisions listedhereunder and also that the Company has proper Board processes and compliancemechanism in place to the extent in the manner and subject to the reportingmade hereinafterWe have examined the books papers minute books forms and returns filedand other records maintained by Omansh Enterprises Limited for the financialyear ended on March 31 2017 according to the provisions of

1 The Companies Act 2013 (the Act) and the rules made thereunder2 The Securities Contracts (Regulation) Act 1956 (lsquoSCRArsquo) and the rules made

thereunder3 The Depositories Act 1996 and the Regulations and Bye-laws framed

thereunder4 Foreign Exchange Management Act 1999 and the rules and regulations made

thereunder to the extent of Foreign Direct Investment Overseas DirectInvestment and External Commercial Borrowings (During the period underreview the Company has not entered into any transaction requiring

Omansh Enterprises Limited Annual Report 2016-2017 30

compliances with the Foreign Exchange Management Act 1999 and therules and regulations made thereunder to the extent of Foreign DirectInvestment Overseas Direct Investment and External CommercialBorrowings)

5 The Securities and Exchange Board of India (Substantial Acquisition of Sharesand Takeovers) Regulations 2011

6 The Securities and Exchange Board of India (Prohibition of Insider Trading)Regulations 2015

7 The Securities and Exchange Board of India (Issue of Capital and DisclosureRequirements) Regulations 2009

8 The Securities and Exchange Board of India (Employee Stock Option Schemeand Employee Stock Purchase Scheme) Guidelines 1999 (During the periodunder review the Company has not entered into any transaction requiringcompliances with the Securities and Exchange Board of India (EmployeeStock Option Scheme and Employee Stock Purchase Scheme)Guidelines 1999)

9 The Securities and Exchange Board of India (Issue and Listing of DebtSecurities) Regulations 2008 (During the period under review theCompany has not entered into any transaction requiring complianceswith the Securities and Exchange Board of India (Issue and Listing ofDebt Securities) Regulations 2008)

10 The Securities and Exchange Board of India (Registrars to an Issue andShare Transfer Agents) Regulations 1993 regarding the Companies Act anddealing with client

11 The Securities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009)

12 The Securities and Exchange Board of India (Buyback of Securities)Regulations 1998 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Buyback of Securities)Regulations 1998)

OTHER APPLICABLE LAWS

With respect to the compliance system prevailing in the Company and onexamination of the relevant documents and records in pursuance thereof on testcheck basis the Company has complied with the following laws applicable to theCompany

Omansh Enterprises Limited Annual Report 2016-2017 31

1 Indian Contract Act 18722 Income Tax Act 1961 to the extent of Tax Deducted at Source under various

Section and TDS Returns filed3 Indirect Tax Laws relating to collections deductions wherever applicable

payments made and returns filedWe have also examined compliance with the applicable clauses of thefollowing

1 Secretarial Standards issued by The Institute of Company Secretaries of India2 The Listing Agreements entered into by the Company with BSE Ltd pursuant

to SEBI (Listing Obligation and Disclosure Requirement) Regulations 2015During the period under review the Company has complied with the provisions ofthe Act Rules Regulations Guidelines Standards etc mentioned aboveWe further report that

The Board of Directors of the Company is duly constituted with proper balance ofExecutive Directors Non-Executive Directors and Independent Directors Thechanges in the composition of the Board of Directors that took place during theperiod under review were carried out in compliance with the provisions of the ActAdequate notice is given to all directors to schedule the Board Meetings agendaand detailed notes on agenda were sent at least seven days in advance and asystem exists for seeking and obtaining further information and clarifications onthe agenda items before the meeting and for meaningful participation at themeetingMajority decision is carried unanimously however the dissenting membersrsquo viewsif any are captured and recorded as part of the minutesWe further report that there are adequate systems and processes in the companycommensurate with the size and operations of the company to monitor and ensurecompliance with applicable laws rules regulations and guidelinesWe further report that during the audit period

1 During the financial year ended March 31 2017 the Company has notappointed Company Secretary (CS) and Chief Financial Officer (CFO) on theBoard of the Company in compliance with Section 203 of the Companies Act2013 however the Company has appointed CS and CFO wef May 292017 and September 4 2017 respectively

2 The Company has not appointed an Internal Auditor in compliance withprovision of Section 138 of Companies Act 2013

3 There were instances of delay in filing the Forms as required to be filed withRegistrar of Companies Delhi and the Company has paid additional fees forthe same

Note This report is to be read with our letter of even date which annexed asAnnexure A and forms an integral part of this report

Omansh Enterprises Limited Annual Report 2016-2017 32

Annexure A to the Secretarial Audit Report

The MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034

1 We have not verified the correctness and appropriateness of financial recordsand Books of Accounts of the Company

2 Where ever required we have obtained the Management representation aboutthe compliance of laws rules and regulations and happening of events etc

3 The compliance of the provisions of Corporate and other applicable lawsrules regulations standards is the responsibility of management Ourexamination was limited to the verification of procedures on the random testbasis

4 We have followed the audit practices and processes as were appropriate toobtain reasonable assurance about the correctness of the contents of thesecretarial records The verification was done on the random test basis toensure that correct facts are reflected in secretarial records We believe thatthe processes and practices we followed provide a reasonable basis for ouropinion

5 The Secretarial Audit report is neither an assurance as to the future viabilityof the company nor of the efficacy or effectiveness with which the managementhas conducted the affairs of the Company

For Amit R Dadheech amp Associates

Amit R DadheechM No 22889 CP No 8952Mumbai September 4 2017

MANAGEMENT DISCUSSION AND ANALYSIS

Your Directors are pleased to present the Management Discussion and AnalysisReports for the year ended March 31 2017 as underbull Overview

The Indian textile industry is one the largest and oldest sectors in the country andamong the most important in the economy in terms of output investment andemployment The sector employs nearly 45 million people directly and it is one ofthe largest sources of employment generation in the country The textile industrycontributes to 10 of manufacturing production 2 of Indiarsquos GDP and to 13 ofthe countryrsquos export earnings With direct linkages to the rural economy and theagriculture sector it has been estimated that one of every six households in thecountry depends on this sector either directly or indirectly for its livelihoodbull Industry Structure

Raw material costs have been increasing globally coupled with a shortage ofskilled workers While a shift is taking place of textiles industries from China andBangladesh to India the industrial climate in India has also become adverse dueto regular increases in input costs Any further appreciation of the Rupee willadversely affect exports from India Though the spinning industry has faredsomewhat better those with a presence in weaving processing or even compositebusinesses are facing the heat due to increases in input cost without being ableto pass on such higher costs to customers as the market is simply unable toabsorb the samebull Opportunities and Threat

There is good scope for growth for the textile industry as Indiarsquos share in theglobal trade in textiles is weak compared to other countries The free tradeenvironment is a great opportunity for the Indian textile industry to increase itsshare in the global market Chinese exports are slowing down on account of variousfactors inclusive of increase in domestic demand and rising costs This is a goodopportunity of which our textile industry should make use but smaller countrieslike Bangladesh Sri Lanka Pakistan Turkey and Vietnam etc are becomingformidable challengersLack of uninterrupted power increased power costs higher transaction costshigh cost of labour is hindering the progress However we are making all outefforts to cope with all these challenges by continuous efforts at cost reductionprocess improvements diversification of products and improving productivity byimproving efficienciesbull Business operations

The Company is engaged in the business of Textile industry During the yearunder review the industry faced various challenges due to global and economicslowdown and increasing rates of interest rates But looking at the huge potentialin India for Textile the company is hopeful of reenter into this sector The growthin the sector is very good and Management expects better results in forth comingyearOmansh Enterprises Limited Annual Report 2016-2017 33

bull Outlook

In light of the new and vibrant management of the company and steady growth inthe operations of the company and looking at the huge demand for residential aswell as commercial space in Delhi the company is hopeful of its upwardperformance the future growth for the benefit of its stakeholders at largebull Internal control System

The company has an effective internal control environment which ensures thatoperation are managed efficiently and effectively assets are safeguardedregulatory are complied with and transactions are recorded after appropriateauthorization The Company has an adequate internal control systemcommensurate with the size of the company and the nature of its business whichensures that functioning of the Company is managed efficiently and effectivelyassets are safeguarded regulatory compliances are complied with and transactionsare recorded after appropriate authorizationbull Human relations

Human resources have always been most valuable assets for Omansh EnterprisesLimited During the year the company has once again gained the confidence of itsHuman Resource as well and company constantly seeks to attract and retain thebest available talent Human resources management incorporates a process drivenapproach that invest regularly in the extensive training programs The Companycontinued to enjoy healthy industrial relations during the yearbull Forward Looking and Cautionary Statements

Management Discussion and Analysis contains forward-looking statementsconcerning the Companyrsquos future plans strategies and performance Theseforward-looking statements are not historical facts rather they representassumptions and beliefs based on economic financial and competitive datacurrently available Furthermore they are subject to a number of risks anduncertainties that without limitation relate to economic conditions fiercecompetition in the information service industry customer demand tax rulesregulations and other factors Readers of this annual report are cautioned not toplace undue reliance on these forward-looking statements The Company thereforewishes to caution readers that actual results may differ materially

On behalf of Board of Directorsof Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanManaging Director Wholetime DirectorDIN 07639422 DIN 07835068

DateSeptember 4 2017Place New Delhi

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 34

Independent Auditorrsquos Report

To the Members of Omansh Enterprises Limited

Report on the Financial Statements

We have audited the accompanying standalone financial statements of OmanshEnterprises Limited (ldquothe Companyrdquo) which comprise the Balance Sheet as atMarch 31 2017 the Statement of Profit and Loss and Cash Flow Statement for theyear then ended and a summary of significant accounting policies and otherexplanatory information

Managementrsquos Responsibility for the Financial Statements

The Companyrsquos Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 (ldquothe Actrdquo) with respect to the preparation ofthese standalone financial statements that give a true and fair view of the financialposition financial performance and cash flows of the Company in accordancewith accounting principles generally accepted in India including the AccountingStandards specified under section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014 and the Companies (Accounting Standards) AmendmentRules 2016 This responsibility includes maintenance of adequate accountingrecords in accordance with the provisions of the Act for safeguarding of the assetsof the Company and for preventing and detecting frauds and other irregularitiesselection and application of appropriate accounting policies making judgmentsand estimates that are reasonable and prudent and the design implementationand maintenance of adequate internal financial control that were operatingeffectively for ensuring the accuracy and completeness of the accounting recordsrelevant to the preparation and presentation of the financial statements that givea true and fair view and are free from material misstatement whether due to fraudor error

Auditorrsquos Responsibility

Our responsibility is to express an opinion on these standalone financial statementsbased on our audit We have taken into account the provisions of the Act theaccounting and auditing standards and matters which are required to be includedin the audit report under the provisions of the Act and the Rules made thereunderWe conducted our audit in accordance with the Standards on Auditing issued bythe Institute of Chartered Accountants of India as specified under Section 143(10)of the Act Those Standards require that we comply with ethical requirements andplan and perform the audit to obtain reasonable assurance about whether thefinancial statements are free from material misstatement

An audit involves performing procedures to obtain audit evidence about theamounts and disclosures in the financial statements The procedures selecteddepend on the auditorrsquos judgment including the assessment of the risks of materialmisstatement of the financial statements whether due to fraud or error In making

Omansh Enterprises Limited Annual Report 2016-2017 35

those risk assessments the auditor considers internal financial control relevantto the Companyrsquos preparation of the financial statements that give a true and fairview in order to design audit procedures that are appropriate in the circumstancesAn audit also includes evaluating the appropriateness of accounting policies usedand the reasonableness of the accounting estimates made by the CompanyrsquosDirectors as well as evaluating the overall presentation of the financial statementsWe believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the standalone financial statements

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the standalone financial statements give the information required bythe Act in the manner so required and give a true and fair view in conformity withthe accounting principles generally accepted in India of the state of affairs of theCompany as at 31st March 2017 its profit and its cash flows for the year endedon that date

Report on Other Legal and Regulatory Requirements

1 As required by the Companies (Auditorrsquos report) Order 2016 (ldquothe Orderrdquo)issued by the Central Government of India in terms of sub-section (11) ofSection 143 of the Act we give in the Annexure 1 a statement on the mattersspecified 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 whichto the best of our knowledge and belief were necessary for the purposeof our audit

b) In our opinion proper books of account as required by law have beenkept by the Company so far as it appears from our examination of thosebooks

c) The Balance Sheet Statement of Profit and Loss and Cash FlowStatement dealt with by this Report are in agreement with the books ofaccount

d) In our opinion the aforesaid standalone financial statements comply withthe Accounting Standards specified under Section 133 of the Act readwith Rule 7 of the Companies (Accounts) Rules 2014 and the Companies(Accounting Standards) Amendment Rules 2016

e) On the basis of written representations received from the directors as on31st March 2017 and taken on record by the Board of Directors none ofthe directors is disqualified as on 31st March 2017 from being appointedas a director in terms of Section 164(2) of the Act

Omansh Enterprises Limited Annual Report 2016-2017 36

f) With respect to the adequacy of the internal financial controls overfinancial reporting of the Company and the operating effectiveness ofsuch controls refer to our separate Report in ldquoAnnexure 2rdquo to this report

g) With respect to the other matters to be included in the Auditorrsquos Reportin accordance with Rule 11 of the Companies (Audit and Auditors) Rules2014 in our opinion and to the best of our information and according tothe explanations given to us

i The Company does not have any pending litigations which wouldimpact its financial position

ii The Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeablelosses

iii There has not been an occasion in which the company during theyear under report to transfer any sum to the Investor Education andProtection Fund Hence the question of delay in transferring suchsum does not arise

iv The Company has provided requisite disclosures in Note No 27 tothese standalone financial statements as to the holding of SpecifiedBank Notes on November 8 2016 to December 30 2016 as well asdealings in Specified Bank Notes during the period from November8 2016 to December 30 2016 Based on our audit procedures andrelying on the management representation regarding the holdingand nature of cash transactions including Specified Bank Noteswe report that these disclosures are in accordance with the books ofaccounts maintained by the Company and as produced to us by theManagement

For Satyendra Mrinal amp AssociatesChartered Accountants

Firm Registration Number 017068N

SK JainPartner

Membership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 37

Annexure 1 referred to in paragraph 1 under the heading ldquoReport on OtherLegal and Regulatory Requirementsrdquo of our Report of even date

(i) (a) The Company has maintained proper records showing fullparticulars including quantitative details and situation of fixedassets

(b) All fixed assets have been physically verified by the managementat regular intervals as informed to us no material discrepancieswere noticed on such verification

(c) According to the information and explanations given by themanagement the Company has not acquired any immovableproperty during the year under audit no comments under thesub-clause are required

(ii) The Company does not have any inventory and accordingly therequirements under paragraph 3(ii) of the Order are not applicable to theCompany

(iii) According to the information and explanation given to us the Companyhas not granted any loans secured or unsecured to companies firmsLimited Liability Partnerships or other parties covered in the registermaintained under Section 189 of the Act and hence clause 3(iii)(a) (b)and (c) of the Order are not applicable to the Company and hence notcommented upon

(iv) In our opinion and according to the information and explanations givento us there are no loans investments guarantees and securities grantedin respect of which provisions of Section 185 and 186 of the Act areapplicable and hence not commented upon

(v) The Company has not accepted any deposits within the meaning ofSections 73 to 76 of the Act and the Companies (Acceptance of Deposits)Rules 2014 (as amended) Accordingly the provisions of clause 3(v) ofthe Order are not applicable

(vi) To the best of our knowledge and as explained the Central Governmenthas not specified the maintenance of cost records under Section 148(1)of the Act for the productsservices of the Company

(vii) (a) According to the information and explanations given to us andbased on the records of the company examined by us thecompany is regular in depositing the undisputed statutory duesincluding income-tax and other statutory dues as applicablewith the appropriate authorities in India

(b) According to the information and explanations given to us andbased on the records of the company examined by us thereare no dues of Income tax which have not been deposited onaccount of any disputes However the remaining taxes specifiedunder the said sub-clause are not applicable to the company

Omansh Enterprises Limited Annual Report 2016-2017 38

(viii) In our opinion and according to the information and explanations givenby the management the Company has not availed of any loans from anyfinancial institution bank or government and not issued any debentures

(ix) In our opinion and according to the information and explanations givenby the management the Company has not raised any money by way ofinitial public offer or further public offer (including debt instruments) andthe company has not raisedtaken any term loan

(x) Based upon the audit procedures performed for the purpose of reportingthe true and fair view of the financial statements and according to theinformation and explanations given by the management we report thatno fraud by the company or no fraud on the company by the officers andemployees of the Company has been noticed or reported during the year

(xi) According to the information and explanations given by the managementthe company has complied with the provisions of Section 197 read withSchedule V of the Companies Act 2013

(xii) In our opinion the Company is not a nidhi company Therefore theprovisions of clause 3(xii) of the order are not applicable to the Companyand hence not commented upon

(xiii) According to the information and explanations given by the managementthere were no transactions with the related parties during the year hencenot commented upon

(xiv) According to the information and explanations given to us and on anoverall examination of the Balance Sheet the Company has not madeany preferential allotment or private placement of shares or fully or partlyconvertible debentures during the year under review and hence reportingrequirements under clause 3(xiv) are not applicable to the Company andnot commented upon

(xv) According to the information and explanations given by the managementthe Company has not entered into any non-cash transactions with thedirectors or persons connected with him as referred to in Section 192 ofCompanies Act 2013

(xvi) According to the information and explanations given to us the provisionsof Section 45-IA of the Reserve Bank of India Act 1934 are not applicableto the Company

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 39

ANNEXURE 2 TO THE INDEPENDENT AUDITORrsquoS REPORT OF EVEN DATEON THE STANDALONE FINANCIAL STATEMENTS OF OMANSHENTERPRISES LIMITED

Report on the Internal Financial Controls under Clause (i) of Sub-section 3of Section 143 of the Companies Act 2013 (ldquothe Actrdquo)

To the Members of Omansh Enterprises Limited

We have audited the internal financial controls over financial reporting of OmanshEnterprises Limited (ldquothe Companyrdquo) as of 31st March 2017 in conjunction withour audit of the standalone financial statements of the Company for the year endedon that date

Managementrsquos Responsibility for Internal Financial Controls

The Companyrsquos Management is responsible for establishing and maintaininginternal financial controls based on the internal control over financial reportingcriteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial ControlsOver Financial Reporting issued by the Institute of Chartered Accountants of IndiaThese responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuringthe orderly and efficient conduct of its business including adherence to theCompanyrsquos policies the safeguarding of its assets the prevention and detectionof frauds and errors the accuracy and completeness of the accounting recordsand the timely preparation of reliable financial information as required under theCompanies Act 2013 (lsquothe Actrsquo)

Auditorrsquos Responsibility

Our responsibility is to express an opinion on the Companyrsquos internal financialcontrols over financial reporting based on our audit We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting (the ldquoGuidance Noterdquo) and the Standards on Auditing asspecified under section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls both applicable to an audit of Internal Financial Controlsand both issued by the Institute of Chartered Accountants of India ThoseStandards and the Guidance Note require that we comply with ethical requirementsand plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects

Our audit involves performing procedures to obtain audit evidence about theadequacy of the internal financial controls system over financial reporting andtheir operating effectiveness Our audit of internal financial controls over financialreporting included obtaining an understanding of internal financial controls overfinancial reporting assessing the risk that a material weakness exists and testing

Omansh Enterprises Limited Annual Report 2016-2017 40

and evaluating the design and operating effectiveness of internal control basedon the assessed risk The procedures selected depend on the auditorrsquos judgementincluding the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error

We believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the internal financial controls systemover financial reporting

Meaning of Internal Financial Controls Over Financial Reporting

A companyrsquos internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles A companyrsquos internal financialcontrol over financial reporting includes those policies and procedures that (1)pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company (2)provide reasonable assurance that transactions are recorded as necessary topermit preparation of financial statements in accordance with generally acceptedaccounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorisations of management and directorsof the company and (3) provide reasonable assurance regarding prevention ortimely detection of unauthorised acquisition use or disposition of the companyrsquosassets 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 financialreporting including the possibility of collusion or improper management overrideof controls material misstatements due to error or fraud may occur and not bedetected Also projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes inconditions or that the degree of compliance with the policies or procedures maydeteriorate

Omansh Enterprises Limited Annual Report 2016-2017 41

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at 31st March 2017 basedon the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls Over Financial Reporting issued bythe Institute of Chartered Accountants of India

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 42

Amount in Particulars Note As At As At

No 31032017 31032016

OMANSH ENTERPRISES LIMITEDRegd off SHOP NO QD-37 DDA MARKET PITAMPURA NEW DELHI-110034

BALANCE SHEET AS AT 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I EQUITY AND LIABILITIES(1) Shareholderrsquos Funds

(a) Share Capital 2 3550000000 3550000000(b) Reserves and Surplus 3 90954266 68038074(c) Money received against share warrants - 3640954266 - 3618038074

(2) Share application money pending allotment - -(3) Non-Current Liabilities

(a) Long-term borrowings - -(b) Deferred tax liabilities (Net) 121300 -(c) Other Long term liabilities - -(d) Long term provisions - 121300 - -

(4) Current Liabilities(a) Short-term borrowings - -(b) Trade payables 4 2658855175 2385034725(c) Other current liabilities 5 13400000 31328100(d) Short-term provisions - 2672255175 - 2416362825

Total 6313330741 6034400899II ASSETS(1) Non-current assets

(a) Fixed assets (i) Tangible assets 6 2888600 4902500 (ii) Intangible assets - - (iii) Capital work-in-progress - - (iv) Intangible assets under development - -(b) Non-current investments 7 801500000 801500000(c) Deferred tax assets (net) - 413300(d) Long term loans and advances 8 910000000 1232160100(e) Other non-current assets - 1714388600 - 2038975900

(2) Current assets(a) Current investments - -(b) Inventories - -(c) Trade receivables 9 4311808246 3931054446(d) Cash and cash equivalents 10 262853595 19436253(e) Short-term loans and advances 11 10054300 16482300(f) Other current assets 12 14226000 4598942141 28452000 3995424999

Total 6313330741 6034400899Significant Accounting PoliciesNotes on financial Statements 1-27

Omansh Enterprises Limited Annual Report 2016-2017 43

Amount in

Particulars Note 2016-17 2015-16No

OMANSH ENTERPRISES LIMITED

STATEMENT OF PROFIT amp LOSS FOR THE YEAR ENDED 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I Revenue from operations 20 1735111517 2138004325II Other Income 21 598242 165707300III Total Revenue I+II 1735709759 2303711625IV Expenses

Purchase of Stock-in-Trade (Net of Return) 1556101986 2019177290Changes in inventories of finished goods work-in-progress and Stock-in-Trade - -Employee benefit expense 22 38500000 92100000Financial costs 23 - 371112Depreciation and amortization expense 24 16239900 22358900Other expenses 25 91717081 130240960

IV Total Expenses 1702558967 2264248262V Profit before exceptional and extraordinary items and tax III-IV 33150792 39463363VI Exceptional Items - -VII Profit before extraordinary items and tax V-VI 33150792 39463363VIII Extraordinary Items - -IX Profit before tax VII-VIII 33150792 39463363X Tax expense

(1) Current tax 9700000 11638100(2) Deferred tax 534600 27512500

XI Profit(Loss) from the perid from continuing operations IX-X 22916192 312763XII Profit(Loss) from discontinuing operations - -XIII Tax expense of discounting operations - -XIV Profit(Loss) from Discontinuing operations XII-XIII - -XV Profit(Loss) for the period XI+XIV 22916192 312763XVI Earning per equity share 26

(1) Basic 001 000(2) Diluted 001 000

Omansh Enterprises Limited Annual Report 2016-2017 44

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2017(Amount in )

Particulars 2016-17 2015-16A Cash Flow from Operating Activities

Profit(Loss) before Taxation 331508 394634Adjustments for Depreciation 20139 81329Preliminary expenses 142260 142260Loss (Profit) on Sale of assets - -Finance cost - 3711Interest Income - -Operating Profit(Loss) before Working Capital Changes 493907 621934Adjustments for Trade and Other Receivables (3807538) 198975Inventories - -Loans and Advances 3285881 (4365027)Trade and Other Payables 2558924 859666Provisions - -Other current Assets - 6837Cash Generated from Operations 2531173 (2677615)Direct Tax Paid (97000) (116381)Net Cash generated from Operating Activities 2434173 (2793996)

B Cash Flow from Investing ActivitiesPurchase of Fixed Assets - -Sale of assets - -Investments - -Interest Income - -Net Cash used in Investing Activities - -

C Cash Flow from Financing ActivitiesProceeds of Borrowings - -Finance cost - (3711)Net Cash generated from in Financing Activities - (3711)Net Increase(Decrease) in Cash and Cash Equivalents (A+B+C) 2434173 (2797708)Cash and Cash Equivalents Opening 194362 2992070Cash and Cash Equivalents Closing 2628536 194362

Notes1 The above Cash Flow Statement has been prepared under the indirect method as set out in the Accounting Standard on Cash Flow Statement

(AS-3)2 Figures in Brackets indicate Cash Outflow3 Previous Year rsquos figures have been recast regrouped and restated where ever necessary

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 45

Notes Forming Part of Financial Statements

NOTE 1

A CORPORATE INFORMATION

The company is engaged in the business of trading in ClothClothingFabric in India the disclosure requirements of AccountingStandard-17 Segment Reporting are not applicable

B SIGNIFICANT ACCOUNTING POLICIES

I BASIS OF PREPARATION

The accompanying financial statements have been prepared andpresented as a going concern under historical cost convention onthe accrual basis of accounting unless otherwise stated inaccordance with the generally accepted accounting principles inIndia (Indian GAAP) and comply with the Accounting Standardsspecified under Section 133 of the Companies Act 2013 (The Act)read with paragraph 7 of the Companies (Accounts) Rules 2014and relevant provisions of the Companies Act 2013

The accounting policies have been consistently applied by theCompany and are consistent with those used in the previous year

All assets and liabilities have been classified as current or non-current as per the Companyrsquos normal operating cycle and othercriteria set out in the Schedule III of the Companies Act 2013Based on the nature of products and the time between theacquisition of assets for processing and their realisation in cashand cash equivalents the Company has ascertained its operatingcycle as up to twelve months for the purpose of currentnon-currentclassification of assets and liabilities

II USE OF ESTIMATES

The preparation of financial statements in conformity with IndianGAAP requires the management to make judgements estimatesand assumptions that affect the reported amounts of revenuesexpenses assets and liabilities and disclosure of contingentliabilities at the end of the reporting period Although these

Omansh Enterprises Limited Annual Report 2016-2017 46

estimates are based on the managementrsquos best knowledge ofcurrent events and actions uncertainty about these assumptionsand estimates could result in the outcomes requiring a materialadjustment to the carrying amounts of assets or liabilities in futureperiods

Significant estimates used by the management in the preparationof these financial statements include the useful life of fixed assetsand intangible assets and provisions for doubtful debtsadvancesDifference if any between the actual results and estimates arerecognized in the period in which the results are knownmaterialized

III FIXED ASSETS AND DEPRECIATION

Fixed assets are recorded at cost of acquisition and installationincluding freight duties levies less accumulated depreciation Costof acquisition includes rates taxes and any other directlyattributable cost for bringing the asset to its working condition forintended use

Depreciation on Tangible Fixed Assets is provided on Written DownValue method using the rates arrived at based on the useful livesas specified in the Schedule II of the Companies Act 2013 orestimated by the management The Company has used thefollowing useful life to provide depreciation on its fixed assets

Omansh Enterprises Limited Annual Report 2016-2017 47

(a) Assets where useful life is same as Schedule II

Assets Useful Life as Prescribedby Schedule II of theCompanies Act 2013

Factory Building 30 years

Plant amp Machinery (other thancontinuous process plant notcovered under specific industries) 15 years

Furniture amp Fittings 10 years

Motor Cycles scooters and other mopeds 10 years

Vehicles (Motor Cars) 8 years

Office Equipments 5 years

Computer printers amp data processing units 3 years

Electrical Installations 10 years

(b) Assets where useful life differ from Schedule II

Fixed Assets individually costing less than Rupees five thousandare fully depreciated in the year of purchase

(c) Depreciation

Depreciation on the Fixed Assets addeddisposed offdiscardedduring the year is provided on pro-rata basis with reference to thedate of additiondisposaldiscarding and in the case of capitalisationof any asset depreciation is charged from the date the same isreadyput to use to the Statement of Profit and Loss

IV INTANGIBLE ASSETS AND AMORTISATION

Intangible Assets are stated at acquisition cost net of accumulatedamortisation and accumulated impairment losses if any Intangibleassets are amortised on a straight-line basis over their estimateduseful lives

Omansh Enterprises Limited Annual Report 2016-2017 48

The Company amortises miscellaneous expenditure representingthe Companyrsquos formation expenses over a period of 5 yearsFurther the cost of Direct Listing of Equity Shares on BSE Limitedhas also been included in the same

V BORROWING COSTS

Borrowing Costs attributable to acquisition and construction ofqualifying assets are capitalised as a part of the cost of such assetsup to the date when such assets are ready for its intended useOther borrowing costs are charged to the Statement of Profit andLoss in the period in which they are incurred

VI FOREIGN CURRENCY TRANSACTIONS

The Company has not dealt with any foreign currency transactionduring the Financial Year

VII INVESTMENTS

Investments which are readily realisable and intended to be heldfor not more than one year from the date on which such investmentsare made are classified as current investments All otherinvestments are classified as long-term investments

Investments are recorded at cost on the date of purchase whichinclude acquisition charges such as brokerage stamp duty taxesetc Current Investments are stated at lower of cost and netrealisable value Long-term investments are stated at cost afterdeducting provisions made if any for other than temporarydiminution in the value

VIII REVENUE RECOGNITION

Revenue is recognised to the extent that it is probable that theeconomic benefits will flow to the Company and can be reliablymeasured

Revenue from sale of products is recognised when the significantrisks and rewards of ownership of the goods have passed to thebuyer Sale of goods are recorded net of trade discounts rebatesSales Tax Value Added Tax and gross of Excise Duty

Omansh Enterprises Limited Annual Report 2016-2017 49

Interest income is recognized on a time proportion basis takinginto account the amount outstanding and the rate applicable

Dividend income on investments is accounted for on receipt of thesame

All expenses and income to the extent considered payable andreceivable respectively unless specifically stated be otherwise areaccounted for on mercantile basis

IX RETIREMENT AND OTHER EMPLOYEE BENEFITS

(a) Provident Fund

Provision of Provident Fund is not applicable to theCompany

(b) Gratuity

No provision for gratuity has been made as there is noamount due towards Gratuity payable

(c) Compensated Leaves

Unutilized leave of staff lapses as at the year end and isnot encashable Accordingly no provision is made forcompensated Leaves

X TAXATION

Tax expense comprises of current and deferred tax

Current Tax

Provision for current tax is made after taking into considerationbenefits admissible under the provisions of the Income-tax Act1961 Minimum Alternative Tax (MAT) credit is recognized wherethere is convincing evidence that the same can be utilized in future

Current tax assets and current tax liabilities are offset when thereis a legally enforceable right to set off the recognized amounts andthere is an intention to settle the asset and the liability on a netbasis

Omansh Enterprises Limited Annual Report 2016-2017 50

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 3: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

CONTENTS

Page No

1 Notice of Annual General Meeting 1

2 Directorrsquos Report 12

3 Annexure I - Nomination and Remuneration Policy 19

4 Annexure II - Form MGT-9 22

5 Annexure III - Secretarial Audit Report 29

6 Management Discussion and Analysis 33

7 Auditorrsquos Report 35

8 Balance Sheet 43

9 Statement of Profit amp Loss 44

10 Cash Flow Statement 45

11 Notes to Financial Statements 46

12 Attendance Slip and Proxy Form 64

Omansh Enterprises Limited Annual Report 2016-2017

NOTICE

Notice is hereby given that 43rd Annual General Meeting of Omansh EnterprisesLimited will be held on Thursday the 28th day of September 2017 at 1230 PM atKhushi Banquet MP Mall MP Block Pitampura New Delhi to transact the followingbusinessesORDINARY BUSINESS

1 To receive consider approve and adopt the Audited Financial Statements ofthe Company (Standalone) for the financial year ended on March 31 2017ie the Balance Sheet as at 31st March 2017 the statement of Profit amp Lossaccount and the Cash Flow Statement for the year ended on that date togetherwith the report of the Auditorrsquos and Board of Directorrsquos Report thereon

2 To appoint a Director in place of Mrs Reena Sharma (DIN06883803) whoretire by rotation and being eligible offers herself for re-appointment

3 To appoint a Director in place of Mrs Seema Khan (DIN 07639422) whoretire by rotation and being eligible offers herself for re-appointment

4 To ratify the appointment of Auditors and fix their remuneration and in thisregard to consider and if thought fit to pass with or without modification(s)the following resolution as an Ordinary ResolutionldquoRESOLVED THAT pursuant to the provisions of section 139 and otherapplicable provisions if any of the Companies Act 2013 and the Rules framedthere under as amended from time to time the Company hereby appointsMs Rajeev Singh amp Co New Delhi (Firm Regn No 022953N) as theStatutory Auditors of the Company to hold office from the conclusion of thisAnnual General Meeting (AGM) till the conclusion of the 48 th AGM of theCompany to be held in the year 2022 at such remuneration plus service taxas may be mutually agreed between the Board of Directors of the Companyand the Auditorsrdquo

SPECIAL BUSINESS

5 To consider and if thought fit to pass with or without modification(s) as maybe deemed fit the following resolution as an Ordinary Resolution

ldquoRESOLVED THAT Mrs Fatima Makdum Matikub (DIN 07927573) who wasappointed as an Additional Director of the company by the Board of Directorswith effect from September 4 2017 in terms of Section 161(1) of theCompanies Act 2013 and whose terms of the office expires at this AnnualGeneral Meeting and in respect of whom the Company has received a noticein writing proposing her candidature for the office of director be and is herebyappointed as an Independent director of the Company in terms of section149 152 and other applicable provisions if any of the Companies Act 2013(Act) and the Rules framed there under read with Schedule IV to the Act asamended from time to time to hold office for 5 (Five) consecutive years fromthe conclusion of this Annual General Meetingrdquo

Omansh Enterprises Limited Annual Report 2016-2017 1

6 To consider and if thought fit to pass with or without modification(s) as maybe deemed fit the following resolution as an Ordinary Resolution

ldquoRESOLVED THAT Mrs Priti Pralhad Soni (DIN 07927441) who wasappointed as an Additional Director of the company by the Board of Directorswith effect from September 4 2017 in terms of Section 161(1) of theCompanies Act 2013 and whose terms of the office expires at this AnnualGeneral Meeting and in respect of whom the Company has received a noticein writing proposing her candidature for the office of director be and is herebyappointed as an Independent director of the Company in terms of section149 152 and other applicable provisions if any of the Companies Act 2013(Act) and the Rules framed there under read with Schedule IV to the Act asamended from time to time to hold office for 5 (Five) consecutive years fromthe conclusion of this Annual General Meetingrdquo

7 To consider and if thought fit to pass with or without modification(s) thefollowing resolution as a Special Resolution

ldquoRESOLVED THAT Mr Manoj Chauhan (DIN 07835068) who was appointedas an Additional Director by the Board of Directors of the Company on May29 2017 and as per the provision of Section 161(1) of the Companies Act2013 whose terms of the office expires at this Annual General Meeting and inrespect of whom the Company has received a notice in writing proposing hiscandidature for the office of director be and is hereby appointed as anExecutive Director of the CompanyrdquoldquoRESOLVED FURTHER THAT in terms of Section 197 198 and 203 if anyof the Companies Act 2013 (Act) and the Rules framed there under readwith Schedule IV to the Act as amended from time to time the consent of themembers of the Company be and is hereby granted to appoint Mr ManojChauhan (DIN 07835068) as Whole Time Director of the Company on suchterms as may decided by the Board and Mr Manoj Chauhan (DIN 07835068)for a period of 3 (three) consecutive year wef May 29 2017 subject toretirement by rotation on the terms and conditions including remunerationas set out in the explanatory statement annexed to the Notice convening thisMeeting with liberty to the Board of Directors (hereinafter referred to as ldquotheBoardrdquo which term shall be deemed to include the Nomination andRemuneration Committee of the Board) to alter and vary the terms andconditions of the said appointment andor remuneration as it may deem fitand as may be acceptable to Mr Manoj Chauhan subject to the same notexceeding the limits specified under Schedule V to the Companies Act 2013or any statutory modification(s) or re-enactment(s) thereofrdquoldquoRESOLVED FURTHER THAT the Board be and is hereby authorized to doall acts take all such steps as may be necessary proper or expedient to giveeffect to this resolutionrdquo

8 To consider and if thought fit to pass with or without modification(s) thefollowing resolution as a Special Resolution-

Omansh Enterprises Limited Annual Report 2016-2017 2

ldquoRESOLVED THAT Mrs Seema Khan (DIN 07639422) who was appointedas an Additional Director by the Board of Directors of the Company onDecember 09 2016 and as per the provision of Section 161(1) of theCompanies Act 2013 whose terms of the office expires at this Annual GeneralMeeting and in respect of whom the Company has received a notice in writingproposing her candidature for the office of director be and is hereby appointedas an Executive Director of the CompanyldquoRESOLVED THAT in accordance with the provisions of Sections 188 196197and 203 read with Schedule V and all other applicable provisions of theCompanies Act 2013 and the Companies (Appointment and Remunerationof Managerial Personnel) Rules 2014 (including any statutory modification(s)or re-enactment(s) thereof for the time being in force) approval of theCompany be and is hereby accorded for the re-appointment and terms ofremuneration payable to including the remuneration to be paid in the eventof loss or inadequacy of profit in any financial year during the tenure ofappointment of Mrs Seema Khan (DIN 07639422) as Managing Director ofthe Company for a period of three years commencing from December 092016 to December 08 2019 subject to retirement by rotation on the termsand conditions including remuneration as set out in the explanatory statementannexed to the Notice convening this Meeting with liberty to the Board ofDirectors (hereinafter referred to as ldquothe Boardrdquo which term shall be deemedto include the Nomination and Remuneration Committee of the Board) toalter and vary the terms and conditions of the said re-appointment andorremuneration as it may deem fit and as may be acceptable to Mrs SeemaKhan (DIN 07639422) subject to the same not exceeding the limits specifiedunder Schedule V to the Companies Act 2013 or any statutory modification(s)or re-enactment(s) thereofrdquoldquoRESOLVED FURTHER THAT the Board be and is hereby authorized to doall acts take all such steps as may be necessary proper or expedient to giveeffect to this resolutionrdquo

By order of the BoardOmansh Enterprises Limited

Manoj ChauhanDate September 4 2017 Whole Time DirectorPlace Delhi DIN 07835068

Registered OfficeShop No Shop No 37 QD Block DDA MarketPitampura New Delhi - 110034

NOTES

1 Member entitled to attend and vote at the meeting may appoint a proxy toattend and vote on a poll on his behalf A proxy need not be a member of theCompany A person can act as proxy on behalf of not exceeding fifty Members

Omansh Enterprises Limited Annual Report 2016-2017 3

and holding in the aggregate not more than 10 of the total Equity ShareCapital of the Company Any Member holding more than 10 of the totalEquity share capital of the Company may appoint a single person as proxyand in such a case the said person shall not act as proxy for any otherperson or member The instrument appointing proxy should however bedeposited at the Registered Office of the Company not less than 48 hoursbefore the commencement of the Meeting

2 The disclosures required under Regulation 27 of the SEBI (Listing ObligationAnd Disclosure Requirement) Regulation 2015 agreement in respect of theDirectors being appointed reappointed in this Annual General Meeting aregiven as annexure to this Notice convening Annual General Meeting

3 Member holding shares in physical form are advised to update their addressand bank account ECS details with the Companyrsquos Registrar amp Share TransferAgent Ms Skyline Financial Services Private Limited New Delhi

4 The Annual Report of the Company for the financial year ended March 312017 has been emailed to the members whose email addresses are availablewith the depositories or are obtained directly from the members as per theMCA Circular Nos 172011 dated April 21 2011 and 182011 dated April 292011 on ldquoGreen Initiative of Ministry of Corporate Affairs for CorporateGovernancerdquo For other members who have not registered their emailaddresses the Annual Report has been sent at their registered postal addressIf any member wishes to get a duly printed copy of the Annual Report theCompany will send the same free of cost upon receipt of request from themember Members who have not registered their email addresses so farare requested to register them for receiving all communication includingAnnual Report and other Notices from the Company electronically

5 The Securities and Exchange Board of India (SEBI) has mandated thesubmission of Permanent Account Number (PAN) by every participant insecurities market Members holding shares in electronic form are thereforerequested to submit the PAN to their Depository Participants with whom theyare maintaining their demat accounts Members holding shares in physicalform can submit their PAN details to the Company or to the Registrar andShare Transfer Agent

6 The Register of Members and the Transfer Books of the Company shall remainclosed on Tuesday the September 26 2017 to Thursday the September 282017

7 The Explanatory Statement pursuant to Section 102 of the Companies Act2013 in respect of the business under Item Nos from 5-8 of the Notice isannexed hereto

8 All documents referred to in accompanying Notice and Explanatory Statementis open for inspection at the registered office of the Company on all workingdays between 1100 am to 100 pm up to the date of AGM except Saturday

Omansh Enterprises Limited Annual Report 2016-2017 4

9 Members seeking the information with regards to the proposed resolutionare requested to write to the Company at least one week in advance so as toenable the management to keep the information ready

10 Pursuant to the provision of Section 107 and 108 read with companies(Management and Administration) Rules 2014 the company is pleased tooffer the option of E-Voting facility to all the members of the company Forthis purpose the company has entered into an agreement with CentralDepository Services (India) Limited (CDSL) for facilitating E-voting Thecompany has appointed Amit R Dadheech amp Associates Practicing CompanySecretaries (Membership No 22889 Certificate of Practice No 8952) asScrutinizer for conducting the e-voting process in a fair and transparentmanner

4 Voting through electronic means

(i) In compliance with provisions of section 108 of the Act and Rule 20 ofThe Companies [Management and Administration] Rules 2014 andRegulation 44 of the SEBI (Listing Obligations amp DisclosureRequirements) Regulations 2015 the Company is providing e-votingfacility as an alternative mode of voting which will enable the membersto cast their votes electronicallyNecessary arrangements have been made by the Company with CentralDepository Services [India] Limited [CDSL] to facilitate e-voting Thedetailed process instructions and manner for availing e-Voting facility isannexed to the Notice as AnnexurendashB

(ii) Mr Amit R Dadheech Practicing Company Secretary [Membership NoA22889] has been appointed as the Scrutinizer to scrutinize the votingand remote e-voting process in a fair and transparent manner

(iii) Members who have cast their vote by remote e-voting prior to the meetingmay also attend the meeting but shall not be entitled to cast their voteagain

(iv) Members can opt for only one mode of voting ie either by e-voting orpoll paper In case Members cast their votes through both the modesvoting done by e-voting shall prevail and votes cast through Poll Papershall be treated as invalid

(v) The e-voting period commences on Monday 25th September 2017 [900am] and ends on Wednesday 27th September 2017 [500 pm] Duringthis period Members holding shares either in physical form or dematform as on 22nd September 2017 ie cut-off date may cast their voteelectronically The e-voting module shall be disabled for voting thereafterOnce the vote on a resolution is cast by the Member he she shall notbe allowed to change it subsequently or cast vote again

(vi) The voting rights of members shall be in proportion to their shares in thepaid up equity share capital of the Company as on cut-off date A person

Omansh Enterprises Limited Annual Report 2016-2017 5

whose name is recorded in the register of members or in the register ofbeneficial owners maintained by the depositories as on cut-off date onlyshall be entitled to avail facility of remote e-voting and poll process at thevenue of the meeting

(vii) Any person who acquires shares of the Company and becomes amember of the Company after dispatch of the Notice and holding sharesas on cut-off date may cast vote after following the instructions for e-voting as provided in the Notice convening the Meeting which is availableon the website of the Company and CDSL However if you are alreadyregistered with CDSL for remote e-voting then you can use your existingUser ID and password for casting vote

(viii)The Scrutinizer shall immediately after the conclusion of voting at themeeting would count the votes cast at the meeting thereafter unblockthe votes cast through remote e-voting in the presence of at least twowitnesses not in the employment of the Company and make not laterthan 48 hours from conclusion of the meeting a consolidated ScrutinizerrsquosReport of the total votes cast in favour or against to the Chairman whoshall countersign the same

(ix) The results declared along with the Scrutinizerrsquos Report shall be placedon the Companyrsquos website wwwomanshenterprisescom and on thewebsite of CDSL ie wwwevotingindiacom immediately after the resultis declared The Company shall simultaneously forward the results toBSE Limited [BSE] where the equity shares of the Company are listed

5 The route map giving the directions to the venue of the AGM is annexed tothe Notice as AnnexurendashC

6 REQUEST TO MEMBERS

(i) MembersProxies attending the meeting are requested to bring theirattendance slip along with their copy of Annual Report to the Meeting

(ii) Queries proposed to be raised at the Annual General Meeting may besent to the Company at its registered office at least seven days prior tothe date of AGM to enable the management to compile the relevantinformation to reply the same in the meeting

(iii) Members holding shares in demat form are requested to intimate allchanges pertaining to their bank details National Electronic ClearingService [NECS] Electronic Clearing Services [ECS] mandatesnominations power of attorneys change in address change of nameemail address contact numbers etc to their Depository Participant [DP]Changes intimated to the DP will then be automatically reflected in theCompanyrsquos records which will help the Company and the CompanyrsquosRegistrar and Transfer Agents to provide efficient and better servicesMembers holding shares in physical form are requested to intimate suchchanges to Registrar and Transfer Agents of the Company

Omansh Enterprises Limited Annual Report 2016-2017 6

(iv) In case of joint holders attending the Meeting only such joint holder whois higher in the order of names will be entitled to vote Members who holdshares in physical form in multiple folios in identical names or joint holdingin the same order of names are requested to send the share certificatesto Registrar for consolidation into a single folio

(v) The Securities and Exchange Board of India (SEBI) has mandated thesubmission of Permanent Account Number (PAN) by every participant insecurities market Members holding shares in electronic form aretherefore requested to submit their PAN to their Depository Participantswith whom they are maintaining their demat accounts Members holdingshares in physical form can submit their PAN details to the Company registrar and Share Transfer Agents

DETAILS OF DIRECTORS SEEKING APPOINTMENT RE-APPOINTMENTIN ANNUAL GENERAL MEETING FIXED FOR SEPTEMBER 28 2017

Sr No

1

2

3

4

5

Name of theDirector

Manoj Chauhan

Seema Khan

Reena Sharma

Fatima Matikub

Prit i PralhadSoni

Date of Birth

07101988

14011990

20121973

01051984

30061983

Date ofAppointment

29052017

09122016

07102015

04092017

04092017

Qualification

HSC

Cleared SSC

Graduate

BCom

HSC

Expertise in SpecificArea

Having vast knowledge infield of financing activitieshe is keenly engaged in thegrowth and development ofthe CompanyShe posses a r ichexperience in the businessof trading in textile

Experienced as Director ofCompany for about 2 years

Business of Beauty ampHealth product

Expertise in the field oftextile

List of otherPublic

Companies inwhich

directorship isheld

Nil

Nil

Nil

Nil

Nil

Omansh Enterprises Limited Annual Report 2016-2017 7

STATEMENT PURSUANT TO SECTION 102(1) OF THE COMPANIES ACT 2013

Item No 5 amp 6

As per the provisions of Section 149 of the Act which has come into force witheffect from April 1 2014 an Independent Director shall hold office for a term up tofive consecutive years on the Board of a company and is not liable to retire byrotationThe Nomination amp Remuneration Committee has recommended the appointmentof Mrs Fatima Makdum Matikub (DIN 07927573) and Mrs Priti Pralhad Soni(DIN 07927441) as Independent Director of the CompanyThe Company has obtained a declaration that they meet the criteria of IndependentDirector as provided under section 149(6) of the Act In the opinion of the Boardthe proposed directors has fulfilled the conditions specified in the Act and theRules framed there under for appointment as Independent Director and they areindependent of the management Notices as required under Section 160 of thecompanies act 2013 have been received from some members proposingcandidature of the said Independent Directors Upon the confirmation ofappointment of these individuals as independent Director by the members of theCompany the appointment shall be formalized by the issue of a letter ofappointment by the company to the said Independent DirectorsThe Board recommends the Resolution set out at Item No 4 amp 5 of this Notice forapproval of the Members as Ordinary ResolutionExcept of Mrs Fatima Makdum Matikub and Mrs Priti Pralhad Soni none of theDirectors or Key Managerial Personnel of the Company or their relatives isconcerned or interested in the proposed ResolutionItem No 7

Mr Manoj Chauhan was appointed as Whole Time Director wef May 29 2017He is been rendering valuable services to the Company and has been lookingafter the compliances of applicable laws and regulationsThe Board of Directors have appointed Mr Manoj Chauhan for a period of 3 (Three)year wef May 29 2017 Now this resolution is put before the shareholders ofthe Company for ratification of appointment of Mr Manoj Chauhan as Whole TimeDirector of the CompanyThe Board recommends the Resolution set out at Item No 6 in this Notice forapproval of the Members as Special ResolutionNone of the Directors of Key Management Personnel of the Company or theirrelatives is concerned or interested in the proposed ResolutionItem No 8

Mrs Seema Khan was appointed on the Board of the Company on December 92016 and has been rendering valuable services to the Company Considering therequirement of the Company the Board of Directors of the Company has decidedto appoint Mrs Seema Khan as a Managing Director for a period of three years

Omansh Enterprises Limited Annual Report 2016-2017 8

from December 9 2016 to December 8 2019 subject to the approval of theshareholder and Central Government if requiredMrs Seema Khan us under graduate and posses a rich experience in the businessof trading in textile from a decade Your Board is of the opinion that consideringthe experience of Mrs Seema Khan in the business market her appointment asManaging Director will be beneficial to the Company The terms and conditionsincluding the remuneration to be paid in the event of loss or inadequacy of profitin any financial year during the tenure of her appointment is mentioned in thedraft letter of appointment placed before the meeting approved by the Board ofDirectorsNomination amp Remuneration Committee at their meeting held onDecember 9 20161 Basic Salary

Presently the Company is not proposing to pay any remuneration to theManaging Director However the terms of the appointment and remunerationmay be revised at a later stage and with an authority to the Board to increasethe same from time to time in accordance with the limits specified in ScheduleV of the Companies Act 2013 as amended from time to time The annual orother increments will be merit based and will take into account the Companyrsquosperformance No other Allowance or Perquisites are being offered to theManaging Director for the time being

2 General

i The Managing Director shall perform her duties as such with regard toall the work of the Company and shall manage and attend to such businessand carry out the orders and directions given by the Board from time totime in all respects

ii The Managing Director shall act in accordance with the Articles ofAssociation of the Company and shall abide by the provisions containedin Section 166 of the Act with regard to duties of Directors

iii The Managing Director shall adhere to the Companyrsquos Code of Ethics ampConduct The Remuneration CommitteeBoard of Directors will determinethe amount of remuneration and increments payable every yeardepending on the performance of the Managing Director profitability ofthe Company and other relevant factors Mrs Seema Khan satisfy allthe conditions set out in Part-I of Schedule V to the Act as also conditionsset out under subsection (3) of Section 196 of the Act for being eligiblefor her appointment She is not disqualified from being appointed asDirector in terms of Section 164 of the Act Brief resume of Mrs SeemaKhan nature of her expertise in specific functional areas names ofcompanies in which he holds Directorships and Memberships Chairmanships of Board Committees her shareholding etc areseparately annexed hereto Notwithstanding anything to the contraryherein contained where in any financial year during the currency of tenureof aforesaid Director the Company has no profits or inadequate profits

Omansh Enterprises Limited Annual Report 2016-2017 9

the Company will pay remuneration by way of salary perquisites andallowances to the said Director subject to compliance with the applicableprovisions of Schedule V of the Companies Act 2013 and if necessarywith the approval of Central GovernmentThe copy of resolution passed by the Board of Directors of the Companyin its meeting held on December 9 2016 approving the aforesaid proposalalong with other documents is available for inspection by the membersat the registered office between 1100 AM to 100 PM on all working daystill the date of the Annual General MeetingMrs Seema Khan is interested in this resolution which pertains to herappointment as Managing Director of the Company Save and exceptthe above none of the other Directors or Key Managerial Personnel ofthe Company (including relatives of Directors and Key ManagerialPersonnel) are in any way concerned or interested financially orotherwise in this resolutionThe Board recommends the Special Resolution set out at Item No 8 ofthe Notice for approval by the members

By order of the BoardOmansh Enterprises Limited

Manoj ChauhanDate September 4 2017 Whole Time DirectorPlace Delhi DIN 07835068

Registered OfficeShop No Shop No 37 QD Block DDA MarketPitampura New Delhi - 110034

Omansh Enterprises Limited Annual Report 2016-2017 10

lsquoAnnexure -Crsquo

Omansh Enterprises Limited Annual Report 2016-2017 11

DIRECTORrsquoS REPORT

ToThe Members ofMs Omansh Enterprises LimitedYour Directors have pleasure in presenting the 43rd Directorrsquos Report of your Companytogether with the Audited Statement of Accounts and the Auditorsrsquo Report of yourcompany for the financial year ended 31st March 20171 FINANCIAL HIGHLIGHTS AND STATE OF COMPANYrsquoS AFFAIRS

(Amount in Rs)Particulars Current year Previous Year

Total Revenue 1735111517 2303711625Total Expenses 1702558967 2264248262Profit Before Tax 33150792 39463363Tax ExpensesCurrent Tax 9700000 11638100Deferred Tax 534600 27512500Profit(Loss) after Tax 22916192 312763Net Profit Transferred to Reserves 22916192 312763Earnings per share (Rs)Basic 001 000Diluted 001 000

(b) During the year your Company recorded Total Revenue of Rs 1735111517(previous year Rs 2303711625) The Company recorded a Net Profit of Rs22916192 during the financial year ended 31st March 2017 as compared to aNet Profit of Rs 312763 in the previous year

(c) Transfer To Reserves In Terms Of Section 134 (3) (j) Of The Companies Act2013

No amount was transferred to reserves during the financial year ended 31st March2017

(d) Dividend

Your Directors do not recommend any dividend for the year ended 31st March2017

(e) Material Changes and Commitments

There are no material changes from the end of Financial Year till the date of thisreport

2 PUBLIC DEPOSITS

During the year under report your Company did not accept any deposits from thepublic in terms of the provisions of Chapter V of the Companies Act 2013

3 DIRECTORS AND KEY MANAGERIAL PERSONNEL

(a) Changes in Directors and Key Managerial Personnel during the year

On recommendation of Nomination and Remuneration Committee Mr Manoj

Omansh Enterprises Limited Annual Report 2016-2017 12

Chauhan was appointed as the Whole Time Director wef 29th May 2017 andMs Seema Khan (DIN 07639422) had also been appointed as the ManagingDirector of the Company for a period of three years wef 9th December 2016And after her appointment Ms Reena Sharma (DIN06883803) stepped downfrom post of the Managing DirectorMr Gaurav Mutreja resigned as the Director of the Company wef 29th May 2017and Mr Vidya Sagar Bhatia resigned from Directorship of the Company on 29th

June 2017 Further Mr Radhey Shayam resigned from the Directorship of theCompany on 4th September 2017Mrs Fatima Makdum Matikub and Mrs Preeti Pralhad Soni were appointed asthe Additional Directors on the Board of the Company only on 4th September 2017in the Category of the Independent Director and your directors recommend theirappointment in the forthcoming AGMIn accordance with the provisions of Section 167(1)(b) of Companies Act 2013Mr Divesh Kumar Bajaj vacated his office of Independent wef 11th August 2017as he had not attended any Board Meeting since 12th August 2016Mr Praveen Kumar had also resigned from the position of Company Secretaryand CFO of the Company wef 24th May 2016 and Mr Remo John was appointedas the Company Secretary and Compliance Officer wef 29th May 2017

(b) Retirement by rotation

In accordance with the provisions of Section 152(6) of the Act and the Articles ofAssociation of the Company Mrs Reena Sharma (DIN06883803) and Mrs SeemaKhan (DIN07639422) will retire by rotation at the ensuing Annual General Meeting(lsquoAGMrsquo) of the Company and being eligible offers themselves for re-appointmentYour Board has recommended their re-appointment

(c) Declaration of Independence by the Independent Directors

The Independent Directors of your Company have confirmed that they meet withthe criteria of Independence as prescribed under Section 149(6) of the Act readwith Rule 5 of the Companies (Appointment and Qualification of Directors) Rules2014Framework for Familiarization Programme for the Independent Directors and thedetails of Familiarization Programme imparted to Independent Directors is madeavailable on the website of the Company

(d) Attributes qualifications and appointment of Directors

The Nomination and Remuneration Committee has adopted the attributes andqualifications as provided in Section 149(6) of the Act and Rule 5 of the Companies(Appointment and Qualification of Directors) Rules 2014 in respect of IndependentDirectors The Committee has also adopted the same attributes and qualificationsto the extent applicable in respect of Non-Independent DirectorsAll the Non-Executive Directors of the Company fulfil the fit and proper criteria forappointment as Directors Further all Directors of the Company other thanIndependent Directors are liable to retire by rotation One-third of the Directorswho are liable to retire by rotation retire every year and are eligible for re-election

Omansh Enterprises Limited Annual Report 2016-2017 13

(e) Remuneration Policy

The Board on the recommendation of the Nomination and RemunerationCommittee approved the Remuneration Policy for the Directors Key ManagerialPersonnel and other employees of the Company a copy of which is enclosed asAnnexure I to this Report

(f) Board Evaluation

The Board carried out annual performance evaluation of its own performance andthat of the individual Directors as also functioning of the Board Committees asrequired in terms of Section 134(3)(p) of the Act The performance evaluation ofthe Board and individual Directors was based on criteria approved by theNomination and Remuneration Committee The Directors expressed theirsatisfaction with the overall evaluation process

4 NUMBER OF BOARD MEETINGS

During the year ended 31st March 2017 5 (Five) meetings of the Board were heldon 11th May 2016 12th August 2016 11th November 2016 9th December 2016 and11th February 2017

5 BOARD COMMITTEES

Presently the Company has three Board Committees with the following members

Audit Committee Ms Fatima Makdum Matikub ChairpersonMr Manoj Chauhan MemberMs Priti Pralhad Soni Member

Nomination and Ms Priti Pralhad Soni ChairpersonRemuneration Committee Mr Manoj Chauhan Member

Ms Fatima Makdum Matikub MemberStakeholders Relationship Committee Mr Manoj Chauhan Chairman

Ms Fatima Makdum Matikub MemberMs Priti Pralhad Soni Member

6 DIRECTORSrsquo RESPONSIBILITY STATEMENT

As required under Section 134(5) of the Act your Directors confirm having -i) followed in the preparation of the Annual Accounts the applicable

Accounting Standards with proper explanation relating to materialdepartures if any

ii) selected such accounting policies and applied them consistently andmade judgments and estimates that are reasonable and prudent so asto give a true and fair view of the state of affairs of the Company at theend of the financial year and of the profit of the Company for that period

iii) taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of the Act forsafeguarding the assets of your Company and for preventing anddetecting fraud and other irregularities

Omansh Enterprises Limited Annual Report 2016-2017 14

iv) prepared the Annual Accounts on a going concern basis andv) proper systems have been devised to ensure compliance with the

provisions of all applicable laws and such systems are adequate andoperating effectively

vi) having laid down the internal financial controls to be followed by theCompany and such internal financial controls are adequate and operatingeffectively

7 SUBSIDIARIES ASSOCIATES AND JOINT VENTURES

The Company does not have any subsidiary associate or joint venture8 LISTING INFORMATION

The Equity Shares of the Company are presently listed only at BSE Ltd Thelisting fee for the Financial Year 2017-18 is paid

9 DEMATERIALIZATION OF SHARES

The securities of the Company are admitted with NSDL and CDSL the ISINallotted to the Company is INE378P01028

10 REPORT ON CORPORATE GOVERNANCE

In terms of Regulation 15(2) of SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 the provision of Regulation 27 of the SEBI(Listing Obligations and Disclosure Requirements) Regulations 2015 are notapplicable to the Company since the paid up capital of the Company is belowRs 10 crores and also the net worth of the Company is below Rs 25 CroresThus the Company is not required to attach the Corporate Governance reportwith the Report of the Board of Directors

11 CORPORATE SOCIAL RESPONSIBILITY

During the financial year 2016-17 the Net Worth of the Company was Rs3640954266 Turnover of the Company was Rs 1735111517 and Netprofit of the Company was Rs 22916100 therefore provisions of Section135(1) of the Companies Act 2013 are not applicable

12 PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES

The Company provides a gender friendly workplace during the year underreview there were no cases filed pursuant to Sexual Harassment of Womenat Workplace (Prevention Prohibition and Redressal) Act 2013None of the employees of your Company is covered under the provisions ofRule 5(2) of the Companies (Appointment and Remuneration of ManagerialPersonnel) Rules 2014

13 RISK MANAGEMENT

The Board has approved the Risk Management Policy of the Company TheCompanyrsquos risk management framework is designed to address risks intrinsicto operations financials and compliances arising out of the overall strategy

Omansh Enterprises Limited Annual Report 2016-2017 15

of the Company The Company manages monitors and reports on the principalrisks and uncertainties that can impact its ability to achieve it objectives Theresponsibility for management of risks vests with the Managers officersresponsible for the day-to-day conduct of the affairs of the Company Riskfocused audits are carried out periodically by the Internal Auditors whichlead to identification of areas where risk management processes need to bestrengthened Annual update is provided to the Board on the effectiveness ofthe Companyrsquos risk management systems and policies

14 INTERNAL FINANCIAL CONTROLS amp INTERNAL AUDIT

The Company has adequate internal financial controls with respect to thefinancial statements commensurate with the size and scale of the operationsof the Company During the year such controls were tested and no reportablematerial weakness in operation has been observed Internal audit of theCompany has been carried out during the year The Audit Committee reviewsthe internal audit findings provides guidance on internal controls and ensuresthat the internal audit recommendations are implemented

15 PARTICULARS OF LOANS GUARANTEES AND INVESTMENTS

Particulars of loans given investments made guarantees given and securitiesprovided along with the purpose for which the loan or guarantee or security isproposed to be utilized by the recipient are provided in the FinancialStatements

16 RELATED PARTY TRANSACTIONS

During the year ended on 31st March 2017 the Company has not entered intoany contract arrangement transaction with related parties which could beconsidered as material in accordance with the policy of the Company onmateriality of related party transactionsThe Policy on materiality of related party transactions and dealing with relateddealing with related party transactions as approved by the Board is availableon the website of the Company at weblink httpwwwomanshenterprisescomwp-contentuploads201508Policy-on-materiality-of-Related-Party-Transactions-and-on-dealing-with-Related-Party-Transactionspdf

17 SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS COURTS TRIBUNALS

During the year under review no significant or material orders were passedby the Regulators Courts Tribunals which would impact the going concernstatus of the Company and its future operations

18 EXTRACT OF ANNUAL RETURN

The details forming part of the extract of the Annual Return in Form MGT-9are provided under Annexure II to this Report

Omansh Enterprises Limited Annual Report 2016-2017 16

19 AUDITORS AND AUDIT REPORT

Ms Satyendra Mrinal amp Associates Chartered Accountants who are thestatutory auditors of the Company hold office till the conclusion of theforthcoming AGM Since their term is expiring at the forthcoming AGM thuspursuant to the provisions of section 139 of the Companies Act 2013 and theRules framed thereunder it is proposed to appoint Ms Rajeev Singh amp CoChartered Accountants as the Statutory Auditors of the Company who havegiven their consent for the same from the conclusion of the 43rd AGM till theconclusion of the 48th AGM of the Company to be held in the year 2022 subjectto ratification of their appointment at every AGM to be held after this AGMThe comments made by the Auditorsrsquo in their Report are self explanatory anddo not call for any further comments The Auditorsrsquo Report does not containany qualification reservation or adverse remark

20 CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION FOREIGNEXCHANGE EARNINGS AND OUTGO

CONSERVATION OF ENERGY

Steps taken on conservation of energy and impact thereof Efforts to conserveelectricity by operating only necessary lights fittings and fixtures were madeduring the financial year 2016-17Steps taken by the company for utilizing alternate sources of energy NILCapital investment on energy conservation equipment NILTECHNOLOGY ABSORPTION

(I) Efforts in brief made towards technology absorption and benefits derivedas a result of the above efforts eg product improvement cost reductionproduct development import substitution etc Nil

(II) In case of imported technology (imported during the last 3 years reckonedfrom the beginning of the financial year) following information may befurnishedA) Details of technology imported - NILB) Year of import ndashNILC) Whether the technology been fully absorbed - NILD) If not fully absorbed areas where absorption has not taken place

and the reasons therefore ndash NILIII) Expenditure incurred on research and development ndash NILFOREIGN EXCHANGE EARNINGS AND OUTGO

There were no foreign exchange earnings or foreign exchange outflow duringthe year

Omansh Enterprises Limited Annual Report 2016-2017 17

21 SECRETARIAL AUDITOR amp SECRETARIAL AUDIT REPORT

In terms of Section 204 of the Companies Act 2013 the Company hasappointed Ms Amit R Dadheech amp Associates Practicing CompanySecretaries as the Secretarial Auditor of the Company for the financial year2016-17 The Secretarial Audit Report given by Ms Amit R Dadheech ampAssociates Practicing Company Secretary is provided under Annexure III tothis ReportThe comments made by the Secretarial Auditor are self explanatory and donot require and further comments The Secretarial Audit Report does notcontain any qualification reservation or adverse remark

22 ESTABLISHMENT OF VIGIL MACHENISM

The Vigil Mechanism Policy of the Company is formulated in terms of section177 (9) of the Companies Act 2013 read with the provisions of the ListingAgreement with the Stock Exchange(s) and thereby also incorporates WhistleBlower Policy That as per the said policy protected disclosures can be madeby the whistle blower to the dedicated e-mail telephone line letter to Chairmanof Audit CommitteeThe Policy on Vigil Mechanism and Whistle Blower Policy as approved by theBoard is available on the website of the Company at web-link httpwwwomanshenterprisescomwp-contentuploads201508Vigil-Mechanism-and-Whistle-Blower-Policypdf

23 ACKNOWLEDGEMENT

Your directors would like to express their sincere appreciation for theassistance and corporation received from the financial institutions banksGovernment authorities customers vendors and members during the yearunder review Your directors also wish to place on record their deep sense ofappreciation for the committed services by the Companyrsquos executives staffand workers

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanDate September 4 2017 Managing Director Wholetime DirectorPlace New Delhi DIN 07639422 DIN 07835068

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 18

Annexure-INOMINATION amp REMUNERATION POLICY

(DIRECTORS KMP amp SENIOR MANAGEMENT)

INTRODUCTION

In pursuance of the Companyrsquos philosophy to consider its employees as itsinvaluable assets to pay equitable remuneration to all Directors Key ManagerialPersonnel (KMP) and employees of the Company to harmonize the aspirationsof human resources consistent with the goals of the Company and in terms of theprovisions of the Companies Act 2013 this policy on nomination and remunerationof Directors Key Managerial Personnel and Senior Management has beenformulated by the Nomination amp Remuneration Committee and approved by theBoard of DirectorsOBJECTIVE

The objective and purpose of the Policy are as given below1 To lay down criteria and terms and conditions with regard to identifying persons

who are qualified to become Directors (Executive and Non-Executive) andpersons who may be appointed in Senior Management and Key Managerialpositions and to determine their remuneration

2 To carry out evaluation of the performance of Directors as well as KeyManagerial and Senior Management Personnel

3 To provide them reward linked directly to their effort performance dedicationand achievement of Organizationrsquos goals as entrusted on them

4 To retain motivate and promote talent and to ensure long term retention oftalented managerial persons and create competitive advantage In the contextof the aforesaid objectives the following policy has been framed andrecommended by the Nomination amp Remuneration Committee and adoptedby the Board of Directors

PART ndash A

POLICY FOR APPOINTMENT AND REMOVAL OF DIRECTOR KMP AND SENIORMANAGEMENTAPPOINTMENT

1 The candidate for a position at Director KMP or Senior Management level ismet by the Managing Director in consultation with the other Directors Theinterview is targeted at assessing the candidate on his her functional ampleadership capabilities and cultural fitment to the organization

2 The MD assesses the shortlisted candidates3 The selected candidatersquos details and the proposed compensation is shared

with the Nomination amp Remuneration Committee for their review andsuggestions The same is shared with the Board at the next board meeting

Omansh Enterprises Limited Annual Report 2016-2017 19

TERM TENURE

The tenure for Directors shall be governed by the terms defined in the CompaniesAct 2013 However the tenure for other KMP and Senior Management Personnelwill be governed by Terms of Appointment in accordance with the RecruitmentPolicy of the CompanyEVALUATION

The performance of the KMP and Senior Management Personnel is evaluated atregular intervals (half yearly yearly) by the Managing Director The performanceevaluation of Independent Directors shall be done by the Board excluding theDirector being evaluated basis the contributions made to the Board deliberationson various matters including business strategy financial strategy operations costand risk management etc and suggestions given in this regardREMOVAL

Due to reasons for any disqualification mentioned in the Companies Act 2013rules made thereunder or under any other applicable Act rules and regulationsthe Managing Director may recommend to the Committee and the Board withreasons recorded in writing removal of a Director subject to the provisions andcompliance of the said Act rules and regulationsFor other KMP or Senior Management Personnel the removal will be governedby the Terms of Appointment in accordance with the Recruitment Policy of theCompany and the subsequent approval of the Managing DirectorRETIREMENT

The Director KMP and Senior Management Personnel shall retire as per theapplicable provisions of the Companies Act 2013 and the prevailing policy of theCompany The Managing Director will have the discretion to retain the DirectorKMP Senior Management Personnel in the same position remuneration orotherwise even after attaining the retirement age for the benefit of the Company

PART ndash B

POLICY RELATING TO EVALUATION AND REMUNERATION OF THE KMP ANDSENIOR MANAGEMENT PERSONNELEVALUATION PROCESS

The three Point Rating scale for performance review of Executive Director KMPand Senior Management is to be followed1 Rating on Basic Job Responsibilities indicating whether the basic job

responsibilities have been met during the year2 Rating on Goals Annual rating on each goal on a five-point scale Weighted

average of the ratings is calculated to arrive at a lsquoWeighted Goal Scorersquo3 Rating on Capabilities Factors The qualitative aspects of the performance is

assessed using the Capabilities Factors by the supervisor on a five-pointscale

Omansh Enterprises Limited Annual Report 2016-2017 20

Based on a holistic view of the Three Point Rating the supervisor provides anoverall Rating This rating is reviewed by the Managing Director along with theimmediate reporting officer who does a Qualitative review of the performancebased on the efforts put in by the employee results achieved and impact of theexternal and internal factors to arrive at a lsquoFinal Annual RatingrsquoThe revision in the total remuneration is directly linked to the lsquoFinal Annual Ratingrsquofor all employees1 The remuneration compensation commission etc to the KMP and Senior

Management Personnel will be determined by the Managing Director inconsultation with other Directors (except the Independent Directors) inaccordance with the Recruitment Policy of the Company which is based uponthe Final Annual Rating employee potential and market benchmarkcompensation The revised remuneration is shared with the Nomination ampRemuneration Committee for review

2 The remuneration compensation commission etc shall be subject to theprior post approval of the shareholders of the Company and CentralGovernment wherever required

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanDate September 4 2017 Managing Director Wholetime DirectorPlace New Delhi DIN 07639422 DIN 07835068

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 21

Omansh Enterprises Limited Annual Report 2016-2017 22

lsquoAnnexure-IIrsquoForm No MGT-9

EXTRACT OF ANNUAL RETURNAs on the financial year ended on 31032017

[Pursuant to Section 92(3) of the Companies Act 2013 and rule 12(1)of the Companies (Management and Administration) Rules 2014]

I REGISTRATION AND OTHER DETAILS

i) CIN L21011DL1974PLC241646ii) Registration Date 20031974iii) Name of the Company OMANSH ENTERPRISES LIMITEDiv) Category Sub-Category of the Company Public Company Limited by Shares amp Having Share Capitalv) Address of the Registered office and contact details SHOP NO 37 QD BLOCK DDA MARKET

PITAMPURA NEW DELHI - 110034Email infoomanshenterprisescom

vi) Whether listed company Yesvii) Name and Address of Registrar amp Transfer Agents ( RTA )

Name of Registrar amp Transfer Agents Skyline Financial Services Private LimitedAddress D-153 A 1st Floor Okhla Industrial Area Phase-ITown City New DelhiState DelhiPin Code 110020Telephone +91-(0)11-6473 2681 6473 2682Fax Number +91-(0)11-2681 2682Email Address adminskylinertacom

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-SNo Name and Description of NIC Code of the to total turnover

main products services Product service of the company1 Whole sale of textiles and clothing 46411 9892

III PARTICULARS OF HOLDING SUBSIDIARY AND ASSOCIATE COMPANIES No of companies for which information is being filloed = NILSNo Name and Address of the Company CINGLN Holding of shares held Applicable Section

SubsidiaryAssociates

Not applicable

Omansh Enterprises Limited Annual Report 2016-2017 23

No of Shares held at the beginning of the year No of Shares held at the end of the year

C at eg o r y o f D e ma t P h y s i ca l T o t a l o f D e ma t P h y s i ca l T o t a l o f C h a n g eS h a r e h o ld er s Tot al S hares Tot al S hares d ur in g t he year

A Promoters(1) Indiana) IndividualHUF 3114500 0 3114500 1755 3114500 0 3114500 1755 000b) Central Govt 0 0 0 000 0 0 000 000 000c) State Govt (s) 0 0 0 000 0 0 000 000 000d) Bodies Corp 4532000 0 4532000 2553 4532000 0 4532000 2553 000e) Banks FI 0 0 0 000 0 0 000 000 000f) Any Otherhellip 0 0 0 000 0 0 000 000 000Sub-total (A) (1)- 7646500 0 7646500 4308 7646500 0 7646500 4308 000(2) Foreign 0 0 0 000 0 0 0 000 000a) NRIs - Individuals 0 0 0 000 0 0 0 000 000b) Other ndash Individuals 0 0 0 000 0 0 0 000 000c) Bodies Corp 0 0 0 000 0 0 0 000 000d) Banks FI 0 0 0 000 0 0 0 000 000e) Any Otherhellip 0 0 0 000 0 0 0 000 000Sub-total (A) (2)- 0 0 0 000 0 0 0 000 000Total shareholding of Promoter(A) = (A)(1)+(A)(2) 7646500 0 7646500 4308 7646500 0 7646500 4308 000B Public Shareholding 1 Insti tutions a) Mutual Funds 0 0 0 000 0 0 0 000 000b) Banks FI 0 0 0 000 0 0 0 000 000c) Central Govt 0 0 0 000 0 0 0 000 000d) State Govt(s) 0 0 0 000 0 0 0 000 000e) Venture Capital Funds 0 0 0 000 0 0 0 000 000f) Insurance Companies 0 0 0 000 0 0 0 000 000g) FIIs 0 0 0 000 0 0 0 000 000h) Foreign Venture Capital Funds 0 0 0 000 0 0 0 000 000i) Others (specify) 0 0 0 000 0 0 0 000 000Sub-total (B)(1)- 0 0 0 000 0 0 0 000 0002 Non-Institutions a) Bodies Corp i) Indian 3296183 25000 3321183 1871 2695355 25000 2720355 1533 -338ii) Overseas 0 0 0 000 0 0 0 000 000b) Individuals i) Individual shareholdersholding nominal share capitalupto Rs 1 lakh 1688546 410000 2098546 1182 718726 409050 1127776 635 -547ii) Individual shareholdersholding nominal sharecapital in excess of Rs 1 lakh ldquo 3745717 616000 4361717 2457 5227885 616000 5843885 3292 835c) Others (specify) 321054 1000 322054 181 410484 1000 411484 232 051Sub-total (B)(2)- 9051500 1052000 10103500 5692 9052450 1051050 10103500 5692 000Total Public Shareholding(B)=(B)(1)+(B)(2) 9051500 1052000 10103500 5692 9052450 1051050 10103500 5692 000C Shares held by Custodianfor GDRs amp ADRs 0 0 0 000 0 0 0 000 000Grand Total (A+B+C) 16698000 1052000 17750000 10000 16698950 1051050 17750000 10000 000

IV SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)A Category-wise Share Holding

Omansh Enterprises Limited Annual Report 2016-2017 24

B Shareholding of Promoters

S Shareholder rsquos Name No of of of shares No of of of shares changeNo Shares tota l pledged Shares tota l pledged in share

Shares encum- shares of encum- hold-of the bered to the bered to ing during

company tota lshares company tota lshares the year1 Mr Gaurav Mutreja 14500 008 000 14500 008 000 0002 Mr Chander Bhan 100000 056 000 100000 056 000 0003 Ms Atharva Professsional Consultants LLP 500000 282 000 500000 282 000 0004 Ms JK Lrsquoatelier Limited 2500000 1408 000 2500000 1408 000 0005 Mr Gaurav Bhatia 50000 028 000 50000 028 000 0006 Ms Gaurav Sukhija (HUF) 250000 141 000 250000 141 000 0007 Ms Komal Sukhi ja 250000 141 000 250000 141 000 0008 Ms Mukesh Sukhija (HUF) 50000 028 000 50000 028 000 0009 Ms Neelam Bhatia 600000 338 000 600000 338 000 00010 Ms Neelam Rani 100000 056 000 100000 056 000 00011 Mr Om Prakash Sukhi ja 700000 394 000 700000 394 000 00012 Ms Pooja Bhatia 150000 085 000 150000 085 000 00013 Ms Raj Kanta Sukhi ja 250000 141 000 250000 141 000 00014 Ms Rashmi Sukhi ja 550000 310 000 550000 310 000 00015 Ms Shi lpa Bhatia 50000 028 000 50000 028 000 00016 Ms Achyut Properties Private Limited 500000 282 000 500000 282 000 00017 Ms Ranji tgarh Finance Company PrivateLimited 1032000 581 000 1032000 581 000 000

Shareholding at the beginning of the year Shareholding at the end of the year

Omansh Enterprises Limited Annual Report 2016-2017 25

C Change in Promotersrsquo Shareholding

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company companySAME AS MENTIONED IN ldquoBrdquo ABOVE

Shareholding at the beginning of the year Shareholding at the end of the year

D Shareholding Pattern of top ten Shareholders (other than Directors Promoters and Holders ofGDRs and ADRs)

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 NAU NIDH FINANCE LIMITED BODY 2500000 1408 2500000 1408

CORPORATE2 KAMALJIT GHAI INDIVIDUAL 250000 141 250000 1413 BHALINDER GHAI INDIVIDUAL 250000 141 250000 1414 HARMEET GHAI INDIVIDUAL 250000 141 250000 1415 GEETA CHADHA INDIVIDUAL 250000 141 250000 1416 MANAN NARANG INDIVIDUAL 250000 141 500000 2827 RAJIV CHADHA INDIVIDUAL 250000 141 250000 1418 NAVEEN NARANG INDIVIDUAL 250000 141 500000 2829 SUMITRA NARANG INDIVIDUAL 250000 141 500000 28210 SATISH CHANDER NARANG INDIVIDUAL 250000 141 500000 282

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

Omansh Enterprises Limited Annual Report 2016-2017 26

E Shareholding of Directors and Key Managerial Personnel

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 Radhey Shayam Whole Time Director 500 000 500 0002 Gaurav Mutre ja Director 14500 008 14500 008

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

V INDEBTEDNESSParticulars Secured Loans Unsecured Deposi ts Total

excluding deposits Loans Indebtedness

VI REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL A Remuneration to Managing Director Whole-time Directors andor Manager

Gross Salary CommissionS Name of (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others Total CeilingNo MDWTD per provision perquisites in lieu of Option Equity profit as per

Manager contained us 17(2) salary the Actin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

NOT ANY

Indebtedness at the beginning of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

Change in Indebtedness during the financial yearAdditionReductionNet Change

Indebtedness at the end of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

NOT APPLICABLE

Omansh Enterprises Limited Annual Report 2016-2017 27

B Remuneration to other directors

Independent Directors Other Non-Executive DirectorS Name of Fee for Commission Others Total 1 Fee for Comm- Others Total Total Total Over-No Director attending attend- ission (2) (1+2) Mana- all

board ing gerial Ceilingcommittee board Remu- as permeetings commi- nerat- the Act

ttee ionmeet-ings

NOT ANY

C Remuneration to Key Managerial Personnel Other than MDManagerWTD

Gross Salary CommissionS Name of Key (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others TotalNo Managerial per provision perquisites in lieu of Option Equity profit

Personnel contained us 17(2) salaryin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

Not Any

Omansh Enterprises Limited Annual Report 2016-2017 28

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Manoj Ramesh Kumar Chauhan Seema KhanWhole Time Director Managing DirectorDIN 07835068 DIN 07639422

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

VII PENALTIES PUNISHMENT COMPOUNDING OF OFFENCES

Type Section of the Brief Detail of Authority [RDNCLT] Appeal made if anyCompanies Description Penalty Punishment Court] (give Details)

Act Compoundingfees imposed

A COMPANYPenaltyPunishment NOT ANYCompoundingB DIRECTORSPenaltyPunishment NOT ANYCompoundingC OTHER OFFICERS IN DEFAULTPenaltyPunishment NOT ANYCompounding

Omansh Enterprises Limited Annual Report 2016-2017 29

Annexure III

FORM NO MR-3SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED 31ST MARCH 2017[Pursuant to Section 204(1) of the Companies Act 2013 and Rule No9 of the

Companies (Appointment and Remuneration Personnel) Rules 2014]

ToThe MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034We have conducted the secretarial audit of the compliance of applicable statutoryprovisions and the adherence to good corporate practices by Omansh EnterprisesLimited (CIN L21011DL1974PLC241646) (hereinafter called ldquothe companyrdquo)Secretarial Audit was conducted in a manner that provided us a reasonable basisfor evaluating the corporate conductsstatutory compliances and expressing ouropinion thereonBased on our verification of Omansh Enterprises Limited books papers minutebooks forms and returns filed and other records maintained by the company andalso the information provided by the Company its officers agents and authorizedrepresentatives during the conduct of the Secretarial Audit we hereby report thatin our opinion the Company has during the audit period covering the financialyear ended on March 31 2017 complied with the statutory provisions listedhereunder and also that the Company has proper Board processes and compliancemechanism in place to the extent in the manner and subject to the reportingmade hereinafterWe have examined the books papers minute books forms and returns filedand other records maintained by Omansh Enterprises Limited for the financialyear ended on March 31 2017 according to the provisions of

1 The Companies Act 2013 (the Act) and the rules made thereunder2 The Securities Contracts (Regulation) Act 1956 (lsquoSCRArsquo) and the rules made

thereunder3 The Depositories Act 1996 and the Regulations and Bye-laws framed

thereunder4 Foreign Exchange Management Act 1999 and the rules and regulations made

thereunder to the extent of Foreign Direct Investment Overseas DirectInvestment and External Commercial Borrowings (During the period underreview the Company has not entered into any transaction requiring

Omansh Enterprises Limited Annual Report 2016-2017 30

compliances with the Foreign Exchange Management Act 1999 and therules and regulations made thereunder to the extent of Foreign DirectInvestment Overseas Direct Investment and External CommercialBorrowings)

5 The Securities and Exchange Board of India (Substantial Acquisition of Sharesand Takeovers) Regulations 2011

6 The Securities and Exchange Board of India (Prohibition of Insider Trading)Regulations 2015

7 The Securities and Exchange Board of India (Issue of Capital and DisclosureRequirements) Regulations 2009

8 The Securities and Exchange Board of India (Employee Stock Option Schemeand Employee Stock Purchase Scheme) Guidelines 1999 (During the periodunder review the Company has not entered into any transaction requiringcompliances with the Securities and Exchange Board of India (EmployeeStock Option Scheme and Employee Stock Purchase Scheme)Guidelines 1999)

9 The Securities and Exchange Board of India (Issue and Listing of DebtSecurities) Regulations 2008 (During the period under review theCompany has not entered into any transaction requiring complianceswith the Securities and Exchange Board of India (Issue and Listing ofDebt Securities) Regulations 2008)

10 The Securities and Exchange Board of India (Registrars to an Issue andShare Transfer Agents) Regulations 1993 regarding the Companies Act anddealing with client

11 The Securities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009)

12 The Securities and Exchange Board of India (Buyback of Securities)Regulations 1998 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Buyback of Securities)Regulations 1998)

OTHER APPLICABLE LAWS

With respect to the compliance system prevailing in the Company and onexamination of the relevant documents and records in pursuance thereof on testcheck basis the Company has complied with the following laws applicable to theCompany

Omansh Enterprises Limited Annual Report 2016-2017 31

1 Indian Contract Act 18722 Income Tax Act 1961 to the extent of Tax Deducted at Source under various

Section and TDS Returns filed3 Indirect Tax Laws relating to collections deductions wherever applicable

payments made and returns filedWe have also examined compliance with the applicable clauses of thefollowing

1 Secretarial Standards issued by The Institute of Company Secretaries of India2 The Listing Agreements entered into by the Company with BSE Ltd pursuant

to SEBI (Listing Obligation and Disclosure Requirement) Regulations 2015During the period under review the Company has complied with the provisions ofthe Act Rules Regulations Guidelines Standards etc mentioned aboveWe further report that

The Board of Directors of the Company is duly constituted with proper balance ofExecutive Directors Non-Executive Directors and Independent Directors Thechanges in the composition of the Board of Directors that took place during theperiod under review were carried out in compliance with the provisions of the ActAdequate notice is given to all directors to schedule the Board Meetings agendaand detailed notes on agenda were sent at least seven days in advance and asystem exists for seeking and obtaining further information and clarifications onthe agenda items before the meeting and for meaningful participation at themeetingMajority decision is carried unanimously however the dissenting membersrsquo viewsif any are captured and recorded as part of the minutesWe further report that there are adequate systems and processes in the companycommensurate with the size and operations of the company to monitor and ensurecompliance with applicable laws rules regulations and guidelinesWe further report that during the audit period

1 During the financial year ended March 31 2017 the Company has notappointed Company Secretary (CS) and Chief Financial Officer (CFO) on theBoard of the Company in compliance with Section 203 of the Companies Act2013 however the Company has appointed CS and CFO wef May 292017 and September 4 2017 respectively

2 The Company has not appointed an Internal Auditor in compliance withprovision of Section 138 of Companies Act 2013

3 There were instances of delay in filing the Forms as required to be filed withRegistrar of Companies Delhi and the Company has paid additional fees forthe same

Note This report is to be read with our letter of even date which annexed asAnnexure A and forms an integral part of this report

Omansh Enterprises Limited Annual Report 2016-2017 32

Annexure A to the Secretarial Audit Report

The MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034

1 We have not verified the correctness and appropriateness of financial recordsand Books of Accounts of the Company

2 Where ever required we have obtained the Management representation aboutthe compliance of laws rules and regulations and happening of events etc

3 The compliance of the provisions of Corporate and other applicable lawsrules regulations standards is the responsibility of management Ourexamination was limited to the verification of procedures on the random testbasis

4 We have followed the audit practices and processes as were appropriate toobtain reasonable assurance about the correctness of the contents of thesecretarial records The verification was done on the random test basis toensure that correct facts are reflected in secretarial records We believe thatthe processes and practices we followed provide a reasonable basis for ouropinion

5 The Secretarial Audit report is neither an assurance as to the future viabilityof the company nor of the efficacy or effectiveness with which the managementhas conducted the affairs of the Company

For Amit R Dadheech amp Associates

Amit R DadheechM No 22889 CP No 8952Mumbai September 4 2017

MANAGEMENT DISCUSSION AND ANALYSIS

Your Directors are pleased to present the Management Discussion and AnalysisReports for the year ended March 31 2017 as underbull Overview

The Indian textile industry is one the largest and oldest sectors in the country andamong the most important in the economy in terms of output investment andemployment The sector employs nearly 45 million people directly and it is one ofthe largest sources of employment generation in the country The textile industrycontributes to 10 of manufacturing production 2 of Indiarsquos GDP and to 13 ofthe countryrsquos export earnings With direct linkages to the rural economy and theagriculture sector it has been estimated that one of every six households in thecountry depends on this sector either directly or indirectly for its livelihoodbull Industry Structure

Raw material costs have been increasing globally coupled with a shortage ofskilled workers While a shift is taking place of textiles industries from China andBangladesh to India the industrial climate in India has also become adverse dueto regular increases in input costs Any further appreciation of the Rupee willadversely affect exports from India Though the spinning industry has faredsomewhat better those with a presence in weaving processing or even compositebusinesses are facing the heat due to increases in input cost without being ableto pass on such higher costs to customers as the market is simply unable toabsorb the samebull Opportunities and Threat

There is good scope for growth for the textile industry as Indiarsquos share in theglobal trade in textiles is weak compared to other countries The free tradeenvironment is a great opportunity for the Indian textile industry to increase itsshare in the global market Chinese exports are slowing down on account of variousfactors inclusive of increase in domestic demand and rising costs This is a goodopportunity of which our textile industry should make use but smaller countrieslike Bangladesh Sri Lanka Pakistan Turkey and Vietnam etc are becomingformidable challengersLack of uninterrupted power increased power costs higher transaction costshigh cost of labour is hindering the progress However we are making all outefforts to cope with all these challenges by continuous efforts at cost reductionprocess improvements diversification of products and improving productivity byimproving efficienciesbull Business operations

The Company is engaged in the business of Textile industry During the yearunder review the industry faced various challenges due to global and economicslowdown and increasing rates of interest rates But looking at the huge potentialin India for Textile the company is hopeful of reenter into this sector The growthin the sector is very good and Management expects better results in forth comingyearOmansh Enterprises Limited Annual Report 2016-2017 33

bull Outlook

In light of the new and vibrant management of the company and steady growth inthe operations of the company and looking at the huge demand for residential aswell as commercial space in Delhi the company is hopeful of its upwardperformance the future growth for the benefit of its stakeholders at largebull Internal control System

The company has an effective internal control environment which ensures thatoperation are managed efficiently and effectively assets are safeguardedregulatory are complied with and transactions are recorded after appropriateauthorization The Company has an adequate internal control systemcommensurate with the size of the company and the nature of its business whichensures that functioning of the Company is managed efficiently and effectivelyassets are safeguarded regulatory compliances are complied with and transactionsare recorded after appropriate authorizationbull Human relations

Human resources have always been most valuable assets for Omansh EnterprisesLimited During the year the company has once again gained the confidence of itsHuman Resource as well and company constantly seeks to attract and retain thebest available talent Human resources management incorporates a process drivenapproach that invest regularly in the extensive training programs The Companycontinued to enjoy healthy industrial relations during the yearbull Forward Looking and Cautionary Statements

Management Discussion and Analysis contains forward-looking statementsconcerning the Companyrsquos future plans strategies and performance Theseforward-looking statements are not historical facts rather they representassumptions and beliefs based on economic financial and competitive datacurrently available Furthermore they are subject to a number of risks anduncertainties that without limitation relate to economic conditions fiercecompetition in the information service industry customer demand tax rulesregulations and other factors Readers of this annual report are cautioned not toplace undue reliance on these forward-looking statements The Company thereforewishes to caution readers that actual results may differ materially

On behalf of Board of Directorsof Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanManaging Director Wholetime DirectorDIN 07639422 DIN 07835068

DateSeptember 4 2017Place New Delhi

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 34

Independent Auditorrsquos Report

To the Members of Omansh Enterprises Limited

Report on the Financial Statements

We have audited the accompanying standalone financial statements of OmanshEnterprises Limited (ldquothe Companyrdquo) which comprise the Balance Sheet as atMarch 31 2017 the Statement of Profit and Loss and Cash Flow Statement for theyear then ended and a summary of significant accounting policies and otherexplanatory information

Managementrsquos Responsibility for the Financial Statements

The Companyrsquos Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 (ldquothe Actrdquo) with respect to the preparation ofthese standalone financial statements that give a true and fair view of the financialposition financial performance and cash flows of the Company in accordancewith accounting principles generally accepted in India including the AccountingStandards specified under section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014 and the Companies (Accounting Standards) AmendmentRules 2016 This responsibility includes maintenance of adequate accountingrecords in accordance with the provisions of the Act for safeguarding of the assetsof the Company and for preventing and detecting frauds and other irregularitiesselection and application of appropriate accounting policies making judgmentsand estimates that are reasonable and prudent and the design implementationand maintenance of adequate internal financial control that were operatingeffectively for ensuring the accuracy and completeness of the accounting recordsrelevant to the preparation and presentation of the financial statements that givea true and fair view and are free from material misstatement whether due to fraudor error

Auditorrsquos Responsibility

Our responsibility is to express an opinion on these standalone financial statementsbased on our audit We have taken into account the provisions of the Act theaccounting and auditing standards and matters which are required to be includedin the audit report under the provisions of the Act and the Rules made thereunderWe conducted our audit in accordance with the Standards on Auditing issued bythe Institute of Chartered Accountants of India as specified under Section 143(10)of the Act Those Standards require that we comply with ethical requirements andplan and perform the audit to obtain reasonable assurance about whether thefinancial statements are free from material misstatement

An audit involves performing procedures to obtain audit evidence about theamounts and disclosures in the financial statements The procedures selecteddepend on the auditorrsquos judgment including the assessment of the risks of materialmisstatement of the financial statements whether due to fraud or error In making

Omansh Enterprises Limited Annual Report 2016-2017 35

those risk assessments the auditor considers internal financial control relevantto the Companyrsquos preparation of the financial statements that give a true and fairview in order to design audit procedures that are appropriate in the circumstancesAn audit also includes evaluating the appropriateness of accounting policies usedand the reasonableness of the accounting estimates made by the CompanyrsquosDirectors as well as evaluating the overall presentation of the financial statementsWe believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the standalone financial statements

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the standalone financial statements give the information required bythe Act in the manner so required and give a true and fair view in conformity withthe accounting principles generally accepted in India of the state of affairs of theCompany as at 31st March 2017 its profit and its cash flows for the year endedon that date

Report on Other Legal and Regulatory Requirements

1 As required by the Companies (Auditorrsquos report) Order 2016 (ldquothe Orderrdquo)issued by the Central Government of India in terms of sub-section (11) ofSection 143 of the Act we give in the Annexure 1 a statement on the mattersspecified 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 whichto the best of our knowledge and belief were necessary for the purposeof our audit

b) In our opinion proper books of account as required by law have beenkept by the Company so far as it appears from our examination of thosebooks

c) The Balance Sheet Statement of Profit and Loss and Cash FlowStatement dealt with by this Report are in agreement with the books ofaccount

d) In our opinion the aforesaid standalone financial statements comply withthe Accounting Standards specified under Section 133 of the Act readwith Rule 7 of the Companies (Accounts) Rules 2014 and the Companies(Accounting Standards) Amendment Rules 2016

e) On the basis of written representations received from the directors as on31st March 2017 and taken on record by the Board of Directors none ofthe directors is disqualified as on 31st March 2017 from being appointedas a director in terms of Section 164(2) of the Act

Omansh Enterprises Limited Annual Report 2016-2017 36

f) With respect to the adequacy of the internal financial controls overfinancial reporting of the Company and the operating effectiveness ofsuch controls refer to our separate Report in ldquoAnnexure 2rdquo to this report

g) With respect to the other matters to be included in the Auditorrsquos Reportin accordance with Rule 11 of the Companies (Audit and Auditors) Rules2014 in our opinion and to the best of our information and according tothe explanations given to us

i The Company does not have any pending litigations which wouldimpact its financial position

ii The Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeablelosses

iii There has not been an occasion in which the company during theyear under report to transfer any sum to the Investor Education andProtection Fund Hence the question of delay in transferring suchsum does not arise

iv The Company has provided requisite disclosures in Note No 27 tothese standalone financial statements as to the holding of SpecifiedBank Notes on November 8 2016 to December 30 2016 as well asdealings in Specified Bank Notes during the period from November8 2016 to December 30 2016 Based on our audit procedures andrelying on the management representation regarding the holdingand nature of cash transactions including Specified Bank Noteswe report that these disclosures are in accordance with the books ofaccounts maintained by the Company and as produced to us by theManagement

For Satyendra Mrinal amp AssociatesChartered Accountants

Firm Registration Number 017068N

SK JainPartner

Membership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 37

Annexure 1 referred to in paragraph 1 under the heading ldquoReport on OtherLegal and Regulatory Requirementsrdquo of our Report of even date

(i) (a) The Company has maintained proper records showing fullparticulars including quantitative details and situation of fixedassets

(b) All fixed assets have been physically verified by the managementat regular intervals as informed to us no material discrepancieswere noticed on such verification

(c) According to the information and explanations given by themanagement the Company has not acquired any immovableproperty during the year under audit no comments under thesub-clause are required

(ii) The Company does not have any inventory and accordingly therequirements under paragraph 3(ii) of the Order are not applicable to theCompany

(iii) According to the information and explanation given to us the Companyhas not granted any loans secured or unsecured to companies firmsLimited Liability Partnerships or other parties covered in the registermaintained under Section 189 of the Act and hence clause 3(iii)(a) (b)and (c) of the Order are not applicable to the Company and hence notcommented upon

(iv) In our opinion and according to the information and explanations givento us there are no loans investments guarantees and securities grantedin respect of which provisions of Section 185 and 186 of the Act areapplicable and hence not commented upon

(v) The Company has not accepted any deposits within the meaning ofSections 73 to 76 of the Act and the Companies (Acceptance of Deposits)Rules 2014 (as amended) Accordingly the provisions of clause 3(v) ofthe Order are not applicable

(vi) To the best of our knowledge and as explained the Central Governmenthas not specified the maintenance of cost records under Section 148(1)of the Act for the productsservices of the Company

(vii) (a) According to the information and explanations given to us andbased on the records of the company examined by us thecompany is regular in depositing the undisputed statutory duesincluding income-tax and other statutory dues as applicablewith the appropriate authorities in India

(b) According to the information and explanations given to us andbased on the records of the company examined by us thereare no dues of Income tax which have not been deposited onaccount of any disputes However the remaining taxes specifiedunder the said sub-clause are not applicable to the company

Omansh Enterprises Limited Annual Report 2016-2017 38

(viii) In our opinion and according to the information and explanations givenby the management the Company has not availed of any loans from anyfinancial institution bank or government and not issued any debentures

(ix) In our opinion and according to the information and explanations givenby the management the Company has not raised any money by way ofinitial public offer or further public offer (including debt instruments) andthe company has not raisedtaken any term loan

(x) Based upon the audit procedures performed for the purpose of reportingthe true and fair view of the financial statements and according to theinformation and explanations given by the management we report thatno fraud by the company or no fraud on the company by the officers andemployees of the Company has been noticed or reported during the year

(xi) According to the information and explanations given by the managementthe company has complied with the provisions of Section 197 read withSchedule V of the Companies Act 2013

(xii) In our opinion the Company is not a nidhi company Therefore theprovisions of clause 3(xii) of the order are not applicable to the Companyand hence not commented upon

(xiii) According to the information and explanations given by the managementthere were no transactions with the related parties during the year hencenot commented upon

(xiv) According to the information and explanations given to us and on anoverall examination of the Balance Sheet the Company has not madeany preferential allotment or private placement of shares or fully or partlyconvertible debentures during the year under review and hence reportingrequirements under clause 3(xiv) are not applicable to the Company andnot commented upon

(xv) According to the information and explanations given by the managementthe Company has not entered into any non-cash transactions with thedirectors or persons connected with him as referred to in Section 192 ofCompanies Act 2013

(xvi) According to the information and explanations given to us the provisionsof Section 45-IA of the Reserve Bank of India Act 1934 are not applicableto the Company

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 39

ANNEXURE 2 TO THE INDEPENDENT AUDITORrsquoS REPORT OF EVEN DATEON THE STANDALONE FINANCIAL STATEMENTS OF OMANSHENTERPRISES LIMITED

Report on the Internal Financial Controls under Clause (i) of Sub-section 3of Section 143 of the Companies Act 2013 (ldquothe Actrdquo)

To the Members of Omansh Enterprises Limited

We have audited the internal financial controls over financial reporting of OmanshEnterprises Limited (ldquothe Companyrdquo) as of 31st March 2017 in conjunction withour audit of the standalone financial statements of the Company for the year endedon that date

Managementrsquos Responsibility for Internal Financial Controls

The Companyrsquos Management is responsible for establishing and maintaininginternal financial controls based on the internal control over financial reportingcriteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial ControlsOver Financial Reporting issued by the Institute of Chartered Accountants of IndiaThese responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuringthe orderly and efficient conduct of its business including adherence to theCompanyrsquos policies the safeguarding of its assets the prevention and detectionof frauds and errors the accuracy and completeness of the accounting recordsand the timely preparation of reliable financial information as required under theCompanies Act 2013 (lsquothe Actrsquo)

Auditorrsquos Responsibility

Our responsibility is to express an opinion on the Companyrsquos internal financialcontrols over financial reporting based on our audit We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting (the ldquoGuidance Noterdquo) and the Standards on Auditing asspecified under section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls both applicable to an audit of Internal Financial Controlsand both issued by the Institute of Chartered Accountants of India ThoseStandards and the Guidance Note require that we comply with ethical requirementsand plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects

Our audit involves performing procedures to obtain audit evidence about theadequacy of the internal financial controls system over financial reporting andtheir operating effectiveness Our audit of internal financial controls over financialreporting included obtaining an understanding of internal financial controls overfinancial reporting assessing the risk that a material weakness exists and testing

Omansh Enterprises Limited Annual Report 2016-2017 40

and evaluating the design and operating effectiveness of internal control basedon the assessed risk The procedures selected depend on the auditorrsquos judgementincluding the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error

We believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the internal financial controls systemover financial reporting

Meaning of Internal Financial Controls Over Financial Reporting

A companyrsquos internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles A companyrsquos internal financialcontrol over financial reporting includes those policies and procedures that (1)pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company (2)provide reasonable assurance that transactions are recorded as necessary topermit preparation of financial statements in accordance with generally acceptedaccounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorisations of management and directorsof the company and (3) provide reasonable assurance regarding prevention ortimely detection of unauthorised acquisition use or disposition of the companyrsquosassets 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 financialreporting including the possibility of collusion or improper management overrideof controls material misstatements due to error or fraud may occur and not bedetected Also projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes inconditions or that the degree of compliance with the policies or procedures maydeteriorate

Omansh Enterprises Limited Annual Report 2016-2017 41

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at 31st March 2017 basedon the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls Over Financial Reporting issued bythe Institute of Chartered Accountants of India

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 42

Amount in Particulars Note As At As At

No 31032017 31032016

OMANSH ENTERPRISES LIMITEDRegd off SHOP NO QD-37 DDA MARKET PITAMPURA NEW DELHI-110034

BALANCE SHEET AS AT 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I EQUITY AND LIABILITIES(1) Shareholderrsquos Funds

(a) Share Capital 2 3550000000 3550000000(b) Reserves and Surplus 3 90954266 68038074(c) Money received against share warrants - 3640954266 - 3618038074

(2) Share application money pending allotment - -(3) Non-Current Liabilities

(a) Long-term borrowings - -(b) Deferred tax liabilities (Net) 121300 -(c) Other Long term liabilities - -(d) Long term provisions - 121300 - -

(4) Current Liabilities(a) Short-term borrowings - -(b) Trade payables 4 2658855175 2385034725(c) Other current liabilities 5 13400000 31328100(d) Short-term provisions - 2672255175 - 2416362825

Total 6313330741 6034400899II ASSETS(1) Non-current assets

(a) Fixed assets (i) Tangible assets 6 2888600 4902500 (ii) Intangible assets - - (iii) Capital work-in-progress - - (iv) Intangible assets under development - -(b) Non-current investments 7 801500000 801500000(c) Deferred tax assets (net) - 413300(d) Long term loans and advances 8 910000000 1232160100(e) Other non-current assets - 1714388600 - 2038975900

(2) Current assets(a) Current investments - -(b) Inventories - -(c) Trade receivables 9 4311808246 3931054446(d) Cash and cash equivalents 10 262853595 19436253(e) Short-term loans and advances 11 10054300 16482300(f) Other current assets 12 14226000 4598942141 28452000 3995424999

Total 6313330741 6034400899Significant Accounting PoliciesNotes on financial Statements 1-27

Omansh Enterprises Limited Annual Report 2016-2017 43

Amount in

Particulars Note 2016-17 2015-16No

OMANSH ENTERPRISES LIMITED

STATEMENT OF PROFIT amp LOSS FOR THE YEAR ENDED 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I Revenue from operations 20 1735111517 2138004325II Other Income 21 598242 165707300III Total Revenue I+II 1735709759 2303711625IV Expenses

Purchase of Stock-in-Trade (Net of Return) 1556101986 2019177290Changes in inventories of finished goods work-in-progress and Stock-in-Trade - -Employee benefit expense 22 38500000 92100000Financial costs 23 - 371112Depreciation and amortization expense 24 16239900 22358900Other expenses 25 91717081 130240960

IV Total Expenses 1702558967 2264248262V Profit before exceptional and extraordinary items and tax III-IV 33150792 39463363VI Exceptional Items - -VII Profit before extraordinary items and tax V-VI 33150792 39463363VIII Extraordinary Items - -IX Profit before tax VII-VIII 33150792 39463363X Tax expense

(1) Current tax 9700000 11638100(2) Deferred tax 534600 27512500

XI Profit(Loss) from the perid from continuing operations IX-X 22916192 312763XII Profit(Loss) from discontinuing operations - -XIII Tax expense of discounting operations - -XIV Profit(Loss) from Discontinuing operations XII-XIII - -XV Profit(Loss) for the period XI+XIV 22916192 312763XVI Earning per equity share 26

(1) Basic 001 000(2) Diluted 001 000

Omansh Enterprises Limited Annual Report 2016-2017 44

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2017(Amount in )

Particulars 2016-17 2015-16A Cash Flow from Operating Activities

Profit(Loss) before Taxation 331508 394634Adjustments for Depreciation 20139 81329Preliminary expenses 142260 142260Loss (Profit) on Sale of assets - -Finance cost - 3711Interest Income - -Operating Profit(Loss) before Working Capital Changes 493907 621934Adjustments for Trade and Other Receivables (3807538) 198975Inventories - -Loans and Advances 3285881 (4365027)Trade and Other Payables 2558924 859666Provisions - -Other current Assets - 6837Cash Generated from Operations 2531173 (2677615)Direct Tax Paid (97000) (116381)Net Cash generated from Operating Activities 2434173 (2793996)

B Cash Flow from Investing ActivitiesPurchase of Fixed Assets - -Sale of assets - -Investments - -Interest Income - -Net Cash used in Investing Activities - -

C Cash Flow from Financing ActivitiesProceeds of Borrowings - -Finance cost - (3711)Net Cash generated from in Financing Activities - (3711)Net Increase(Decrease) in Cash and Cash Equivalents (A+B+C) 2434173 (2797708)Cash and Cash Equivalents Opening 194362 2992070Cash and Cash Equivalents Closing 2628536 194362

Notes1 The above Cash Flow Statement has been prepared under the indirect method as set out in the Accounting Standard on Cash Flow Statement

(AS-3)2 Figures in Brackets indicate Cash Outflow3 Previous Year rsquos figures have been recast regrouped and restated where ever necessary

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 45

Notes Forming Part of Financial Statements

NOTE 1

A CORPORATE INFORMATION

The company is engaged in the business of trading in ClothClothingFabric in India the disclosure requirements of AccountingStandard-17 Segment Reporting are not applicable

B SIGNIFICANT ACCOUNTING POLICIES

I BASIS OF PREPARATION

The accompanying financial statements have been prepared andpresented as a going concern under historical cost convention onthe accrual basis of accounting unless otherwise stated inaccordance with the generally accepted accounting principles inIndia (Indian GAAP) and comply with the Accounting Standardsspecified under Section 133 of the Companies Act 2013 (The Act)read with paragraph 7 of the Companies (Accounts) Rules 2014and relevant provisions of the Companies Act 2013

The accounting policies have been consistently applied by theCompany and are consistent with those used in the previous year

All assets and liabilities have been classified as current or non-current as per the Companyrsquos normal operating cycle and othercriteria set out in the Schedule III of the Companies Act 2013Based on the nature of products and the time between theacquisition of assets for processing and their realisation in cashand cash equivalents the Company has ascertained its operatingcycle as up to twelve months for the purpose of currentnon-currentclassification of assets and liabilities

II USE OF ESTIMATES

The preparation of financial statements in conformity with IndianGAAP requires the management to make judgements estimatesand assumptions that affect the reported amounts of revenuesexpenses assets and liabilities and disclosure of contingentliabilities at the end of the reporting period Although these

Omansh Enterprises Limited Annual Report 2016-2017 46

estimates are based on the managementrsquos best knowledge ofcurrent events and actions uncertainty about these assumptionsand estimates could result in the outcomes requiring a materialadjustment to the carrying amounts of assets or liabilities in futureperiods

Significant estimates used by the management in the preparationof these financial statements include the useful life of fixed assetsand intangible assets and provisions for doubtful debtsadvancesDifference if any between the actual results and estimates arerecognized in the period in which the results are knownmaterialized

III FIXED ASSETS AND DEPRECIATION

Fixed assets are recorded at cost of acquisition and installationincluding freight duties levies less accumulated depreciation Costof acquisition includes rates taxes and any other directlyattributable cost for bringing the asset to its working condition forintended use

Depreciation on Tangible Fixed Assets is provided on Written DownValue method using the rates arrived at based on the useful livesas specified in the Schedule II of the Companies Act 2013 orestimated by the management The Company has used thefollowing useful life to provide depreciation on its fixed assets

Omansh Enterprises Limited Annual Report 2016-2017 47

(a) Assets where useful life is same as Schedule II

Assets Useful Life as Prescribedby Schedule II of theCompanies Act 2013

Factory Building 30 years

Plant amp Machinery (other thancontinuous process plant notcovered under specific industries) 15 years

Furniture amp Fittings 10 years

Motor Cycles scooters and other mopeds 10 years

Vehicles (Motor Cars) 8 years

Office Equipments 5 years

Computer printers amp data processing units 3 years

Electrical Installations 10 years

(b) Assets where useful life differ from Schedule II

Fixed Assets individually costing less than Rupees five thousandare fully depreciated in the year of purchase

(c) Depreciation

Depreciation on the Fixed Assets addeddisposed offdiscardedduring the year is provided on pro-rata basis with reference to thedate of additiondisposaldiscarding and in the case of capitalisationof any asset depreciation is charged from the date the same isreadyput to use to the Statement of Profit and Loss

IV INTANGIBLE ASSETS AND AMORTISATION

Intangible Assets are stated at acquisition cost net of accumulatedamortisation and accumulated impairment losses if any Intangibleassets are amortised on a straight-line basis over their estimateduseful lives

Omansh Enterprises Limited Annual Report 2016-2017 48

The Company amortises miscellaneous expenditure representingthe Companyrsquos formation expenses over a period of 5 yearsFurther the cost of Direct Listing of Equity Shares on BSE Limitedhas also been included in the same

V BORROWING COSTS

Borrowing Costs attributable to acquisition and construction ofqualifying assets are capitalised as a part of the cost of such assetsup to the date when such assets are ready for its intended useOther borrowing costs are charged to the Statement of Profit andLoss in the period in which they are incurred

VI FOREIGN CURRENCY TRANSACTIONS

The Company has not dealt with any foreign currency transactionduring the Financial Year

VII INVESTMENTS

Investments which are readily realisable and intended to be heldfor not more than one year from the date on which such investmentsare made are classified as current investments All otherinvestments are classified as long-term investments

Investments are recorded at cost on the date of purchase whichinclude acquisition charges such as brokerage stamp duty taxesetc Current Investments are stated at lower of cost and netrealisable value Long-term investments are stated at cost afterdeducting provisions made if any for other than temporarydiminution in the value

VIII REVENUE RECOGNITION

Revenue is recognised to the extent that it is probable that theeconomic benefits will flow to the Company and can be reliablymeasured

Revenue from sale of products is recognised when the significantrisks and rewards of ownership of the goods have passed to thebuyer Sale of goods are recorded net of trade discounts rebatesSales Tax Value Added Tax and gross of Excise Duty

Omansh Enterprises Limited Annual Report 2016-2017 49

Interest income is recognized on a time proportion basis takinginto account the amount outstanding and the rate applicable

Dividend income on investments is accounted for on receipt of thesame

All expenses and income to the extent considered payable andreceivable respectively unless specifically stated be otherwise areaccounted for on mercantile basis

IX RETIREMENT AND OTHER EMPLOYEE BENEFITS

(a) Provident Fund

Provision of Provident Fund is not applicable to theCompany

(b) Gratuity

No provision for gratuity has been made as there is noamount due towards Gratuity payable

(c) Compensated Leaves

Unutilized leave of staff lapses as at the year end and isnot encashable Accordingly no provision is made forcompensated Leaves

X TAXATION

Tax expense comprises of current and deferred tax

Current Tax

Provision for current tax is made after taking into considerationbenefits admissible under the provisions of the Income-tax Act1961 Minimum Alternative Tax (MAT) credit is recognized wherethere is convincing evidence that the same can be utilized in future

Current tax assets and current tax liabilities are offset when thereis a legally enforceable right to set off the recognized amounts andthere is an intention to settle the asset and the liability on a netbasis

Omansh Enterprises Limited Annual Report 2016-2017 50

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 4: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

NOTICE

Notice is hereby given that 43rd Annual General Meeting of Omansh EnterprisesLimited will be held on Thursday the 28th day of September 2017 at 1230 PM atKhushi Banquet MP Mall MP Block Pitampura New Delhi to transact the followingbusinessesORDINARY BUSINESS

1 To receive consider approve and adopt the Audited Financial Statements ofthe Company (Standalone) for the financial year ended on March 31 2017ie the Balance Sheet as at 31st March 2017 the statement of Profit amp Lossaccount and the Cash Flow Statement for the year ended on that date togetherwith the report of the Auditorrsquos and Board of Directorrsquos Report thereon

2 To appoint a Director in place of Mrs Reena Sharma (DIN06883803) whoretire by rotation and being eligible offers herself for re-appointment

3 To appoint a Director in place of Mrs Seema Khan (DIN 07639422) whoretire by rotation and being eligible offers herself for re-appointment

4 To ratify the appointment of Auditors and fix their remuneration and in thisregard to consider and if thought fit to pass with or without modification(s)the following resolution as an Ordinary ResolutionldquoRESOLVED THAT pursuant to the provisions of section 139 and otherapplicable provisions if any of the Companies Act 2013 and the Rules framedthere under as amended from time to time the Company hereby appointsMs Rajeev Singh amp Co New Delhi (Firm Regn No 022953N) as theStatutory Auditors of the Company to hold office from the conclusion of thisAnnual General Meeting (AGM) till the conclusion of the 48 th AGM of theCompany to be held in the year 2022 at such remuneration plus service taxas may be mutually agreed between the Board of Directors of the Companyand the Auditorsrdquo

SPECIAL BUSINESS

5 To consider and if thought fit to pass with or without modification(s) as maybe deemed fit the following resolution as an Ordinary Resolution

ldquoRESOLVED THAT Mrs Fatima Makdum Matikub (DIN 07927573) who wasappointed as an Additional Director of the company by the Board of Directorswith effect from September 4 2017 in terms of Section 161(1) of theCompanies Act 2013 and whose terms of the office expires at this AnnualGeneral Meeting and in respect of whom the Company has received a noticein writing proposing her candidature for the office of director be and is herebyappointed as an Independent director of the Company in terms of section149 152 and other applicable provisions if any of the Companies Act 2013(Act) and the Rules framed there under read with Schedule IV to the Act asamended from time to time to hold office for 5 (Five) consecutive years fromthe conclusion of this Annual General Meetingrdquo

Omansh Enterprises Limited Annual Report 2016-2017 1

6 To consider and if thought fit to pass with or without modification(s) as maybe deemed fit the following resolution as an Ordinary Resolution

ldquoRESOLVED THAT Mrs Priti Pralhad Soni (DIN 07927441) who wasappointed as an Additional Director of the company by the Board of Directorswith effect from September 4 2017 in terms of Section 161(1) of theCompanies Act 2013 and whose terms of the office expires at this AnnualGeneral Meeting and in respect of whom the Company has received a noticein writing proposing her candidature for the office of director be and is herebyappointed as an Independent director of the Company in terms of section149 152 and other applicable provisions if any of the Companies Act 2013(Act) and the Rules framed there under read with Schedule IV to the Act asamended from time to time to hold office for 5 (Five) consecutive years fromthe conclusion of this Annual General Meetingrdquo

7 To consider and if thought fit to pass with or without modification(s) thefollowing resolution as a Special Resolution

ldquoRESOLVED THAT Mr Manoj Chauhan (DIN 07835068) who was appointedas an Additional Director by the Board of Directors of the Company on May29 2017 and as per the provision of Section 161(1) of the Companies Act2013 whose terms of the office expires at this Annual General Meeting and inrespect of whom the Company has received a notice in writing proposing hiscandidature for the office of director be and is hereby appointed as anExecutive Director of the CompanyrdquoldquoRESOLVED FURTHER THAT in terms of Section 197 198 and 203 if anyof the Companies Act 2013 (Act) and the Rules framed there under readwith Schedule IV to the Act as amended from time to time the consent of themembers of the Company be and is hereby granted to appoint Mr ManojChauhan (DIN 07835068) as Whole Time Director of the Company on suchterms as may decided by the Board and Mr Manoj Chauhan (DIN 07835068)for a period of 3 (three) consecutive year wef May 29 2017 subject toretirement by rotation on the terms and conditions including remunerationas set out in the explanatory statement annexed to the Notice convening thisMeeting with liberty to the Board of Directors (hereinafter referred to as ldquotheBoardrdquo which term shall be deemed to include the Nomination andRemuneration Committee of the Board) to alter and vary the terms andconditions of the said appointment andor remuneration as it may deem fitand as may be acceptable to Mr Manoj Chauhan subject to the same notexceeding the limits specified under Schedule V to the Companies Act 2013or any statutory modification(s) or re-enactment(s) thereofrdquoldquoRESOLVED FURTHER THAT the Board be and is hereby authorized to doall acts take all such steps as may be necessary proper or expedient to giveeffect to this resolutionrdquo

8 To consider and if thought fit to pass with or without modification(s) thefollowing resolution as a Special Resolution-

Omansh Enterprises Limited Annual Report 2016-2017 2

ldquoRESOLVED THAT Mrs Seema Khan (DIN 07639422) who was appointedas an Additional Director by the Board of Directors of the Company onDecember 09 2016 and as per the provision of Section 161(1) of theCompanies Act 2013 whose terms of the office expires at this Annual GeneralMeeting and in respect of whom the Company has received a notice in writingproposing her candidature for the office of director be and is hereby appointedas an Executive Director of the CompanyldquoRESOLVED THAT in accordance with the provisions of Sections 188 196197and 203 read with Schedule V and all other applicable provisions of theCompanies Act 2013 and the Companies (Appointment and Remunerationof Managerial Personnel) Rules 2014 (including any statutory modification(s)or re-enactment(s) thereof for the time being in force) approval of theCompany be and is hereby accorded for the re-appointment and terms ofremuneration payable to including the remuneration to be paid in the eventof loss or inadequacy of profit in any financial year during the tenure ofappointment of Mrs Seema Khan (DIN 07639422) as Managing Director ofthe Company for a period of three years commencing from December 092016 to December 08 2019 subject to retirement by rotation on the termsand conditions including remuneration as set out in the explanatory statementannexed to the Notice convening this Meeting with liberty to the Board ofDirectors (hereinafter referred to as ldquothe Boardrdquo which term shall be deemedto include the Nomination and Remuneration Committee of the Board) toalter and vary the terms and conditions of the said re-appointment andorremuneration as it may deem fit and as may be acceptable to Mrs SeemaKhan (DIN 07639422) subject to the same not exceeding the limits specifiedunder Schedule V to the Companies Act 2013 or any statutory modification(s)or re-enactment(s) thereofrdquoldquoRESOLVED FURTHER THAT the Board be and is hereby authorized to doall acts take all such steps as may be necessary proper or expedient to giveeffect to this resolutionrdquo

By order of the BoardOmansh Enterprises Limited

Manoj ChauhanDate September 4 2017 Whole Time DirectorPlace Delhi DIN 07835068

Registered OfficeShop No Shop No 37 QD Block DDA MarketPitampura New Delhi - 110034

NOTES

1 Member entitled to attend and vote at the meeting may appoint a proxy toattend and vote on a poll on his behalf A proxy need not be a member of theCompany A person can act as proxy on behalf of not exceeding fifty Members

Omansh Enterprises Limited Annual Report 2016-2017 3

and holding in the aggregate not more than 10 of the total Equity ShareCapital of the Company Any Member holding more than 10 of the totalEquity share capital of the Company may appoint a single person as proxyand in such a case the said person shall not act as proxy for any otherperson or member The instrument appointing proxy should however bedeposited at the Registered Office of the Company not less than 48 hoursbefore the commencement of the Meeting

2 The disclosures required under Regulation 27 of the SEBI (Listing ObligationAnd Disclosure Requirement) Regulation 2015 agreement in respect of theDirectors being appointed reappointed in this Annual General Meeting aregiven as annexure to this Notice convening Annual General Meeting

3 Member holding shares in physical form are advised to update their addressand bank account ECS details with the Companyrsquos Registrar amp Share TransferAgent Ms Skyline Financial Services Private Limited New Delhi

4 The Annual Report of the Company for the financial year ended March 312017 has been emailed to the members whose email addresses are availablewith the depositories or are obtained directly from the members as per theMCA Circular Nos 172011 dated April 21 2011 and 182011 dated April 292011 on ldquoGreen Initiative of Ministry of Corporate Affairs for CorporateGovernancerdquo For other members who have not registered their emailaddresses the Annual Report has been sent at their registered postal addressIf any member wishes to get a duly printed copy of the Annual Report theCompany will send the same free of cost upon receipt of request from themember Members who have not registered their email addresses so farare requested to register them for receiving all communication includingAnnual Report and other Notices from the Company electronically

5 The Securities and Exchange Board of India (SEBI) has mandated thesubmission of Permanent Account Number (PAN) by every participant insecurities market Members holding shares in electronic form are thereforerequested to submit the PAN to their Depository Participants with whom theyare maintaining their demat accounts Members holding shares in physicalform can submit their PAN details to the Company or to the Registrar andShare Transfer Agent

6 The Register of Members and the Transfer Books of the Company shall remainclosed on Tuesday the September 26 2017 to Thursday the September 282017

7 The Explanatory Statement pursuant to Section 102 of the Companies Act2013 in respect of the business under Item Nos from 5-8 of the Notice isannexed hereto

8 All documents referred to in accompanying Notice and Explanatory Statementis open for inspection at the registered office of the Company on all workingdays between 1100 am to 100 pm up to the date of AGM except Saturday

Omansh Enterprises Limited Annual Report 2016-2017 4

9 Members seeking the information with regards to the proposed resolutionare requested to write to the Company at least one week in advance so as toenable the management to keep the information ready

10 Pursuant to the provision of Section 107 and 108 read with companies(Management and Administration) Rules 2014 the company is pleased tooffer the option of E-Voting facility to all the members of the company Forthis purpose the company has entered into an agreement with CentralDepository Services (India) Limited (CDSL) for facilitating E-voting Thecompany has appointed Amit R Dadheech amp Associates Practicing CompanySecretaries (Membership No 22889 Certificate of Practice No 8952) asScrutinizer for conducting the e-voting process in a fair and transparentmanner

4 Voting through electronic means

(i) In compliance with provisions of section 108 of the Act and Rule 20 ofThe Companies [Management and Administration] Rules 2014 andRegulation 44 of the SEBI (Listing Obligations amp DisclosureRequirements) Regulations 2015 the Company is providing e-votingfacility as an alternative mode of voting which will enable the membersto cast their votes electronicallyNecessary arrangements have been made by the Company with CentralDepository Services [India] Limited [CDSL] to facilitate e-voting Thedetailed process instructions and manner for availing e-Voting facility isannexed to the Notice as AnnexurendashB

(ii) Mr Amit R Dadheech Practicing Company Secretary [Membership NoA22889] has been appointed as the Scrutinizer to scrutinize the votingand remote e-voting process in a fair and transparent manner

(iii) Members who have cast their vote by remote e-voting prior to the meetingmay also attend the meeting but shall not be entitled to cast their voteagain

(iv) Members can opt for only one mode of voting ie either by e-voting orpoll paper In case Members cast their votes through both the modesvoting done by e-voting shall prevail and votes cast through Poll Papershall be treated as invalid

(v) The e-voting period commences on Monday 25th September 2017 [900am] and ends on Wednesday 27th September 2017 [500 pm] Duringthis period Members holding shares either in physical form or dematform as on 22nd September 2017 ie cut-off date may cast their voteelectronically The e-voting module shall be disabled for voting thereafterOnce the vote on a resolution is cast by the Member he she shall notbe allowed to change it subsequently or cast vote again

(vi) The voting rights of members shall be in proportion to their shares in thepaid up equity share capital of the Company as on cut-off date A person

Omansh Enterprises Limited Annual Report 2016-2017 5

whose name is recorded in the register of members or in the register ofbeneficial owners maintained by the depositories as on cut-off date onlyshall be entitled to avail facility of remote e-voting and poll process at thevenue of the meeting

(vii) Any person who acquires shares of the Company and becomes amember of the Company after dispatch of the Notice and holding sharesas on cut-off date may cast vote after following the instructions for e-voting as provided in the Notice convening the Meeting which is availableon the website of the Company and CDSL However if you are alreadyregistered with CDSL for remote e-voting then you can use your existingUser ID and password for casting vote

(viii)The Scrutinizer shall immediately after the conclusion of voting at themeeting would count the votes cast at the meeting thereafter unblockthe votes cast through remote e-voting in the presence of at least twowitnesses not in the employment of the Company and make not laterthan 48 hours from conclusion of the meeting a consolidated ScrutinizerrsquosReport of the total votes cast in favour or against to the Chairman whoshall countersign the same

(ix) The results declared along with the Scrutinizerrsquos Report shall be placedon the Companyrsquos website wwwomanshenterprisescom and on thewebsite of CDSL ie wwwevotingindiacom immediately after the resultis declared The Company shall simultaneously forward the results toBSE Limited [BSE] where the equity shares of the Company are listed

5 The route map giving the directions to the venue of the AGM is annexed tothe Notice as AnnexurendashC

6 REQUEST TO MEMBERS

(i) MembersProxies attending the meeting are requested to bring theirattendance slip along with their copy of Annual Report to the Meeting

(ii) Queries proposed to be raised at the Annual General Meeting may besent to the Company at its registered office at least seven days prior tothe date of AGM to enable the management to compile the relevantinformation to reply the same in the meeting

(iii) Members holding shares in demat form are requested to intimate allchanges pertaining to their bank details National Electronic ClearingService [NECS] Electronic Clearing Services [ECS] mandatesnominations power of attorneys change in address change of nameemail address contact numbers etc to their Depository Participant [DP]Changes intimated to the DP will then be automatically reflected in theCompanyrsquos records which will help the Company and the CompanyrsquosRegistrar and Transfer Agents to provide efficient and better servicesMembers holding shares in physical form are requested to intimate suchchanges to Registrar and Transfer Agents of the Company

Omansh Enterprises Limited Annual Report 2016-2017 6

(iv) In case of joint holders attending the Meeting only such joint holder whois higher in the order of names will be entitled to vote Members who holdshares in physical form in multiple folios in identical names or joint holdingin the same order of names are requested to send the share certificatesto Registrar for consolidation into a single folio

(v) The Securities and Exchange Board of India (SEBI) has mandated thesubmission of Permanent Account Number (PAN) by every participant insecurities market Members holding shares in electronic form aretherefore requested to submit their PAN to their Depository Participantswith whom they are maintaining their demat accounts Members holdingshares in physical form can submit their PAN details to the Company registrar and Share Transfer Agents

DETAILS OF DIRECTORS SEEKING APPOINTMENT RE-APPOINTMENTIN ANNUAL GENERAL MEETING FIXED FOR SEPTEMBER 28 2017

Sr No

1

2

3

4

5

Name of theDirector

Manoj Chauhan

Seema Khan

Reena Sharma

Fatima Matikub

Prit i PralhadSoni

Date of Birth

07101988

14011990

20121973

01051984

30061983

Date ofAppointment

29052017

09122016

07102015

04092017

04092017

Qualification

HSC

Cleared SSC

Graduate

BCom

HSC

Expertise in SpecificArea

Having vast knowledge infield of financing activitieshe is keenly engaged in thegrowth and development ofthe CompanyShe posses a r ichexperience in the businessof trading in textile

Experienced as Director ofCompany for about 2 years

Business of Beauty ampHealth product

Expertise in the field oftextile

List of otherPublic

Companies inwhich

directorship isheld

Nil

Nil

Nil

Nil

Nil

Omansh Enterprises Limited Annual Report 2016-2017 7

STATEMENT PURSUANT TO SECTION 102(1) OF THE COMPANIES ACT 2013

Item No 5 amp 6

As per the provisions of Section 149 of the Act which has come into force witheffect from April 1 2014 an Independent Director shall hold office for a term up tofive consecutive years on the Board of a company and is not liable to retire byrotationThe Nomination amp Remuneration Committee has recommended the appointmentof Mrs Fatima Makdum Matikub (DIN 07927573) and Mrs Priti Pralhad Soni(DIN 07927441) as Independent Director of the CompanyThe Company has obtained a declaration that they meet the criteria of IndependentDirector as provided under section 149(6) of the Act In the opinion of the Boardthe proposed directors has fulfilled the conditions specified in the Act and theRules framed there under for appointment as Independent Director and they areindependent of the management Notices as required under Section 160 of thecompanies act 2013 have been received from some members proposingcandidature of the said Independent Directors Upon the confirmation ofappointment of these individuals as independent Director by the members of theCompany the appointment shall be formalized by the issue of a letter ofappointment by the company to the said Independent DirectorsThe Board recommends the Resolution set out at Item No 4 amp 5 of this Notice forapproval of the Members as Ordinary ResolutionExcept of Mrs Fatima Makdum Matikub and Mrs Priti Pralhad Soni none of theDirectors or Key Managerial Personnel of the Company or their relatives isconcerned or interested in the proposed ResolutionItem No 7

Mr Manoj Chauhan was appointed as Whole Time Director wef May 29 2017He is been rendering valuable services to the Company and has been lookingafter the compliances of applicable laws and regulationsThe Board of Directors have appointed Mr Manoj Chauhan for a period of 3 (Three)year wef May 29 2017 Now this resolution is put before the shareholders ofthe Company for ratification of appointment of Mr Manoj Chauhan as Whole TimeDirector of the CompanyThe Board recommends the Resolution set out at Item No 6 in this Notice forapproval of the Members as Special ResolutionNone of the Directors of Key Management Personnel of the Company or theirrelatives is concerned or interested in the proposed ResolutionItem No 8

Mrs Seema Khan was appointed on the Board of the Company on December 92016 and has been rendering valuable services to the Company Considering therequirement of the Company the Board of Directors of the Company has decidedto appoint Mrs Seema Khan as a Managing Director for a period of three years

Omansh Enterprises Limited Annual Report 2016-2017 8

from December 9 2016 to December 8 2019 subject to the approval of theshareholder and Central Government if requiredMrs Seema Khan us under graduate and posses a rich experience in the businessof trading in textile from a decade Your Board is of the opinion that consideringthe experience of Mrs Seema Khan in the business market her appointment asManaging Director will be beneficial to the Company The terms and conditionsincluding the remuneration to be paid in the event of loss or inadequacy of profitin any financial year during the tenure of her appointment is mentioned in thedraft letter of appointment placed before the meeting approved by the Board ofDirectorsNomination amp Remuneration Committee at their meeting held onDecember 9 20161 Basic Salary

Presently the Company is not proposing to pay any remuneration to theManaging Director However the terms of the appointment and remunerationmay be revised at a later stage and with an authority to the Board to increasethe same from time to time in accordance with the limits specified in ScheduleV of the Companies Act 2013 as amended from time to time The annual orother increments will be merit based and will take into account the Companyrsquosperformance No other Allowance or Perquisites are being offered to theManaging Director for the time being

2 General

i The Managing Director shall perform her duties as such with regard toall the work of the Company and shall manage and attend to such businessand carry out the orders and directions given by the Board from time totime in all respects

ii The Managing Director shall act in accordance with the Articles ofAssociation of the Company and shall abide by the provisions containedin Section 166 of the Act with regard to duties of Directors

iii The Managing Director shall adhere to the Companyrsquos Code of Ethics ampConduct The Remuneration CommitteeBoard of Directors will determinethe amount of remuneration and increments payable every yeardepending on the performance of the Managing Director profitability ofthe Company and other relevant factors Mrs Seema Khan satisfy allthe conditions set out in Part-I of Schedule V to the Act as also conditionsset out under subsection (3) of Section 196 of the Act for being eligiblefor her appointment She is not disqualified from being appointed asDirector in terms of Section 164 of the Act Brief resume of Mrs SeemaKhan nature of her expertise in specific functional areas names ofcompanies in which he holds Directorships and Memberships Chairmanships of Board Committees her shareholding etc areseparately annexed hereto Notwithstanding anything to the contraryherein contained where in any financial year during the currency of tenureof aforesaid Director the Company has no profits or inadequate profits

Omansh Enterprises Limited Annual Report 2016-2017 9

the Company will pay remuneration by way of salary perquisites andallowances to the said Director subject to compliance with the applicableprovisions of Schedule V of the Companies Act 2013 and if necessarywith the approval of Central GovernmentThe copy of resolution passed by the Board of Directors of the Companyin its meeting held on December 9 2016 approving the aforesaid proposalalong with other documents is available for inspection by the membersat the registered office between 1100 AM to 100 PM on all working daystill the date of the Annual General MeetingMrs Seema Khan is interested in this resolution which pertains to herappointment as Managing Director of the Company Save and exceptthe above none of the other Directors or Key Managerial Personnel ofthe Company (including relatives of Directors and Key ManagerialPersonnel) are in any way concerned or interested financially orotherwise in this resolutionThe Board recommends the Special Resolution set out at Item No 8 ofthe Notice for approval by the members

By order of the BoardOmansh Enterprises Limited

Manoj ChauhanDate September 4 2017 Whole Time DirectorPlace Delhi DIN 07835068

Registered OfficeShop No Shop No 37 QD Block DDA MarketPitampura New Delhi - 110034

Omansh Enterprises Limited Annual Report 2016-2017 10

lsquoAnnexure -Crsquo

Omansh Enterprises Limited Annual Report 2016-2017 11

DIRECTORrsquoS REPORT

ToThe Members ofMs Omansh Enterprises LimitedYour Directors have pleasure in presenting the 43rd Directorrsquos Report of your Companytogether with the Audited Statement of Accounts and the Auditorsrsquo Report of yourcompany for the financial year ended 31st March 20171 FINANCIAL HIGHLIGHTS AND STATE OF COMPANYrsquoS AFFAIRS

(Amount in Rs)Particulars Current year Previous Year

Total Revenue 1735111517 2303711625Total Expenses 1702558967 2264248262Profit Before Tax 33150792 39463363Tax ExpensesCurrent Tax 9700000 11638100Deferred Tax 534600 27512500Profit(Loss) after Tax 22916192 312763Net Profit Transferred to Reserves 22916192 312763Earnings per share (Rs)Basic 001 000Diluted 001 000

(b) During the year your Company recorded Total Revenue of Rs 1735111517(previous year Rs 2303711625) The Company recorded a Net Profit of Rs22916192 during the financial year ended 31st March 2017 as compared to aNet Profit of Rs 312763 in the previous year

(c) Transfer To Reserves In Terms Of Section 134 (3) (j) Of The Companies Act2013

No amount was transferred to reserves during the financial year ended 31st March2017

(d) Dividend

Your Directors do not recommend any dividend for the year ended 31st March2017

(e) Material Changes and Commitments

There are no material changes from the end of Financial Year till the date of thisreport

2 PUBLIC DEPOSITS

During the year under report your Company did not accept any deposits from thepublic in terms of the provisions of Chapter V of the Companies Act 2013

3 DIRECTORS AND KEY MANAGERIAL PERSONNEL

(a) Changes in Directors and Key Managerial Personnel during the year

On recommendation of Nomination and Remuneration Committee Mr Manoj

Omansh Enterprises Limited Annual Report 2016-2017 12

Chauhan was appointed as the Whole Time Director wef 29th May 2017 andMs Seema Khan (DIN 07639422) had also been appointed as the ManagingDirector of the Company for a period of three years wef 9th December 2016And after her appointment Ms Reena Sharma (DIN06883803) stepped downfrom post of the Managing DirectorMr Gaurav Mutreja resigned as the Director of the Company wef 29th May 2017and Mr Vidya Sagar Bhatia resigned from Directorship of the Company on 29th

June 2017 Further Mr Radhey Shayam resigned from the Directorship of theCompany on 4th September 2017Mrs Fatima Makdum Matikub and Mrs Preeti Pralhad Soni were appointed asthe Additional Directors on the Board of the Company only on 4th September 2017in the Category of the Independent Director and your directors recommend theirappointment in the forthcoming AGMIn accordance with the provisions of Section 167(1)(b) of Companies Act 2013Mr Divesh Kumar Bajaj vacated his office of Independent wef 11th August 2017as he had not attended any Board Meeting since 12th August 2016Mr Praveen Kumar had also resigned from the position of Company Secretaryand CFO of the Company wef 24th May 2016 and Mr Remo John was appointedas the Company Secretary and Compliance Officer wef 29th May 2017

(b) Retirement by rotation

In accordance with the provisions of Section 152(6) of the Act and the Articles ofAssociation of the Company Mrs Reena Sharma (DIN06883803) and Mrs SeemaKhan (DIN07639422) will retire by rotation at the ensuing Annual General Meeting(lsquoAGMrsquo) of the Company and being eligible offers themselves for re-appointmentYour Board has recommended their re-appointment

(c) Declaration of Independence by the Independent Directors

The Independent Directors of your Company have confirmed that they meet withthe criteria of Independence as prescribed under Section 149(6) of the Act readwith Rule 5 of the Companies (Appointment and Qualification of Directors) Rules2014Framework for Familiarization Programme for the Independent Directors and thedetails of Familiarization Programme imparted to Independent Directors is madeavailable on the website of the Company

(d) Attributes qualifications and appointment of Directors

The Nomination and Remuneration Committee has adopted the attributes andqualifications as provided in Section 149(6) of the Act and Rule 5 of the Companies(Appointment and Qualification of Directors) Rules 2014 in respect of IndependentDirectors The Committee has also adopted the same attributes and qualificationsto the extent applicable in respect of Non-Independent DirectorsAll the Non-Executive Directors of the Company fulfil the fit and proper criteria forappointment as Directors Further all Directors of the Company other thanIndependent Directors are liable to retire by rotation One-third of the Directorswho are liable to retire by rotation retire every year and are eligible for re-election

Omansh Enterprises Limited Annual Report 2016-2017 13

(e) Remuneration Policy

The Board on the recommendation of the Nomination and RemunerationCommittee approved the Remuneration Policy for the Directors Key ManagerialPersonnel and other employees of the Company a copy of which is enclosed asAnnexure I to this Report

(f) Board Evaluation

The Board carried out annual performance evaluation of its own performance andthat of the individual Directors as also functioning of the Board Committees asrequired in terms of Section 134(3)(p) of the Act The performance evaluation ofthe Board and individual Directors was based on criteria approved by theNomination and Remuneration Committee The Directors expressed theirsatisfaction with the overall evaluation process

4 NUMBER OF BOARD MEETINGS

During the year ended 31st March 2017 5 (Five) meetings of the Board were heldon 11th May 2016 12th August 2016 11th November 2016 9th December 2016 and11th February 2017

5 BOARD COMMITTEES

Presently the Company has three Board Committees with the following members

Audit Committee Ms Fatima Makdum Matikub ChairpersonMr Manoj Chauhan MemberMs Priti Pralhad Soni Member

Nomination and Ms Priti Pralhad Soni ChairpersonRemuneration Committee Mr Manoj Chauhan Member

Ms Fatima Makdum Matikub MemberStakeholders Relationship Committee Mr Manoj Chauhan Chairman

Ms Fatima Makdum Matikub MemberMs Priti Pralhad Soni Member

6 DIRECTORSrsquo RESPONSIBILITY STATEMENT

As required under Section 134(5) of the Act your Directors confirm having -i) followed in the preparation of the Annual Accounts the applicable

Accounting Standards with proper explanation relating to materialdepartures if any

ii) selected such accounting policies and applied them consistently andmade judgments and estimates that are reasonable and prudent so asto give a true and fair view of the state of affairs of the Company at theend of the financial year and of the profit of the Company for that period

iii) taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of the Act forsafeguarding the assets of your Company and for preventing anddetecting fraud and other irregularities

Omansh Enterprises Limited Annual Report 2016-2017 14

iv) prepared the Annual Accounts on a going concern basis andv) proper systems have been devised to ensure compliance with the

provisions of all applicable laws and such systems are adequate andoperating effectively

vi) having laid down the internal financial controls to be followed by theCompany and such internal financial controls are adequate and operatingeffectively

7 SUBSIDIARIES ASSOCIATES AND JOINT VENTURES

The Company does not have any subsidiary associate or joint venture8 LISTING INFORMATION

The Equity Shares of the Company are presently listed only at BSE Ltd Thelisting fee for the Financial Year 2017-18 is paid

9 DEMATERIALIZATION OF SHARES

The securities of the Company are admitted with NSDL and CDSL the ISINallotted to the Company is INE378P01028

10 REPORT ON CORPORATE GOVERNANCE

In terms of Regulation 15(2) of SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 the provision of Regulation 27 of the SEBI(Listing Obligations and Disclosure Requirements) Regulations 2015 are notapplicable to the Company since the paid up capital of the Company is belowRs 10 crores and also the net worth of the Company is below Rs 25 CroresThus the Company is not required to attach the Corporate Governance reportwith the Report of the Board of Directors

11 CORPORATE SOCIAL RESPONSIBILITY

During the financial year 2016-17 the Net Worth of the Company was Rs3640954266 Turnover of the Company was Rs 1735111517 and Netprofit of the Company was Rs 22916100 therefore provisions of Section135(1) of the Companies Act 2013 are not applicable

12 PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES

The Company provides a gender friendly workplace during the year underreview there were no cases filed pursuant to Sexual Harassment of Womenat Workplace (Prevention Prohibition and Redressal) Act 2013None of the employees of your Company is covered under the provisions ofRule 5(2) of the Companies (Appointment and Remuneration of ManagerialPersonnel) Rules 2014

13 RISK MANAGEMENT

The Board has approved the Risk Management Policy of the Company TheCompanyrsquos risk management framework is designed to address risks intrinsicto operations financials and compliances arising out of the overall strategy

Omansh Enterprises Limited Annual Report 2016-2017 15

of the Company The Company manages monitors and reports on the principalrisks and uncertainties that can impact its ability to achieve it objectives Theresponsibility for management of risks vests with the Managers officersresponsible for the day-to-day conduct of the affairs of the Company Riskfocused audits are carried out periodically by the Internal Auditors whichlead to identification of areas where risk management processes need to bestrengthened Annual update is provided to the Board on the effectiveness ofthe Companyrsquos risk management systems and policies

14 INTERNAL FINANCIAL CONTROLS amp INTERNAL AUDIT

The Company has adequate internal financial controls with respect to thefinancial statements commensurate with the size and scale of the operationsof the Company During the year such controls were tested and no reportablematerial weakness in operation has been observed Internal audit of theCompany has been carried out during the year The Audit Committee reviewsthe internal audit findings provides guidance on internal controls and ensuresthat the internal audit recommendations are implemented

15 PARTICULARS OF LOANS GUARANTEES AND INVESTMENTS

Particulars of loans given investments made guarantees given and securitiesprovided along with the purpose for which the loan or guarantee or security isproposed to be utilized by the recipient are provided in the FinancialStatements

16 RELATED PARTY TRANSACTIONS

During the year ended on 31st March 2017 the Company has not entered intoany contract arrangement transaction with related parties which could beconsidered as material in accordance with the policy of the Company onmateriality of related party transactionsThe Policy on materiality of related party transactions and dealing with relateddealing with related party transactions as approved by the Board is availableon the website of the Company at weblink httpwwwomanshenterprisescomwp-contentuploads201508Policy-on-materiality-of-Related-Party-Transactions-and-on-dealing-with-Related-Party-Transactionspdf

17 SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS COURTS TRIBUNALS

During the year under review no significant or material orders were passedby the Regulators Courts Tribunals which would impact the going concernstatus of the Company and its future operations

18 EXTRACT OF ANNUAL RETURN

The details forming part of the extract of the Annual Return in Form MGT-9are provided under Annexure II to this Report

Omansh Enterprises Limited Annual Report 2016-2017 16

19 AUDITORS AND AUDIT REPORT

Ms Satyendra Mrinal amp Associates Chartered Accountants who are thestatutory auditors of the Company hold office till the conclusion of theforthcoming AGM Since their term is expiring at the forthcoming AGM thuspursuant to the provisions of section 139 of the Companies Act 2013 and theRules framed thereunder it is proposed to appoint Ms Rajeev Singh amp CoChartered Accountants as the Statutory Auditors of the Company who havegiven their consent for the same from the conclusion of the 43rd AGM till theconclusion of the 48th AGM of the Company to be held in the year 2022 subjectto ratification of their appointment at every AGM to be held after this AGMThe comments made by the Auditorsrsquo in their Report are self explanatory anddo not call for any further comments The Auditorsrsquo Report does not containany qualification reservation or adverse remark

20 CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION FOREIGNEXCHANGE EARNINGS AND OUTGO

CONSERVATION OF ENERGY

Steps taken on conservation of energy and impact thereof Efforts to conserveelectricity by operating only necessary lights fittings and fixtures were madeduring the financial year 2016-17Steps taken by the company for utilizing alternate sources of energy NILCapital investment on energy conservation equipment NILTECHNOLOGY ABSORPTION

(I) Efforts in brief made towards technology absorption and benefits derivedas a result of the above efforts eg product improvement cost reductionproduct development import substitution etc Nil

(II) In case of imported technology (imported during the last 3 years reckonedfrom the beginning of the financial year) following information may befurnishedA) Details of technology imported - NILB) Year of import ndashNILC) Whether the technology been fully absorbed - NILD) If not fully absorbed areas where absorption has not taken place

and the reasons therefore ndash NILIII) Expenditure incurred on research and development ndash NILFOREIGN EXCHANGE EARNINGS AND OUTGO

There were no foreign exchange earnings or foreign exchange outflow duringthe year

Omansh Enterprises Limited Annual Report 2016-2017 17

21 SECRETARIAL AUDITOR amp SECRETARIAL AUDIT REPORT

In terms of Section 204 of the Companies Act 2013 the Company hasappointed Ms Amit R Dadheech amp Associates Practicing CompanySecretaries as the Secretarial Auditor of the Company for the financial year2016-17 The Secretarial Audit Report given by Ms Amit R Dadheech ampAssociates Practicing Company Secretary is provided under Annexure III tothis ReportThe comments made by the Secretarial Auditor are self explanatory and donot require and further comments The Secretarial Audit Report does notcontain any qualification reservation or adverse remark

22 ESTABLISHMENT OF VIGIL MACHENISM

The Vigil Mechanism Policy of the Company is formulated in terms of section177 (9) of the Companies Act 2013 read with the provisions of the ListingAgreement with the Stock Exchange(s) and thereby also incorporates WhistleBlower Policy That as per the said policy protected disclosures can be madeby the whistle blower to the dedicated e-mail telephone line letter to Chairmanof Audit CommitteeThe Policy on Vigil Mechanism and Whistle Blower Policy as approved by theBoard is available on the website of the Company at web-link httpwwwomanshenterprisescomwp-contentuploads201508Vigil-Mechanism-and-Whistle-Blower-Policypdf

23 ACKNOWLEDGEMENT

Your directors would like to express their sincere appreciation for theassistance and corporation received from the financial institutions banksGovernment authorities customers vendors and members during the yearunder review Your directors also wish to place on record their deep sense ofappreciation for the committed services by the Companyrsquos executives staffand workers

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanDate September 4 2017 Managing Director Wholetime DirectorPlace New Delhi DIN 07639422 DIN 07835068

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 18

Annexure-INOMINATION amp REMUNERATION POLICY

(DIRECTORS KMP amp SENIOR MANAGEMENT)

INTRODUCTION

In pursuance of the Companyrsquos philosophy to consider its employees as itsinvaluable assets to pay equitable remuneration to all Directors Key ManagerialPersonnel (KMP) and employees of the Company to harmonize the aspirationsof human resources consistent with the goals of the Company and in terms of theprovisions of the Companies Act 2013 this policy on nomination and remunerationof Directors Key Managerial Personnel and Senior Management has beenformulated by the Nomination amp Remuneration Committee and approved by theBoard of DirectorsOBJECTIVE

The objective and purpose of the Policy are as given below1 To lay down criteria and terms and conditions with regard to identifying persons

who are qualified to become Directors (Executive and Non-Executive) andpersons who may be appointed in Senior Management and Key Managerialpositions and to determine their remuneration

2 To carry out evaluation of the performance of Directors as well as KeyManagerial and Senior Management Personnel

3 To provide them reward linked directly to their effort performance dedicationand achievement of Organizationrsquos goals as entrusted on them

4 To retain motivate and promote talent and to ensure long term retention oftalented managerial persons and create competitive advantage In the contextof the aforesaid objectives the following policy has been framed andrecommended by the Nomination amp Remuneration Committee and adoptedby the Board of Directors

PART ndash A

POLICY FOR APPOINTMENT AND REMOVAL OF DIRECTOR KMP AND SENIORMANAGEMENTAPPOINTMENT

1 The candidate for a position at Director KMP or Senior Management level ismet by the Managing Director in consultation with the other Directors Theinterview is targeted at assessing the candidate on his her functional ampleadership capabilities and cultural fitment to the organization

2 The MD assesses the shortlisted candidates3 The selected candidatersquos details and the proposed compensation is shared

with the Nomination amp Remuneration Committee for their review andsuggestions The same is shared with the Board at the next board meeting

Omansh Enterprises Limited Annual Report 2016-2017 19

TERM TENURE

The tenure for Directors shall be governed by the terms defined in the CompaniesAct 2013 However the tenure for other KMP and Senior Management Personnelwill be governed by Terms of Appointment in accordance with the RecruitmentPolicy of the CompanyEVALUATION

The performance of the KMP and Senior Management Personnel is evaluated atregular intervals (half yearly yearly) by the Managing Director The performanceevaluation of Independent Directors shall be done by the Board excluding theDirector being evaluated basis the contributions made to the Board deliberationson various matters including business strategy financial strategy operations costand risk management etc and suggestions given in this regardREMOVAL

Due to reasons for any disqualification mentioned in the Companies Act 2013rules made thereunder or under any other applicable Act rules and regulationsthe Managing Director may recommend to the Committee and the Board withreasons recorded in writing removal of a Director subject to the provisions andcompliance of the said Act rules and regulationsFor other KMP or Senior Management Personnel the removal will be governedby the Terms of Appointment in accordance with the Recruitment Policy of theCompany and the subsequent approval of the Managing DirectorRETIREMENT

The Director KMP and Senior Management Personnel shall retire as per theapplicable provisions of the Companies Act 2013 and the prevailing policy of theCompany The Managing Director will have the discretion to retain the DirectorKMP Senior Management Personnel in the same position remuneration orotherwise even after attaining the retirement age for the benefit of the Company

PART ndash B

POLICY RELATING TO EVALUATION AND REMUNERATION OF THE KMP ANDSENIOR MANAGEMENT PERSONNELEVALUATION PROCESS

The three Point Rating scale for performance review of Executive Director KMPand Senior Management is to be followed1 Rating on Basic Job Responsibilities indicating whether the basic job

responsibilities have been met during the year2 Rating on Goals Annual rating on each goal on a five-point scale Weighted

average of the ratings is calculated to arrive at a lsquoWeighted Goal Scorersquo3 Rating on Capabilities Factors The qualitative aspects of the performance is

assessed using the Capabilities Factors by the supervisor on a five-pointscale

Omansh Enterprises Limited Annual Report 2016-2017 20

Based on a holistic view of the Three Point Rating the supervisor provides anoverall Rating This rating is reviewed by the Managing Director along with theimmediate reporting officer who does a Qualitative review of the performancebased on the efforts put in by the employee results achieved and impact of theexternal and internal factors to arrive at a lsquoFinal Annual RatingrsquoThe revision in the total remuneration is directly linked to the lsquoFinal Annual Ratingrsquofor all employees1 The remuneration compensation commission etc to the KMP and Senior

Management Personnel will be determined by the Managing Director inconsultation with other Directors (except the Independent Directors) inaccordance with the Recruitment Policy of the Company which is based uponthe Final Annual Rating employee potential and market benchmarkcompensation The revised remuneration is shared with the Nomination ampRemuneration Committee for review

2 The remuneration compensation commission etc shall be subject to theprior post approval of the shareholders of the Company and CentralGovernment wherever required

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanDate September 4 2017 Managing Director Wholetime DirectorPlace New Delhi DIN 07639422 DIN 07835068

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 21

Omansh Enterprises Limited Annual Report 2016-2017 22

lsquoAnnexure-IIrsquoForm No MGT-9

EXTRACT OF ANNUAL RETURNAs on the financial year ended on 31032017

[Pursuant to Section 92(3) of the Companies Act 2013 and rule 12(1)of the Companies (Management and Administration) Rules 2014]

I REGISTRATION AND OTHER DETAILS

i) CIN L21011DL1974PLC241646ii) Registration Date 20031974iii) Name of the Company OMANSH ENTERPRISES LIMITEDiv) Category Sub-Category of the Company Public Company Limited by Shares amp Having Share Capitalv) Address of the Registered office and contact details SHOP NO 37 QD BLOCK DDA MARKET

PITAMPURA NEW DELHI - 110034Email infoomanshenterprisescom

vi) Whether listed company Yesvii) Name and Address of Registrar amp Transfer Agents ( RTA )

Name of Registrar amp Transfer Agents Skyline Financial Services Private LimitedAddress D-153 A 1st Floor Okhla Industrial Area Phase-ITown City New DelhiState DelhiPin Code 110020Telephone +91-(0)11-6473 2681 6473 2682Fax Number +91-(0)11-2681 2682Email Address adminskylinertacom

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-SNo Name and Description of NIC Code of the to total turnover

main products services Product service of the company1 Whole sale of textiles and clothing 46411 9892

III PARTICULARS OF HOLDING SUBSIDIARY AND ASSOCIATE COMPANIES No of companies for which information is being filloed = NILSNo Name and Address of the Company CINGLN Holding of shares held Applicable Section

SubsidiaryAssociates

Not applicable

Omansh Enterprises Limited Annual Report 2016-2017 23

No of Shares held at the beginning of the year No of Shares held at the end of the year

C at eg o r y o f D e ma t P h y s i ca l T o t a l o f D e ma t P h y s i ca l T o t a l o f C h a n g eS h a r e h o ld er s Tot al S hares Tot al S hares d ur in g t he year

A Promoters(1) Indiana) IndividualHUF 3114500 0 3114500 1755 3114500 0 3114500 1755 000b) Central Govt 0 0 0 000 0 0 000 000 000c) State Govt (s) 0 0 0 000 0 0 000 000 000d) Bodies Corp 4532000 0 4532000 2553 4532000 0 4532000 2553 000e) Banks FI 0 0 0 000 0 0 000 000 000f) Any Otherhellip 0 0 0 000 0 0 000 000 000Sub-total (A) (1)- 7646500 0 7646500 4308 7646500 0 7646500 4308 000(2) Foreign 0 0 0 000 0 0 0 000 000a) NRIs - Individuals 0 0 0 000 0 0 0 000 000b) Other ndash Individuals 0 0 0 000 0 0 0 000 000c) Bodies Corp 0 0 0 000 0 0 0 000 000d) Banks FI 0 0 0 000 0 0 0 000 000e) Any Otherhellip 0 0 0 000 0 0 0 000 000Sub-total (A) (2)- 0 0 0 000 0 0 0 000 000Total shareholding of Promoter(A) = (A)(1)+(A)(2) 7646500 0 7646500 4308 7646500 0 7646500 4308 000B Public Shareholding 1 Insti tutions a) Mutual Funds 0 0 0 000 0 0 0 000 000b) Banks FI 0 0 0 000 0 0 0 000 000c) Central Govt 0 0 0 000 0 0 0 000 000d) State Govt(s) 0 0 0 000 0 0 0 000 000e) Venture Capital Funds 0 0 0 000 0 0 0 000 000f) Insurance Companies 0 0 0 000 0 0 0 000 000g) FIIs 0 0 0 000 0 0 0 000 000h) Foreign Venture Capital Funds 0 0 0 000 0 0 0 000 000i) Others (specify) 0 0 0 000 0 0 0 000 000Sub-total (B)(1)- 0 0 0 000 0 0 0 000 0002 Non-Institutions a) Bodies Corp i) Indian 3296183 25000 3321183 1871 2695355 25000 2720355 1533 -338ii) Overseas 0 0 0 000 0 0 0 000 000b) Individuals i) Individual shareholdersholding nominal share capitalupto Rs 1 lakh 1688546 410000 2098546 1182 718726 409050 1127776 635 -547ii) Individual shareholdersholding nominal sharecapital in excess of Rs 1 lakh ldquo 3745717 616000 4361717 2457 5227885 616000 5843885 3292 835c) Others (specify) 321054 1000 322054 181 410484 1000 411484 232 051Sub-total (B)(2)- 9051500 1052000 10103500 5692 9052450 1051050 10103500 5692 000Total Public Shareholding(B)=(B)(1)+(B)(2) 9051500 1052000 10103500 5692 9052450 1051050 10103500 5692 000C Shares held by Custodianfor GDRs amp ADRs 0 0 0 000 0 0 0 000 000Grand Total (A+B+C) 16698000 1052000 17750000 10000 16698950 1051050 17750000 10000 000

IV SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)A Category-wise Share Holding

Omansh Enterprises Limited Annual Report 2016-2017 24

B Shareholding of Promoters

S Shareholder rsquos Name No of of of shares No of of of shares changeNo Shares tota l pledged Shares tota l pledged in share

Shares encum- shares of encum- hold-of the bered to the bered to ing during

company tota lshares company tota lshares the year1 Mr Gaurav Mutreja 14500 008 000 14500 008 000 0002 Mr Chander Bhan 100000 056 000 100000 056 000 0003 Ms Atharva Professsional Consultants LLP 500000 282 000 500000 282 000 0004 Ms JK Lrsquoatelier Limited 2500000 1408 000 2500000 1408 000 0005 Mr Gaurav Bhatia 50000 028 000 50000 028 000 0006 Ms Gaurav Sukhija (HUF) 250000 141 000 250000 141 000 0007 Ms Komal Sukhi ja 250000 141 000 250000 141 000 0008 Ms Mukesh Sukhija (HUF) 50000 028 000 50000 028 000 0009 Ms Neelam Bhatia 600000 338 000 600000 338 000 00010 Ms Neelam Rani 100000 056 000 100000 056 000 00011 Mr Om Prakash Sukhi ja 700000 394 000 700000 394 000 00012 Ms Pooja Bhatia 150000 085 000 150000 085 000 00013 Ms Raj Kanta Sukhi ja 250000 141 000 250000 141 000 00014 Ms Rashmi Sukhi ja 550000 310 000 550000 310 000 00015 Ms Shi lpa Bhatia 50000 028 000 50000 028 000 00016 Ms Achyut Properties Private Limited 500000 282 000 500000 282 000 00017 Ms Ranji tgarh Finance Company PrivateLimited 1032000 581 000 1032000 581 000 000

Shareholding at the beginning of the year Shareholding at the end of the year

Omansh Enterprises Limited Annual Report 2016-2017 25

C Change in Promotersrsquo Shareholding

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company companySAME AS MENTIONED IN ldquoBrdquo ABOVE

Shareholding at the beginning of the year Shareholding at the end of the year

D Shareholding Pattern of top ten Shareholders (other than Directors Promoters and Holders ofGDRs and ADRs)

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 NAU NIDH FINANCE LIMITED BODY 2500000 1408 2500000 1408

CORPORATE2 KAMALJIT GHAI INDIVIDUAL 250000 141 250000 1413 BHALINDER GHAI INDIVIDUAL 250000 141 250000 1414 HARMEET GHAI INDIVIDUAL 250000 141 250000 1415 GEETA CHADHA INDIVIDUAL 250000 141 250000 1416 MANAN NARANG INDIVIDUAL 250000 141 500000 2827 RAJIV CHADHA INDIVIDUAL 250000 141 250000 1418 NAVEEN NARANG INDIVIDUAL 250000 141 500000 2829 SUMITRA NARANG INDIVIDUAL 250000 141 500000 28210 SATISH CHANDER NARANG INDIVIDUAL 250000 141 500000 282

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

Omansh Enterprises Limited Annual Report 2016-2017 26

E Shareholding of Directors and Key Managerial Personnel

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 Radhey Shayam Whole Time Director 500 000 500 0002 Gaurav Mutre ja Director 14500 008 14500 008

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

V INDEBTEDNESSParticulars Secured Loans Unsecured Deposi ts Total

excluding deposits Loans Indebtedness

VI REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL A Remuneration to Managing Director Whole-time Directors andor Manager

Gross Salary CommissionS Name of (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others Total CeilingNo MDWTD per provision perquisites in lieu of Option Equity profit as per

Manager contained us 17(2) salary the Actin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

NOT ANY

Indebtedness at the beginning of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

Change in Indebtedness during the financial yearAdditionReductionNet Change

Indebtedness at the end of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

NOT APPLICABLE

Omansh Enterprises Limited Annual Report 2016-2017 27

B Remuneration to other directors

Independent Directors Other Non-Executive DirectorS Name of Fee for Commission Others Total 1 Fee for Comm- Others Total Total Total Over-No Director attending attend- ission (2) (1+2) Mana- all

board ing gerial Ceilingcommittee board Remu- as permeetings commi- nerat- the Act

ttee ionmeet-ings

NOT ANY

C Remuneration to Key Managerial Personnel Other than MDManagerWTD

Gross Salary CommissionS Name of Key (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others TotalNo Managerial per provision perquisites in lieu of Option Equity profit

Personnel contained us 17(2) salaryin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

Not Any

Omansh Enterprises Limited Annual Report 2016-2017 28

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Manoj Ramesh Kumar Chauhan Seema KhanWhole Time Director Managing DirectorDIN 07835068 DIN 07639422

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

VII PENALTIES PUNISHMENT COMPOUNDING OF OFFENCES

Type Section of the Brief Detail of Authority [RDNCLT] Appeal made if anyCompanies Description Penalty Punishment Court] (give Details)

Act Compoundingfees imposed

A COMPANYPenaltyPunishment NOT ANYCompoundingB DIRECTORSPenaltyPunishment NOT ANYCompoundingC OTHER OFFICERS IN DEFAULTPenaltyPunishment NOT ANYCompounding

Omansh Enterprises Limited Annual Report 2016-2017 29

Annexure III

FORM NO MR-3SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED 31ST MARCH 2017[Pursuant to Section 204(1) of the Companies Act 2013 and Rule No9 of the

Companies (Appointment and Remuneration Personnel) Rules 2014]

ToThe MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034We have conducted the secretarial audit of the compliance of applicable statutoryprovisions and the adherence to good corporate practices by Omansh EnterprisesLimited (CIN L21011DL1974PLC241646) (hereinafter called ldquothe companyrdquo)Secretarial Audit was conducted in a manner that provided us a reasonable basisfor evaluating the corporate conductsstatutory compliances and expressing ouropinion thereonBased on our verification of Omansh Enterprises Limited books papers minutebooks forms and returns filed and other records maintained by the company andalso the information provided by the Company its officers agents and authorizedrepresentatives during the conduct of the Secretarial Audit we hereby report thatin our opinion the Company has during the audit period covering the financialyear ended on March 31 2017 complied with the statutory provisions listedhereunder and also that the Company has proper Board processes and compliancemechanism in place to the extent in the manner and subject to the reportingmade hereinafterWe have examined the books papers minute books forms and returns filedand other records maintained by Omansh Enterprises Limited for the financialyear ended on March 31 2017 according to the provisions of

1 The Companies Act 2013 (the Act) and the rules made thereunder2 The Securities Contracts (Regulation) Act 1956 (lsquoSCRArsquo) and the rules made

thereunder3 The Depositories Act 1996 and the Regulations and Bye-laws framed

thereunder4 Foreign Exchange Management Act 1999 and the rules and regulations made

thereunder to the extent of Foreign Direct Investment Overseas DirectInvestment and External Commercial Borrowings (During the period underreview the Company has not entered into any transaction requiring

Omansh Enterprises Limited Annual Report 2016-2017 30

compliances with the Foreign Exchange Management Act 1999 and therules and regulations made thereunder to the extent of Foreign DirectInvestment Overseas Direct Investment and External CommercialBorrowings)

5 The Securities and Exchange Board of India (Substantial Acquisition of Sharesand Takeovers) Regulations 2011

6 The Securities and Exchange Board of India (Prohibition of Insider Trading)Regulations 2015

7 The Securities and Exchange Board of India (Issue of Capital and DisclosureRequirements) Regulations 2009

8 The Securities and Exchange Board of India (Employee Stock Option Schemeand Employee Stock Purchase Scheme) Guidelines 1999 (During the periodunder review the Company has not entered into any transaction requiringcompliances with the Securities and Exchange Board of India (EmployeeStock Option Scheme and Employee Stock Purchase Scheme)Guidelines 1999)

9 The Securities and Exchange Board of India (Issue and Listing of DebtSecurities) Regulations 2008 (During the period under review theCompany has not entered into any transaction requiring complianceswith the Securities and Exchange Board of India (Issue and Listing ofDebt Securities) Regulations 2008)

10 The Securities and Exchange Board of India (Registrars to an Issue andShare Transfer Agents) Regulations 1993 regarding the Companies Act anddealing with client

11 The Securities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009)

12 The Securities and Exchange Board of India (Buyback of Securities)Regulations 1998 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Buyback of Securities)Regulations 1998)

OTHER APPLICABLE LAWS

With respect to the compliance system prevailing in the Company and onexamination of the relevant documents and records in pursuance thereof on testcheck basis the Company has complied with the following laws applicable to theCompany

Omansh Enterprises Limited Annual Report 2016-2017 31

1 Indian Contract Act 18722 Income Tax Act 1961 to the extent of Tax Deducted at Source under various

Section and TDS Returns filed3 Indirect Tax Laws relating to collections deductions wherever applicable

payments made and returns filedWe have also examined compliance with the applicable clauses of thefollowing

1 Secretarial Standards issued by The Institute of Company Secretaries of India2 The Listing Agreements entered into by the Company with BSE Ltd pursuant

to SEBI (Listing Obligation and Disclosure Requirement) Regulations 2015During the period under review the Company has complied with the provisions ofthe Act Rules Regulations Guidelines Standards etc mentioned aboveWe further report that

The Board of Directors of the Company is duly constituted with proper balance ofExecutive Directors Non-Executive Directors and Independent Directors Thechanges in the composition of the Board of Directors that took place during theperiod under review were carried out in compliance with the provisions of the ActAdequate notice is given to all directors to schedule the Board Meetings agendaand detailed notes on agenda were sent at least seven days in advance and asystem exists for seeking and obtaining further information and clarifications onthe agenda items before the meeting and for meaningful participation at themeetingMajority decision is carried unanimously however the dissenting membersrsquo viewsif any are captured and recorded as part of the minutesWe further report that there are adequate systems and processes in the companycommensurate with the size and operations of the company to monitor and ensurecompliance with applicable laws rules regulations and guidelinesWe further report that during the audit period

1 During the financial year ended March 31 2017 the Company has notappointed Company Secretary (CS) and Chief Financial Officer (CFO) on theBoard of the Company in compliance with Section 203 of the Companies Act2013 however the Company has appointed CS and CFO wef May 292017 and September 4 2017 respectively

2 The Company has not appointed an Internal Auditor in compliance withprovision of Section 138 of Companies Act 2013

3 There were instances of delay in filing the Forms as required to be filed withRegistrar of Companies Delhi and the Company has paid additional fees forthe same

Note This report is to be read with our letter of even date which annexed asAnnexure A and forms an integral part of this report

Omansh Enterprises Limited Annual Report 2016-2017 32

Annexure A to the Secretarial Audit Report

The MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034

1 We have not verified the correctness and appropriateness of financial recordsand Books of Accounts of the Company

2 Where ever required we have obtained the Management representation aboutthe compliance of laws rules and regulations and happening of events etc

3 The compliance of the provisions of Corporate and other applicable lawsrules regulations standards is the responsibility of management Ourexamination was limited to the verification of procedures on the random testbasis

4 We have followed the audit practices and processes as were appropriate toobtain reasonable assurance about the correctness of the contents of thesecretarial records The verification was done on the random test basis toensure that correct facts are reflected in secretarial records We believe thatthe processes and practices we followed provide a reasonable basis for ouropinion

5 The Secretarial Audit report is neither an assurance as to the future viabilityof the company nor of the efficacy or effectiveness with which the managementhas conducted the affairs of the Company

For Amit R Dadheech amp Associates

Amit R DadheechM No 22889 CP No 8952Mumbai September 4 2017

MANAGEMENT DISCUSSION AND ANALYSIS

Your Directors are pleased to present the Management Discussion and AnalysisReports for the year ended March 31 2017 as underbull Overview

The Indian textile industry is one the largest and oldest sectors in the country andamong the most important in the economy in terms of output investment andemployment The sector employs nearly 45 million people directly and it is one ofthe largest sources of employment generation in the country The textile industrycontributes to 10 of manufacturing production 2 of Indiarsquos GDP and to 13 ofthe countryrsquos export earnings With direct linkages to the rural economy and theagriculture sector it has been estimated that one of every six households in thecountry depends on this sector either directly or indirectly for its livelihoodbull Industry Structure

Raw material costs have been increasing globally coupled with a shortage ofskilled workers While a shift is taking place of textiles industries from China andBangladesh to India the industrial climate in India has also become adverse dueto regular increases in input costs Any further appreciation of the Rupee willadversely affect exports from India Though the spinning industry has faredsomewhat better those with a presence in weaving processing or even compositebusinesses are facing the heat due to increases in input cost without being ableto pass on such higher costs to customers as the market is simply unable toabsorb the samebull Opportunities and Threat

There is good scope for growth for the textile industry as Indiarsquos share in theglobal trade in textiles is weak compared to other countries The free tradeenvironment is a great opportunity for the Indian textile industry to increase itsshare in the global market Chinese exports are slowing down on account of variousfactors inclusive of increase in domestic demand and rising costs This is a goodopportunity of which our textile industry should make use but smaller countrieslike Bangladesh Sri Lanka Pakistan Turkey and Vietnam etc are becomingformidable challengersLack of uninterrupted power increased power costs higher transaction costshigh cost of labour is hindering the progress However we are making all outefforts to cope with all these challenges by continuous efforts at cost reductionprocess improvements diversification of products and improving productivity byimproving efficienciesbull Business operations

The Company is engaged in the business of Textile industry During the yearunder review the industry faced various challenges due to global and economicslowdown and increasing rates of interest rates But looking at the huge potentialin India for Textile the company is hopeful of reenter into this sector The growthin the sector is very good and Management expects better results in forth comingyearOmansh Enterprises Limited Annual Report 2016-2017 33

bull Outlook

In light of the new and vibrant management of the company and steady growth inthe operations of the company and looking at the huge demand for residential aswell as commercial space in Delhi the company is hopeful of its upwardperformance the future growth for the benefit of its stakeholders at largebull Internal control System

The company has an effective internal control environment which ensures thatoperation are managed efficiently and effectively assets are safeguardedregulatory are complied with and transactions are recorded after appropriateauthorization The Company has an adequate internal control systemcommensurate with the size of the company and the nature of its business whichensures that functioning of the Company is managed efficiently and effectivelyassets are safeguarded regulatory compliances are complied with and transactionsare recorded after appropriate authorizationbull Human relations

Human resources have always been most valuable assets for Omansh EnterprisesLimited During the year the company has once again gained the confidence of itsHuman Resource as well and company constantly seeks to attract and retain thebest available talent Human resources management incorporates a process drivenapproach that invest regularly in the extensive training programs The Companycontinued to enjoy healthy industrial relations during the yearbull Forward Looking and Cautionary Statements

Management Discussion and Analysis contains forward-looking statementsconcerning the Companyrsquos future plans strategies and performance Theseforward-looking statements are not historical facts rather they representassumptions and beliefs based on economic financial and competitive datacurrently available Furthermore they are subject to a number of risks anduncertainties that without limitation relate to economic conditions fiercecompetition in the information service industry customer demand tax rulesregulations and other factors Readers of this annual report are cautioned not toplace undue reliance on these forward-looking statements The Company thereforewishes to caution readers that actual results may differ materially

On behalf of Board of Directorsof Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanManaging Director Wholetime DirectorDIN 07639422 DIN 07835068

DateSeptember 4 2017Place New Delhi

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 34

Independent Auditorrsquos Report

To the Members of Omansh Enterprises Limited

Report on the Financial Statements

We have audited the accompanying standalone financial statements of OmanshEnterprises Limited (ldquothe Companyrdquo) which comprise the Balance Sheet as atMarch 31 2017 the Statement of Profit and Loss and Cash Flow Statement for theyear then ended and a summary of significant accounting policies and otherexplanatory information

Managementrsquos Responsibility for the Financial Statements

The Companyrsquos Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 (ldquothe Actrdquo) with respect to the preparation ofthese standalone financial statements that give a true and fair view of the financialposition financial performance and cash flows of the Company in accordancewith accounting principles generally accepted in India including the AccountingStandards specified under section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014 and the Companies (Accounting Standards) AmendmentRules 2016 This responsibility includes maintenance of adequate accountingrecords in accordance with the provisions of the Act for safeguarding of the assetsof the Company and for preventing and detecting frauds and other irregularitiesselection and application of appropriate accounting policies making judgmentsand estimates that are reasonable and prudent and the design implementationand maintenance of adequate internal financial control that were operatingeffectively for ensuring the accuracy and completeness of the accounting recordsrelevant to the preparation and presentation of the financial statements that givea true and fair view and are free from material misstatement whether due to fraudor error

Auditorrsquos Responsibility

Our responsibility is to express an opinion on these standalone financial statementsbased on our audit We have taken into account the provisions of the Act theaccounting and auditing standards and matters which are required to be includedin the audit report under the provisions of the Act and the Rules made thereunderWe conducted our audit in accordance with the Standards on Auditing issued bythe Institute of Chartered Accountants of India as specified under Section 143(10)of the Act Those Standards require that we comply with ethical requirements andplan and perform the audit to obtain reasonable assurance about whether thefinancial statements are free from material misstatement

An audit involves performing procedures to obtain audit evidence about theamounts and disclosures in the financial statements The procedures selecteddepend on the auditorrsquos judgment including the assessment of the risks of materialmisstatement of the financial statements whether due to fraud or error In making

Omansh Enterprises Limited Annual Report 2016-2017 35

those risk assessments the auditor considers internal financial control relevantto the Companyrsquos preparation of the financial statements that give a true and fairview in order to design audit procedures that are appropriate in the circumstancesAn audit also includes evaluating the appropriateness of accounting policies usedand the reasonableness of the accounting estimates made by the CompanyrsquosDirectors as well as evaluating the overall presentation of the financial statementsWe believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the standalone financial statements

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the standalone financial statements give the information required bythe Act in the manner so required and give a true and fair view in conformity withthe accounting principles generally accepted in India of the state of affairs of theCompany as at 31st March 2017 its profit and its cash flows for the year endedon that date

Report on Other Legal and Regulatory Requirements

1 As required by the Companies (Auditorrsquos report) Order 2016 (ldquothe Orderrdquo)issued by the Central Government of India in terms of sub-section (11) ofSection 143 of the Act we give in the Annexure 1 a statement on the mattersspecified 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 whichto the best of our knowledge and belief were necessary for the purposeof our audit

b) In our opinion proper books of account as required by law have beenkept by the Company so far as it appears from our examination of thosebooks

c) The Balance Sheet Statement of Profit and Loss and Cash FlowStatement dealt with by this Report are in agreement with the books ofaccount

d) In our opinion the aforesaid standalone financial statements comply withthe Accounting Standards specified under Section 133 of the Act readwith Rule 7 of the Companies (Accounts) Rules 2014 and the Companies(Accounting Standards) Amendment Rules 2016

e) On the basis of written representations received from the directors as on31st March 2017 and taken on record by the Board of Directors none ofthe directors is disqualified as on 31st March 2017 from being appointedas a director in terms of Section 164(2) of the Act

Omansh Enterprises Limited Annual Report 2016-2017 36

f) With respect to the adequacy of the internal financial controls overfinancial reporting of the Company and the operating effectiveness ofsuch controls refer to our separate Report in ldquoAnnexure 2rdquo to this report

g) With respect to the other matters to be included in the Auditorrsquos Reportin accordance with Rule 11 of the Companies (Audit and Auditors) Rules2014 in our opinion and to the best of our information and according tothe explanations given to us

i The Company does not have any pending litigations which wouldimpact its financial position

ii The Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeablelosses

iii There has not been an occasion in which the company during theyear under report to transfer any sum to the Investor Education andProtection Fund Hence the question of delay in transferring suchsum does not arise

iv The Company has provided requisite disclosures in Note No 27 tothese standalone financial statements as to the holding of SpecifiedBank Notes on November 8 2016 to December 30 2016 as well asdealings in Specified Bank Notes during the period from November8 2016 to December 30 2016 Based on our audit procedures andrelying on the management representation regarding the holdingand nature of cash transactions including Specified Bank Noteswe report that these disclosures are in accordance with the books ofaccounts maintained by the Company and as produced to us by theManagement

For Satyendra Mrinal amp AssociatesChartered Accountants

Firm Registration Number 017068N

SK JainPartner

Membership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 37

Annexure 1 referred to in paragraph 1 under the heading ldquoReport on OtherLegal and Regulatory Requirementsrdquo of our Report of even date

(i) (a) The Company has maintained proper records showing fullparticulars including quantitative details and situation of fixedassets

(b) All fixed assets have been physically verified by the managementat regular intervals as informed to us no material discrepancieswere noticed on such verification

(c) According to the information and explanations given by themanagement the Company has not acquired any immovableproperty during the year under audit no comments under thesub-clause are required

(ii) The Company does not have any inventory and accordingly therequirements under paragraph 3(ii) of the Order are not applicable to theCompany

(iii) According to the information and explanation given to us the Companyhas not granted any loans secured or unsecured to companies firmsLimited Liability Partnerships or other parties covered in the registermaintained under Section 189 of the Act and hence clause 3(iii)(a) (b)and (c) of the Order are not applicable to the Company and hence notcommented upon

(iv) In our opinion and according to the information and explanations givento us there are no loans investments guarantees and securities grantedin respect of which provisions of Section 185 and 186 of the Act areapplicable and hence not commented upon

(v) The Company has not accepted any deposits within the meaning ofSections 73 to 76 of the Act and the Companies (Acceptance of Deposits)Rules 2014 (as amended) Accordingly the provisions of clause 3(v) ofthe Order are not applicable

(vi) To the best of our knowledge and as explained the Central Governmenthas not specified the maintenance of cost records under Section 148(1)of the Act for the productsservices of the Company

(vii) (a) According to the information and explanations given to us andbased on the records of the company examined by us thecompany is regular in depositing the undisputed statutory duesincluding income-tax and other statutory dues as applicablewith the appropriate authorities in India

(b) According to the information and explanations given to us andbased on the records of the company examined by us thereare no dues of Income tax which have not been deposited onaccount of any disputes However the remaining taxes specifiedunder the said sub-clause are not applicable to the company

Omansh Enterprises Limited Annual Report 2016-2017 38

(viii) In our opinion and according to the information and explanations givenby the management the Company has not availed of any loans from anyfinancial institution bank or government and not issued any debentures

(ix) In our opinion and according to the information and explanations givenby the management the Company has not raised any money by way ofinitial public offer or further public offer (including debt instruments) andthe company has not raisedtaken any term loan

(x) Based upon the audit procedures performed for the purpose of reportingthe true and fair view of the financial statements and according to theinformation and explanations given by the management we report thatno fraud by the company or no fraud on the company by the officers andemployees of the Company has been noticed or reported during the year

(xi) According to the information and explanations given by the managementthe company has complied with the provisions of Section 197 read withSchedule V of the Companies Act 2013

(xii) In our opinion the Company is not a nidhi company Therefore theprovisions of clause 3(xii) of the order are not applicable to the Companyand hence not commented upon

(xiii) According to the information and explanations given by the managementthere were no transactions with the related parties during the year hencenot commented upon

(xiv) According to the information and explanations given to us and on anoverall examination of the Balance Sheet the Company has not madeany preferential allotment or private placement of shares or fully or partlyconvertible debentures during the year under review and hence reportingrequirements under clause 3(xiv) are not applicable to the Company andnot commented upon

(xv) According to the information and explanations given by the managementthe Company has not entered into any non-cash transactions with thedirectors or persons connected with him as referred to in Section 192 ofCompanies Act 2013

(xvi) According to the information and explanations given to us the provisionsof Section 45-IA of the Reserve Bank of India Act 1934 are not applicableto the Company

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 39

ANNEXURE 2 TO THE INDEPENDENT AUDITORrsquoS REPORT OF EVEN DATEON THE STANDALONE FINANCIAL STATEMENTS OF OMANSHENTERPRISES LIMITED

Report on the Internal Financial Controls under Clause (i) of Sub-section 3of Section 143 of the Companies Act 2013 (ldquothe Actrdquo)

To the Members of Omansh Enterprises Limited

We have audited the internal financial controls over financial reporting of OmanshEnterprises Limited (ldquothe Companyrdquo) as of 31st March 2017 in conjunction withour audit of the standalone financial statements of the Company for the year endedon that date

Managementrsquos Responsibility for Internal Financial Controls

The Companyrsquos Management is responsible for establishing and maintaininginternal financial controls based on the internal control over financial reportingcriteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial ControlsOver Financial Reporting issued by the Institute of Chartered Accountants of IndiaThese responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuringthe orderly and efficient conduct of its business including adherence to theCompanyrsquos policies the safeguarding of its assets the prevention and detectionof frauds and errors the accuracy and completeness of the accounting recordsand the timely preparation of reliable financial information as required under theCompanies Act 2013 (lsquothe Actrsquo)

Auditorrsquos Responsibility

Our responsibility is to express an opinion on the Companyrsquos internal financialcontrols over financial reporting based on our audit We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting (the ldquoGuidance Noterdquo) and the Standards on Auditing asspecified under section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls both applicable to an audit of Internal Financial Controlsand both issued by the Institute of Chartered Accountants of India ThoseStandards and the Guidance Note require that we comply with ethical requirementsand plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects

Our audit involves performing procedures to obtain audit evidence about theadequacy of the internal financial controls system over financial reporting andtheir operating effectiveness Our audit of internal financial controls over financialreporting included obtaining an understanding of internal financial controls overfinancial reporting assessing the risk that a material weakness exists and testing

Omansh Enterprises Limited Annual Report 2016-2017 40

and evaluating the design and operating effectiveness of internal control basedon the assessed risk The procedures selected depend on the auditorrsquos judgementincluding the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error

We believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the internal financial controls systemover financial reporting

Meaning of Internal Financial Controls Over Financial Reporting

A companyrsquos internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles A companyrsquos internal financialcontrol over financial reporting includes those policies and procedures that (1)pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company (2)provide reasonable assurance that transactions are recorded as necessary topermit preparation of financial statements in accordance with generally acceptedaccounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorisations of management and directorsof the company and (3) provide reasonable assurance regarding prevention ortimely detection of unauthorised acquisition use or disposition of the companyrsquosassets 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 financialreporting including the possibility of collusion or improper management overrideof controls material misstatements due to error or fraud may occur and not bedetected Also projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes inconditions or that the degree of compliance with the policies or procedures maydeteriorate

Omansh Enterprises Limited Annual Report 2016-2017 41

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at 31st March 2017 basedon the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls Over Financial Reporting issued bythe Institute of Chartered Accountants of India

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 42

Amount in Particulars Note As At As At

No 31032017 31032016

OMANSH ENTERPRISES LIMITEDRegd off SHOP NO QD-37 DDA MARKET PITAMPURA NEW DELHI-110034

BALANCE SHEET AS AT 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I EQUITY AND LIABILITIES(1) Shareholderrsquos Funds

(a) Share Capital 2 3550000000 3550000000(b) Reserves and Surplus 3 90954266 68038074(c) Money received against share warrants - 3640954266 - 3618038074

(2) Share application money pending allotment - -(3) Non-Current Liabilities

(a) Long-term borrowings - -(b) Deferred tax liabilities (Net) 121300 -(c) Other Long term liabilities - -(d) Long term provisions - 121300 - -

(4) Current Liabilities(a) Short-term borrowings - -(b) Trade payables 4 2658855175 2385034725(c) Other current liabilities 5 13400000 31328100(d) Short-term provisions - 2672255175 - 2416362825

Total 6313330741 6034400899II ASSETS(1) Non-current assets

(a) Fixed assets (i) Tangible assets 6 2888600 4902500 (ii) Intangible assets - - (iii) Capital work-in-progress - - (iv) Intangible assets under development - -(b) Non-current investments 7 801500000 801500000(c) Deferred tax assets (net) - 413300(d) Long term loans and advances 8 910000000 1232160100(e) Other non-current assets - 1714388600 - 2038975900

(2) Current assets(a) Current investments - -(b) Inventories - -(c) Trade receivables 9 4311808246 3931054446(d) Cash and cash equivalents 10 262853595 19436253(e) Short-term loans and advances 11 10054300 16482300(f) Other current assets 12 14226000 4598942141 28452000 3995424999

Total 6313330741 6034400899Significant Accounting PoliciesNotes on financial Statements 1-27

Omansh Enterprises Limited Annual Report 2016-2017 43

Amount in

Particulars Note 2016-17 2015-16No

OMANSH ENTERPRISES LIMITED

STATEMENT OF PROFIT amp LOSS FOR THE YEAR ENDED 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I Revenue from operations 20 1735111517 2138004325II Other Income 21 598242 165707300III Total Revenue I+II 1735709759 2303711625IV Expenses

Purchase of Stock-in-Trade (Net of Return) 1556101986 2019177290Changes in inventories of finished goods work-in-progress and Stock-in-Trade - -Employee benefit expense 22 38500000 92100000Financial costs 23 - 371112Depreciation and amortization expense 24 16239900 22358900Other expenses 25 91717081 130240960

IV Total Expenses 1702558967 2264248262V Profit before exceptional and extraordinary items and tax III-IV 33150792 39463363VI Exceptional Items - -VII Profit before extraordinary items and tax V-VI 33150792 39463363VIII Extraordinary Items - -IX Profit before tax VII-VIII 33150792 39463363X Tax expense

(1) Current tax 9700000 11638100(2) Deferred tax 534600 27512500

XI Profit(Loss) from the perid from continuing operations IX-X 22916192 312763XII Profit(Loss) from discontinuing operations - -XIII Tax expense of discounting operations - -XIV Profit(Loss) from Discontinuing operations XII-XIII - -XV Profit(Loss) for the period XI+XIV 22916192 312763XVI Earning per equity share 26

(1) Basic 001 000(2) Diluted 001 000

Omansh Enterprises Limited Annual Report 2016-2017 44

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2017(Amount in )

Particulars 2016-17 2015-16A Cash Flow from Operating Activities

Profit(Loss) before Taxation 331508 394634Adjustments for Depreciation 20139 81329Preliminary expenses 142260 142260Loss (Profit) on Sale of assets - -Finance cost - 3711Interest Income - -Operating Profit(Loss) before Working Capital Changes 493907 621934Adjustments for Trade and Other Receivables (3807538) 198975Inventories - -Loans and Advances 3285881 (4365027)Trade and Other Payables 2558924 859666Provisions - -Other current Assets - 6837Cash Generated from Operations 2531173 (2677615)Direct Tax Paid (97000) (116381)Net Cash generated from Operating Activities 2434173 (2793996)

B Cash Flow from Investing ActivitiesPurchase of Fixed Assets - -Sale of assets - -Investments - -Interest Income - -Net Cash used in Investing Activities - -

C Cash Flow from Financing ActivitiesProceeds of Borrowings - -Finance cost - (3711)Net Cash generated from in Financing Activities - (3711)Net Increase(Decrease) in Cash and Cash Equivalents (A+B+C) 2434173 (2797708)Cash and Cash Equivalents Opening 194362 2992070Cash and Cash Equivalents Closing 2628536 194362

Notes1 The above Cash Flow Statement has been prepared under the indirect method as set out in the Accounting Standard on Cash Flow Statement

(AS-3)2 Figures in Brackets indicate Cash Outflow3 Previous Year rsquos figures have been recast regrouped and restated where ever necessary

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 45

Notes Forming Part of Financial Statements

NOTE 1

A CORPORATE INFORMATION

The company is engaged in the business of trading in ClothClothingFabric in India the disclosure requirements of AccountingStandard-17 Segment Reporting are not applicable

B SIGNIFICANT ACCOUNTING POLICIES

I BASIS OF PREPARATION

The accompanying financial statements have been prepared andpresented as a going concern under historical cost convention onthe accrual basis of accounting unless otherwise stated inaccordance with the generally accepted accounting principles inIndia (Indian GAAP) and comply with the Accounting Standardsspecified under Section 133 of the Companies Act 2013 (The Act)read with paragraph 7 of the Companies (Accounts) Rules 2014and relevant provisions of the Companies Act 2013

The accounting policies have been consistently applied by theCompany and are consistent with those used in the previous year

All assets and liabilities have been classified as current or non-current as per the Companyrsquos normal operating cycle and othercriteria set out in the Schedule III of the Companies Act 2013Based on the nature of products and the time between theacquisition of assets for processing and their realisation in cashand cash equivalents the Company has ascertained its operatingcycle as up to twelve months for the purpose of currentnon-currentclassification of assets and liabilities

II USE OF ESTIMATES

The preparation of financial statements in conformity with IndianGAAP requires the management to make judgements estimatesand assumptions that affect the reported amounts of revenuesexpenses assets and liabilities and disclosure of contingentliabilities at the end of the reporting period Although these

Omansh Enterprises Limited Annual Report 2016-2017 46

estimates are based on the managementrsquos best knowledge ofcurrent events and actions uncertainty about these assumptionsand estimates could result in the outcomes requiring a materialadjustment to the carrying amounts of assets or liabilities in futureperiods

Significant estimates used by the management in the preparationof these financial statements include the useful life of fixed assetsand intangible assets and provisions for doubtful debtsadvancesDifference if any between the actual results and estimates arerecognized in the period in which the results are knownmaterialized

III FIXED ASSETS AND DEPRECIATION

Fixed assets are recorded at cost of acquisition and installationincluding freight duties levies less accumulated depreciation Costof acquisition includes rates taxes and any other directlyattributable cost for bringing the asset to its working condition forintended use

Depreciation on Tangible Fixed Assets is provided on Written DownValue method using the rates arrived at based on the useful livesas specified in the Schedule II of the Companies Act 2013 orestimated by the management The Company has used thefollowing useful life to provide depreciation on its fixed assets

Omansh Enterprises Limited Annual Report 2016-2017 47

(a) Assets where useful life is same as Schedule II

Assets Useful Life as Prescribedby Schedule II of theCompanies Act 2013

Factory Building 30 years

Plant amp Machinery (other thancontinuous process plant notcovered under specific industries) 15 years

Furniture amp Fittings 10 years

Motor Cycles scooters and other mopeds 10 years

Vehicles (Motor Cars) 8 years

Office Equipments 5 years

Computer printers amp data processing units 3 years

Electrical Installations 10 years

(b) Assets where useful life differ from Schedule II

Fixed Assets individually costing less than Rupees five thousandare fully depreciated in the year of purchase

(c) Depreciation

Depreciation on the Fixed Assets addeddisposed offdiscardedduring the year is provided on pro-rata basis with reference to thedate of additiondisposaldiscarding and in the case of capitalisationof any asset depreciation is charged from the date the same isreadyput to use to the Statement of Profit and Loss

IV INTANGIBLE ASSETS AND AMORTISATION

Intangible Assets are stated at acquisition cost net of accumulatedamortisation and accumulated impairment losses if any Intangibleassets are amortised on a straight-line basis over their estimateduseful lives

Omansh Enterprises Limited Annual Report 2016-2017 48

The Company amortises miscellaneous expenditure representingthe Companyrsquos formation expenses over a period of 5 yearsFurther the cost of Direct Listing of Equity Shares on BSE Limitedhas also been included in the same

V BORROWING COSTS

Borrowing Costs attributable to acquisition and construction ofqualifying assets are capitalised as a part of the cost of such assetsup to the date when such assets are ready for its intended useOther borrowing costs are charged to the Statement of Profit andLoss in the period in which they are incurred

VI FOREIGN CURRENCY TRANSACTIONS

The Company has not dealt with any foreign currency transactionduring the Financial Year

VII INVESTMENTS

Investments which are readily realisable and intended to be heldfor not more than one year from the date on which such investmentsare made are classified as current investments All otherinvestments are classified as long-term investments

Investments are recorded at cost on the date of purchase whichinclude acquisition charges such as brokerage stamp duty taxesetc Current Investments are stated at lower of cost and netrealisable value Long-term investments are stated at cost afterdeducting provisions made if any for other than temporarydiminution in the value

VIII REVENUE RECOGNITION

Revenue is recognised to the extent that it is probable that theeconomic benefits will flow to the Company and can be reliablymeasured

Revenue from sale of products is recognised when the significantrisks and rewards of ownership of the goods have passed to thebuyer Sale of goods are recorded net of trade discounts rebatesSales Tax Value Added Tax and gross of Excise Duty

Omansh Enterprises Limited Annual Report 2016-2017 49

Interest income is recognized on a time proportion basis takinginto account the amount outstanding and the rate applicable

Dividend income on investments is accounted for on receipt of thesame

All expenses and income to the extent considered payable andreceivable respectively unless specifically stated be otherwise areaccounted for on mercantile basis

IX RETIREMENT AND OTHER EMPLOYEE BENEFITS

(a) Provident Fund

Provision of Provident Fund is not applicable to theCompany

(b) Gratuity

No provision for gratuity has been made as there is noamount due towards Gratuity payable

(c) Compensated Leaves

Unutilized leave of staff lapses as at the year end and isnot encashable Accordingly no provision is made forcompensated Leaves

X TAXATION

Tax expense comprises of current and deferred tax

Current Tax

Provision for current tax is made after taking into considerationbenefits admissible under the provisions of the Income-tax Act1961 Minimum Alternative Tax (MAT) credit is recognized wherethere is convincing evidence that the same can be utilized in future

Current tax assets and current tax liabilities are offset when thereis a legally enforceable right to set off the recognized amounts andthere is an intention to settle the asset and the liability on a netbasis

Omansh Enterprises Limited Annual Report 2016-2017 50

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 5: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

6 To consider and if thought fit to pass with or without modification(s) as maybe deemed fit the following resolution as an Ordinary Resolution

ldquoRESOLVED THAT Mrs Priti Pralhad Soni (DIN 07927441) who wasappointed as an Additional Director of the company by the Board of Directorswith effect from September 4 2017 in terms of Section 161(1) of theCompanies Act 2013 and whose terms of the office expires at this AnnualGeneral Meeting and in respect of whom the Company has received a noticein writing proposing her candidature for the office of director be and is herebyappointed as an Independent director of the Company in terms of section149 152 and other applicable provisions if any of the Companies Act 2013(Act) and the Rules framed there under read with Schedule IV to the Act asamended from time to time to hold office for 5 (Five) consecutive years fromthe conclusion of this Annual General Meetingrdquo

7 To consider and if thought fit to pass with or without modification(s) thefollowing resolution as a Special Resolution

ldquoRESOLVED THAT Mr Manoj Chauhan (DIN 07835068) who was appointedas an Additional Director by the Board of Directors of the Company on May29 2017 and as per the provision of Section 161(1) of the Companies Act2013 whose terms of the office expires at this Annual General Meeting and inrespect of whom the Company has received a notice in writing proposing hiscandidature for the office of director be and is hereby appointed as anExecutive Director of the CompanyrdquoldquoRESOLVED FURTHER THAT in terms of Section 197 198 and 203 if anyof the Companies Act 2013 (Act) and the Rules framed there under readwith Schedule IV to the Act as amended from time to time the consent of themembers of the Company be and is hereby granted to appoint Mr ManojChauhan (DIN 07835068) as Whole Time Director of the Company on suchterms as may decided by the Board and Mr Manoj Chauhan (DIN 07835068)for a period of 3 (three) consecutive year wef May 29 2017 subject toretirement by rotation on the terms and conditions including remunerationas set out in the explanatory statement annexed to the Notice convening thisMeeting with liberty to the Board of Directors (hereinafter referred to as ldquotheBoardrdquo which term shall be deemed to include the Nomination andRemuneration Committee of the Board) to alter and vary the terms andconditions of the said appointment andor remuneration as it may deem fitand as may be acceptable to Mr Manoj Chauhan subject to the same notexceeding the limits specified under Schedule V to the Companies Act 2013or any statutory modification(s) or re-enactment(s) thereofrdquoldquoRESOLVED FURTHER THAT the Board be and is hereby authorized to doall acts take all such steps as may be necessary proper or expedient to giveeffect to this resolutionrdquo

8 To consider and if thought fit to pass with or without modification(s) thefollowing resolution as a Special Resolution-

Omansh Enterprises Limited Annual Report 2016-2017 2

ldquoRESOLVED THAT Mrs Seema Khan (DIN 07639422) who was appointedas an Additional Director by the Board of Directors of the Company onDecember 09 2016 and as per the provision of Section 161(1) of theCompanies Act 2013 whose terms of the office expires at this Annual GeneralMeeting and in respect of whom the Company has received a notice in writingproposing her candidature for the office of director be and is hereby appointedas an Executive Director of the CompanyldquoRESOLVED THAT in accordance with the provisions of Sections 188 196197and 203 read with Schedule V and all other applicable provisions of theCompanies Act 2013 and the Companies (Appointment and Remunerationof Managerial Personnel) Rules 2014 (including any statutory modification(s)or re-enactment(s) thereof for the time being in force) approval of theCompany be and is hereby accorded for the re-appointment and terms ofremuneration payable to including the remuneration to be paid in the eventof loss or inadequacy of profit in any financial year during the tenure ofappointment of Mrs Seema Khan (DIN 07639422) as Managing Director ofthe Company for a period of three years commencing from December 092016 to December 08 2019 subject to retirement by rotation on the termsand conditions including remuneration as set out in the explanatory statementannexed to the Notice convening this Meeting with liberty to the Board ofDirectors (hereinafter referred to as ldquothe Boardrdquo which term shall be deemedto include the Nomination and Remuneration Committee of the Board) toalter and vary the terms and conditions of the said re-appointment andorremuneration as it may deem fit and as may be acceptable to Mrs SeemaKhan (DIN 07639422) subject to the same not exceeding the limits specifiedunder Schedule V to the Companies Act 2013 or any statutory modification(s)or re-enactment(s) thereofrdquoldquoRESOLVED FURTHER THAT the Board be and is hereby authorized to doall acts take all such steps as may be necessary proper or expedient to giveeffect to this resolutionrdquo

By order of the BoardOmansh Enterprises Limited

Manoj ChauhanDate September 4 2017 Whole Time DirectorPlace Delhi DIN 07835068

Registered OfficeShop No Shop No 37 QD Block DDA MarketPitampura New Delhi - 110034

NOTES

1 Member entitled to attend and vote at the meeting may appoint a proxy toattend and vote on a poll on his behalf A proxy need not be a member of theCompany A person can act as proxy on behalf of not exceeding fifty Members

Omansh Enterprises Limited Annual Report 2016-2017 3

and holding in the aggregate not more than 10 of the total Equity ShareCapital of the Company Any Member holding more than 10 of the totalEquity share capital of the Company may appoint a single person as proxyand in such a case the said person shall not act as proxy for any otherperson or member The instrument appointing proxy should however bedeposited at the Registered Office of the Company not less than 48 hoursbefore the commencement of the Meeting

2 The disclosures required under Regulation 27 of the SEBI (Listing ObligationAnd Disclosure Requirement) Regulation 2015 agreement in respect of theDirectors being appointed reappointed in this Annual General Meeting aregiven as annexure to this Notice convening Annual General Meeting

3 Member holding shares in physical form are advised to update their addressand bank account ECS details with the Companyrsquos Registrar amp Share TransferAgent Ms Skyline Financial Services Private Limited New Delhi

4 The Annual Report of the Company for the financial year ended March 312017 has been emailed to the members whose email addresses are availablewith the depositories or are obtained directly from the members as per theMCA Circular Nos 172011 dated April 21 2011 and 182011 dated April 292011 on ldquoGreen Initiative of Ministry of Corporate Affairs for CorporateGovernancerdquo For other members who have not registered their emailaddresses the Annual Report has been sent at their registered postal addressIf any member wishes to get a duly printed copy of the Annual Report theCompany will send the same free of cost upon receipt of request from themember Members who have not registered their email addresses so farare requested to register them for receiving all communication includingAnnual Report and other Notices from the Company electronically

5 The Securities and Exchange Board of India (SEBI) has mandated thesubmission of Permanent Account Number (PAN) by every participant insecurities market Members holding shares in electronic form are thereforerequested to submit the PAN to their Depository Participants with whom theyare maintaining their demat accounts Members holding shares in physicalform can submit their PAN details to the Company or to the Registrar andShare Transfer Agent

6 The Register of Members and the Transfer Books of the Company shall remainclosed on Tuesday the September 26 2017 to Thursday the September 282017

7 The Explanatory Statement pursuant to Section 102 of the Companies Act2013 in respect of the business under Item Nos from 5-8 of the Notice isannexed hereto

8 All documents referred to in accompanying Notice and Explanatory Statementis open for inspection at the registered office of the Company on all workingdays between 1100 am to 100 pm up to the date of AGM except Saturday

Omansh Enterprises Limited Annual Report 2016-2017 4

9 Members seeking the information with regards to the proposed resolutionare requested to write to the Company at least one week in advance so as toenable the management to keep the information ready

10 Pursuant to the provision of Section 107 and 108 read with companies(Management and Administration) Rules 2014 the company is pleased tooffer the option of E-Voting facility to all the members of the company Forthis purpose the company has entered into an agreement with CentralDepository Services (India) Limited (CDSL) for facilitating E-voting Thecompany has appointed Amit R Dadheech amp Associates Practicing CompanySecretaries (Membership No 22889 Certificate of Practice No 8952) asScrutinizer for conducting the e-voting process in a fair and transparentmanner

4 Voting through electronic means

(i) In compliance with provisions of section 108 of the Act and Rule 20 ofThe Companies [Management and Administration] Rules 2014 andRegulation 44 of the SEBI (Listing Obligations amp DisclosureRequirements) Regulations 2015 the Company is providing e-votingfacility as an alternative mode of voting which will enable the membersto cast their votes electronicallyNecessary arrangements have been made by the Company with CentralDepository Services [India] Limited [CDSL] to facilitate e-voting Thedetailed process instructions and manner for availing e-Voting facility isannexed to the Notice as AnnexurendashB

(ii) Mr Amit R Dadheech Practicing Company Secretary [Membership NoA22889] has been appointed as the Scrutinizer to scrutinize the votingand remote e-voting process in a fair and transparent manner

(iii) Members who have cast their vote by remote e-voting prior to the meetingmay also attend the meeting but shall not be entitled to cast their voteagain

(iv) Members can opt for only one mode of voting ie either by e-voting orpoll paper In case Members cast their votes through both the modesvoting done by e-voting shall prevail and votes cast through Poll Papershall be treated as invalid

(v) The e-voting period commences on Monday 25th September 2017 [900am] and ends on Wednesday 27th September 2017 [500 pm] Duringthis period Members holding shares either in physical form or dematform as on 22nd September 2017 ie cut-off date may cast their voteelectronically The e-voting module shall be disabled for voting thereafterOnce the vote on a resolution is cast by the Member he she shall notbe allowed to change it subsequently or cast vote again

(vi) The voting rights of members shall be in proportion to their shares in thepaid up equity share capital of the Company as on cut-off date A person

Omansh Enterprises Limited Annual Report 2016-2017 5

whose name is recorded in the register of members or in the register ofbeneficial owners maintained by the depositories as on cut-off date onlyshall be entitled to avail facility of remote e-voting and poll process at thevenue of the meeting

(vii) Any person who acquires shares of the Company and becomes amember of the Company after dispatch of the Notice and holding sharesas on cut-off date may cast vote after following the instructions for e-voting as provided in the Notice convening the Meeting which is availableon the website of the Company and CDSL However if you are alreadyregistered with CDSL for remote e-voting then you can use your existingUser ID and password for casting vote

(viii)The Scrutinizer shall immediately after the conclusion of voting at themeeting would count the votes cast at the meeting thereafter unblockthe votes cast through remote e-voting in the presence of at least twowitnesses not in the employment of the Company and make not laterthan 48 hours from conclusion of the meeting a consolidated ScrutinizerrsquosReport of the total votes cast in favour or against to the Chairman whoshall countersign the same

(ix) The results declared along with the Scrutinizerrsquos Report shall be placedon the Companyrsquos website wwwomanshenterprisescom and on thewebsite of CDSL ie wwwevotingindiacom immediately after the resultis declared The Company shall simultaneously forward the results toBSE Limited [BSE] where the equity shares of the Company are listed

5 The route map giving the directions to the venue of the AGM is annexed tothe Notice as AnnexurendashC

6 REQUEST TO MEMBERS

(i) MembersProxies attending the meeting are requested to bring theirattendance slip along with their copy of Annual Report to the Meeting

(ii) Queries proposed to be raised at the Annual General Meeting may besent to the Company at its registered office at least seven days prior tothe date of AGM to enable the management to compile the relevantinformation to reply the same in the meeting

(iii) Members holding shares in demat form are requested to intimate allchanges pertaining to their bank details National Electronic ClearingService [NECS] Electronic Clearing Services [ECS] mandatesnominations power of attorneys change in address change of nameemail address contact numbers etc to their Depository Participant [DP]Changes intimated to the DP will then be automatically reflected in theCompanyrsquos records which will help the Company and the CompanyrsquosRegistrar and Transfer Agents to provide efficient and better servicesMembers holding shares in physical form are requested to intimate suchchanges to Registrar and Transfer Agents of the Company

Omansh Enterprises Limited Annual Report 2016-2017 6

(iv) In case of joint holders attending the Meeting only such joint holder whois higher in the order of names will be entitled to vote Members who holdshares in physical form in multiple folios in identical names or joint holdingin the same order of names are requested to send the share certificatesto Registrar for consolidation into a single folio

(v) The Securities and Exchange Board of India (SEBI) has mandated thesubmission of Permanent Account Number (PAN) by every participant insecurities market Members holding shares in electronic form aretherefore requested to submit their PAN to their Depository Participantswith whom they are maintaining their demat accounts Members holdingshares in physical form can submit their PAN details to the Company registrar and Share Transfer Agents

DETAILS OF DIRECTORS SEEKING APPOINTMENT RE-APPOINTMENTIN ANNUAL GENERAL MEETING FIXED FOR SEPTEMBER 28 2017

Sr No

1

2

3

4

5

Name of theDirector

Manoj Chauhan

Seema Khan

Reena Sharma

Fatima Matikub

Prit i PralhadSoni

Date of Birth

07101988

14011990

20121973

01051984

30061983

Date ofAppointment

29052017

09122016

07102015

04092017

04092017

Qualification

HSC

Cleared SSC

Graduate

BCom

HSC

Expertise in SpecificArea

Having vast knowledge infield of financing activitieshe is keenly engaged in thegrowth and development ofthe CompanyShe posses a r ichexperience in the businessof trading in textile

Experienced as Director ofCompany for about 2 years

Business of Beauty ampHealth product

Expertise in the field oftextile

List of otherPublic

Companies inwhich

directorship isheld

Nil

Nil

Nil

Nil

Nil

Omansh Enterprises Limited Annual Report 2016-2017 7

STATEMENT PURSUANT TO SECTION 102(1) OF THE COMPANIES ACT 2013

Item No 5 amp 6

As per the provisions of Section 149 of the Act which has come into force witheffect from April 1 2014 an Independent Director shall hold office for a term up tofive consecutive years on the Board of a company and is not liable to retire byrotationThe Nomination amp Remuneration Committee has recommended the appointmentof Mrs Fatima Makdum Matikub (DIN 07927573) and Mrs Priti Pralhad Soni(DIN 07927441) as Independent Director of the CompanyThe Company has obtained a declaration that they meet the criteria of IndependentDirector as provided under section 149(6) of the Act In the opinion of the Boardthe proposed directors has fulfilled the conditions specified in the Act and theRules framed there under for appointment as Independent Director and they areindependent of the management Notices as required under Section 160 of thecompanies act 2013 have been received from some members proposingcandidature of the said Independent Directors Upon the confirmation ofappointment of these individuals as independent Director by the members of theCompany the appointment shall be formalized by the issue of a letter ofappointment by the company to the said Independent DirectorsThe Board recommends the Resolution set out at Item No 4 amp 5 of this Notice forapproval of the Members as Ordinary ResolutionExcept of Mrs Fatima Makdum Matikub and Mrs Priti Pralhad Soni none of theDirectors or Key Managerial Personnel of the Company or their relatives isconcerned or interested in the proposed ResolutionItem No 7

Mr Manoj Chauhan was appointed as Whole Time Director wef May 29 2017He is been rendering valuable services to the Company and has been lookingafter the compliances of applicable laws and regulationsThe Board of Directors have appointed Mr Manoj Chauhan for a period of 3 (Three)year wef May 29 2017 Now this resolution is put before the shareholders ofthe Company for ratification of appointment of Mr Manoj Chauhan as Whole TimeDirector of the CompanyThe Board recommends the Resolution set out at Item No 6 in this Notice forapproval of the Members as Special ResolutionNone of the Directors of Key Management Personnel of the Company or theirrelatives is concerned or interested in the proposed ResolutionItem No 8

Mrs Seema Khan was appointed on the Board of the Company on December 92016 and has been rendering valuable services to the Company Considering therequirement of the Company the Board of Directors of the Company has decidedto appoint Mrs Seema Khan as a Managing Director for a period of three years

Omansh Enterprises Limited Annual Report 2016-2017 8

from December 9 2016 to December 8 2019 subject to the approval of theshareholder and Central Government if requiredMrs Seema Khan us under graduate and posses a rich experience in the businessof trading in textile from a decade Your Board is of the opinion that consideringthe experience of Mrs Seema Khan in the business market her appointment asManaging Director will be beneficial to the Company The terms and conditionsincluding the remuneration to be paid in the event of loss or inadequacy of profitin any financial year during the tenure of her appointment is mentioned in thedraft letter of appointment placed before the meeting approved by the Board ofDirectorsNomination amp Remuneration Committee at their meeting held onDecember 9 20161 Basic Salary

Presently the Company is not proposing to pay any remuneration to theManaging Director However the terms of the appointment and remunerationmay be revised at a later stage and with an authority to the Board to increasethe same from time to time in accordance with the limits specified in ScheduleV of the Companies Act 2013 as amended from time to time The annual orother increments will be merit based and will take into account the Companyrsquosperformance No other Allowance or Perquisites are being offered to theManaging Director for the time being

2 General

i The Managing Director shall perform her duties as such with regard toall the work of the Company and shall manage and attend to such businessand carry out the orders and directions given by the Board from time totime in all respects

ii The Managing Director shall act in accordance with the Articles ofAssociation of the Company and shall abide by the provisions containedin Section 166 of the Act with regard to duties of Directors

iii The Managing Director shall adhere to the Companyrsquos Code of Ethics ampConduct The Remuneration CommitteeBoard of Directors will determinethe amount of remuneration and increments payable every yeardepending on the performance of the Managing Director profitability ofthe Company and other relevant factors Mrs Seema Khan satisfy allthe conditions set out in Part-I of Schedule V to the Act as also conditionsset out under subsection (3) of Section 196 of the Act for being eligiblefor her appointment She is not disqualified from being appointed asDirector in terms of Section 164 of the Act Brief resume of Mrs SeemaKhan nature of her expertise in specific functional areas names ofcompanies in which he holds Directorships and Memberships Chairmanships of Board Committees her shareholding etc areseparately annexed hereto Notwithstanding anything to the contraryherein contained where in any financial year during the currency of tenureof aforesaid Director the Company has no profits or inadequate profits

Omansh Enterprises Limited Annual Report 2016-2017 9

the Company will pay remuneration by way of salary perquisites andallowances to the said Director subject to compliance with the applicableprovisions of Schedule V of the Companies Act 2013 and if necessarywith the approval of Central GovernmentThe copy of resolution passed by the Board of Directors of the Companyin its meeting held on December 9 2016 approving the aforesaid proposalalong with other documents is available for inspection by the membersat the registered office between 1100 AM to 100 PM on all working daystill the date of the Annual General MeetingMrs Seema Khan is interested in this resolution which pertains to herappointment as Managing Director of the Company Save and exceptthe above none of the other Directors or Key Managerial Personnel ofthe Company (including relatives of Directors and Key ManagerialPersonnel) are in any way concerned or interested financially orotherwise in this resolutionThe Board recommends the Special Resolution set out at Item No 8 ofthe Notice for approval by the members

By order of the BoardOmansh Enterprises Limited

Manoj ChauhanDate September 4 2017 Whole Time DirectorPlace Delhi DIN 07835068

Registered OfficeShop No Shop No 37 QD Block DDA MarketPitampura New Delhi - 110034

Omansh Enterprises Limited Annual Report 2016-2017 10

lsquoAnnexure -Crsquo

Omansh Enterprises Limited Annual Report 2016-2017 11

DIRECTORrsquoS REPORT

ToThe Members ofMs Omansh Enterprises LimitedYour Directors have pleasure in presenting the 43rd Directorrsquos Report of your Companytogether with the Audited Statement of Accounts and the Auditorsrsquo Report of yourcompany for the financial year ended 31st March 20171 FINANCIAL HIGHLIGHTS AND STATE OF COMPANYrsquoS AFFAIRS

(Amount in Rs)Particulars Current year Previous Year

Total Revenue 1735111517 2303711625Total Expenses 1702558967 2264248262Profit Before Tax 33150792 39463363Tax ExpensesCurrent Tax 9700000 11638100Deferred Tax 534600 27512500Profit(Loss) after Tax 22916192 312763Net Profit Transferred to Reserves 22916192 312763Earnings per share (Rs)Basic 001 000Diluted 001 000

(b) During the year your Company recorded Total Revenue of Rs 1735111517(previous year Rs 2303711625) The Company recorded a Net Profit of Rs22916192 during the financial year ended 31st March 2017 as compared to aNet Profit of Rs 312763 in the previous year

(c) Transfer To Reserves In Terms Of Section 134 (3) (j) Of The Companies Act2013

No amount was transferred to reserves during the financial year ended 31st March2017

(d) Dividend

Your Directors do not recommend any dividend for the year ended 31st March2017

(e) Material Changes and Commitments

There are no material changes from the end of Financial Year till the date of thisreport

2 PUBLIC DEPOSITS

During the year under report your Company did not accept any deposits from thepublic in terms of the provisions of Chapter V of the Companies Act 2013

3 DIRECTORS AND KEY MANAGERIAL PERSONNEL

(a) Changes in Directors and Key Managerial Personnel during the year

On recommendation of Nomination and Remuneration Committee Mr Manoj

Omansh Enterprises Limited Annual Report 2016-2017 12

Chauhan was appointed as the Whole Time Director wef 29th May 2017 andMs Seema Khan (DIN 07639422) had also been appointed as the ManagingDirector of the Company for a period of three years wef 9th December 2016And after her appointment Ms Reena Sharma (DIN06883803) stepped downfrom post of the Managing DirectorMr Gaurav Mutreja resigned as the Director of the Company wef 29th May 2017and Mr Vidya Sagar Bhatia resigned from Directorship of the Company on 29th

June 2017 Further Mr Radhey Shayam resigned from the Directorship of theCompany on 4th September 2017Mrs Fatima Makdum Matikub and Mrs Preeti Pralhad Soni were appointed asthe Additional Directors on the Board of the Company only on 4th September 2017in the Category of the Independent Director and your directors recommend theirappointment in the forthcoming AGMIn accordance with the provisions of Section 167(1)(b) of Companies Act 2013Mr Divesh Kumar Bajaj vacated his office of Independent wef 11th August 2017as he had not attended any Board Meeting since 12th August 2016Mr Praveen Kumar had also resigned from the position of Company Secretaryand CFO of the Company wef 24th May 2016 and Mr Remo John was appointedas the Company Secretary and Compliance Officer wef 29th May 2017

(b) Retirement by rotation

In accordance with the provisions of Section 152(6) of the Act and the Articles ofAssociation of the Company Mrs Reena Sharma (DIN06883803) and Mrs SeemaKhan (DIN07639422) will retire by rotation at the ensuing Annual General Meeting(lsquoAGMrsquo) of the Company and being eligible offers themselves for re-appointmentYour Board has recommended their re-appointment

(c) Declaration of Independence by the Independent Directors

The Independent Directors of your Company have confirmed that they meet withthe criteria of Independence as prescribed under Section 149(6) of the Act readwith Rule 5 of the Companies (Appointment and Qualification of Directors) Rules2014Framework for Familiarization Programme for the Independent Directors and thedetails of Familiarization Programme imparted to Independent Directors is madeavailable on the website of the Company

(d) Attributes qualifications and appointment of Directors

The Nomination and Remuneration Committee has adopted the attributes andqualifications as provided in Section 149(6) of the Act and Rule 5 of the Companies(Appointment and Qualification of Directors) Rules 2014 in respect of IndependentDirectors The Committee has also adopted the same attributes and qualificationsto the extent applicable in respect of Non-Independent DirectorsAll the Non-Executive Directors of the Company fulfil the fit and proper criteria forappointment as Directors Further all Directors of the Company other thanIndependent Directors are liable to retire by rotation One-third of the Directorswho are liable to retire by rotation retire every year and are eligible for re-election

Omansh Enterprises Limited Annual Report 2016-2017 13

(e) Remuneration Policy

The Board on the recommendation of the Nomination and RemunerationCommittee approved the Remuneration Policy for the Directors Key ManagerialPersonnel and other employees of the Company a copy of which is enclosed asAnnexure I to this Report

(f) Board Evaluation

The Board carried out annual performance evaluation of its own performance andthat of the individual Directors as also functioning of the Board Committees asrequired in terms of Section 134(3)(p) of the Act The performance evaluation ofthe Board and individual Directors was based on criteria approved by theNomination and Remuneration Committee The Directors expressed theirsatisfaction with the overall evaluation process

4 NUMBER OF BOARD MEETINGS

During the year ended 31st March 2017 5 (Five) meetings of the Board were heldon 11th May 2016 12th August 2016 11th November 2016 9th December 2016 and11th February 2017

5 BOARD COMMITTEES

Presently the Company has three Board Committees with the following members

Audit Committee Ms Fatima Makdum Matikub ChairpersonMr Manoj Chauhan MemberMs Priti Pralhad Soni Member

Nomination and Ms Priti Pralhad Soni ChairpersonRemuneration Committee Mr Manoj Chauhan Member

Ms Fatima Makdum Matikub MemberStakeholders Relationship Committee Mr Manoj Chauhan Chairman

Ms Fatima Makdum Matikub MemberMs Priti Pralhad Soni Member

6 DIRECTORSrsquo RESPONSIBILITY STATEMENT

As required under Section 134(5) of the Act your Directors confirm having -i) followed in the preparation of the Annual Accounts the applicable

Accounting Standards with proper explanation relating to materialdepartures if any

ii) selected such accounting policies and applied them consistently andmade judgments and estimates that are reasonable and prudent so asto give a true and fair view of the state of affairs of the Company at theend of the financial year and of the profit of the Company for that period

iii) taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of the Act forsafeguarding the assets of your Company and for preventing anddetecting fraud and other irregularities

Omansh Enterprises Limited Annual Report 2016-2017 14

iv) prepared the Annual Accounts on a going concern basis andv) proper systems have been devised to ensure compliance with the

provisions of all applicable laws and such systems are adequate andoperating effectively

vi) having laid down the internal financial controls to be followed by theCompany and such internal financial controls are adequate and operatingeffectively

7 SUBSIDIARIES ASSOCIATES AND JOINT VENTURES

The Company does not have any subsidiary associate or joint venture8 LISTING INFORMATION

The Equity Shares of the Company are presently listed only at BSE Ltd Thelisting fee for the Financial Year 2017-18 is paid

9 DEMATERIALIZATION OF SHARES

The securities of the Company are admitted with NSDL and CDSL the ISINallotted to the Company is INE378P01028

10 REPORT ON CORPORATE GOVERNANCE

In terms of Regulation 15(2) of SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 the provision of Regulation 27 of the SEBI(Listing Obligations and Disclosure Requirements) Regulations 2015 are notapplicable to the Company since the paid up capital of the Company is belowRs 10 crores and also the net worth of the Company is below Rs 25 CroresThus the Company is not required to attach the Corporate Governance reportwith the Report of the Board of Directors

11 CORPORATE SOCIAL RESPONSIBILITY

During the financial year 2016-17 the Net Worth of the Company was Rs3640954266 Turnover of the Company was Rs 1735111517 and Netprofit of the Company was Rs 22916100 therefore provisions of Section135(1) of the Companies Act 2013 are not applicable

12 PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES

The Company provides a gender friendly workplace during the year underreview there were no cases filed pursuant to Sexual Harassment of Womenat Workplace (Prevention Prohibition and Redressal) Act 2013None of the employees of your Company is covered under the provisions ofRule 5(2) of the Companies (Appointment and Remuneration of ManagerialPersonnel) Rules 2014

13 RISK MANAGEMENT

The Board has approved the Risk Management Policy of the Company TheCompanyrsquos risk management framework is designed to address risks intrinsicto operations financials and compliances arising out of the overall strategy

Omansh Enterprises Limited Annual Report 2016-2017 15

of the Company The Company manages monitors and reports on the principalrisks and uncertainties that can impact its ability to achieve it objectives Theresponsibility for management of risks vests with the Managers officersresponsible for the day-to-day conduct of the affairs of the Company Riskfocused audits are carried out periodically by the Internal Auditors whichlead to identification of areas where risk management processes need to bestrengthened Annual update is provided to the Board on the effectiveness ofthe Companyrsquos risk management systems and policies

14 INTERNAL FINANCIAL CONTROLS amp INTERNAL AUDIT

The Company has adequate internal financial controls with respect to thefinancial statements commensurate with the size and scale of the operationsof the Company During the year such controls were tested and no reportablematerial weakness in operation has been observed Internal audit of theCompany has been carried out during the year The Audit Committee reviewsthe internal audit findings provides guidance on internal controls and ensuresthat the internal audit recommendations are implemented

15 PARTICULARS OF LOANS GUARANTEES AND INVESTMENTS

Particulars of loans given investments made guarantees given and securitiesprovided along with the purpose for which the loan or guarantee or security isproposed to be utilized by the recipient are provided in the FinancialStatements

16 RELATED PARTY TRANSACTIONS

During the year ended on 31st March 2017 the Company has not entered intoany contract arrangement transaction with related parties which could beconsidered as material in accordance with the policy of the Company onmateriality of related party transactionsThe Policy on materiality of related party transactions and dealing with relateddealing with related party transactions as approved by the Board is availableon the website of the Company at weblink httpwwwomanshenterprisescomwp-contentuploads201508Policy-on-materiality-of-Related-Party-Transactions-and-on-dealing-with-Related-Party-Transactionspdf

17 SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS COURTS TRIBUNALS

During the year under review no significant or material orders were passedby the Regulators Courts Tribunals which would impact the going concernstatus of the Company and its future operations

18 EXTRACT OF ANNUAL RETURN

The details forming part of the extract of the Annual Return in Form MGT-9are provided under Annexure II to this Report

Omansh Enterprises Limited Annual Report 2016-2017 16

19 AUDITORS AND AUDIT REPORT

Ms Satyendra Mrinal amp Associates Chartered Accountants who are thestatutory auditors of the Company hold office till the conclusion of theforthcoming AGM Since their term is expiring at the forthcoming AGM thuspursuant to the provisions of section 139 of the Companies Act 2013 and theRules framed thereunder it is proposed to appoint Ms Rajeev Singh amp CoChartered Accountants as the Statutory Auditors of the Company who havegiven their consent for the same from the conclusion of the 43rd AGM till theconclusion of the 48th AGM of the Company to be held in the year 2022 subjectto ratification of their appointment at every AGM to be held after this AGMThe comments made by the Auditorsrsquo in their Report are self explanatory anddo not call for any further comments The Auditorsrsquo Report does not containany qualification reservation or adverse remark

20 CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION FOREIGNEXCHANGE EARNINGS AND OUTGO

CONSERVATION OF ENERGY

Steps taken on conservation of energy and impact thereof Efforts to conserveelectricity by operating only necessary lights fittings and fixtures were madeduring the financial year 2016-17Steps taken by the company for utilizing alternate sources of energy NILCapital investment on energy conservation equipment NILTECHNOLOGY ABSORPTION

(I) Efforts in brief made towards technology absorption and benefits derivedas a result of the above efforts eg product improvement cost reductionproduct development import substitution etc Nil

(II) In case of imported technology (imported during the last 3 years reckonedfrom the beginning of the financial year) following information may befurnishedA) Details of technology imported - NILB) Year of import ndashNILC) Whether the technology been fully absorbed - NILD) If not fully absorbed areas where absorption has not taken place

and the reasons therefore ndash NILIII) Expenditure incurred on research and development ndash NILFOREIGN EXCHANGE EARNINGS AND OUTGO

There were no foreign exchange earnings or foreign exchange outflow duringthe year

Omansh Enterprises Limited Annual Report 2016-2017 17

21 SECRETARIAL AUDITOR amp SECRETARIAL AUDIT REPORT

In terms of Section 204 of the Companies Act 2013 the Company hasappointed Ms Amit R Dadheech amp Associates Practicing CompanySecretaries as the Secretarial Auditor of the Company for the financial year2016-17 The Secretarial Audit Report given by Ms Amit R Dadheech ampAssociates Practicing Company Secretary is provided under Annexure III tothis ReportThe comments made by the Secretarial Auditor are self explanatory and donot require and further comments The Secretarial Audit Report does notcontain any qualification reservation or adverse remark

22 ESTABLISHMENT OF VIGIL MACHENISM

The Vigil Mechanism Policy of the Company is formulated in terms of section177 (9) of the Companies Act 2013 read with the provisions of the ListingAgreement with the Stock Exchange(s) and thereby also incorporates WhistleBlower Policy That as per the said policy protected disclosures can be madeby the whistle blower to the dedicated e-mail telephone line letter to Chairmanof Audit CommitteeThe Policy on Vigil Mechanism and Whistle Blower Policy as approved by theBoard is available on the website of the Company at web-link httpwwwomanshenterprisescomwp-contentuploads201508Vigil-Mechanism-and-Whistle-Blower-Policypdf

23 ACKNOWLEDGEMENT

Your directors would like to express their sincere appreciation for theassistance and corporation received from the financial institutions banksGovernment authorities customers vendors and members during the yearunder review Your directors also wish to place on record their deep sense ofappreciation for the committed services by the Companyrsquos executives staffand workers

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanDate September 4 2017 Managing Director Wholetime DirectorPlace New Delhi DIN 07639422 DIN 07835068

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 18

Annexure-INOMINATION amp REMUNERATION POLICY

(DIRECTORS KMP amp SENIOR MANAGEMENT)

INTRODUCTION

In pursuance of the Companyrsquos philosophy to consider its employees as itsinvaluable assets to pay equitable remuneration to all Directors Key ManagerialPersonnel (KMP) and employees of the Company to harmonize the aspirationsof human resources consistent with the goals of the Company and in terms of theprovisions of the Companies Act 2013 this policy on nomination and remunerationof Directors Key Managerial Personnel and Senior Management has beenformulated by the Nomination amp Remuneration Committee and approved by theBoard of DirectorsOBJECTIVE

The objective and purpose of the Policy are as given below1 To lay down criteria and terms and conditions with regard to identifying persons

who are qualified to become Directors (Executive and Non-Executive) andpersons who may be appointed in Senior Management and Key Managerialpositions and to determine their remuneration

2 To carry out evaluation of the performance of Directors as well as KeyManagerial and Senior Management Personnel

3 To provide them reward linked directly to their effort performance dedicationand achievement of Organizationrsquos goals as entrusted on them

4 To retain motivate and promote talent and to ensure long term retention oftalented managerial persons and create competitive advantage In the contextof the aforesaid objectives the following policy has been framed andrecommended by the Nomination amp Remuneration Committee and adoptedby the Board of Directors

PART ndash A

POLICY FOR APPOINTMENT AND REMOVAL OF DIRECTOR KMP AND SENIORMANAGEMENTAPPOINTMENT

1 The candidate for a position at Director KMP or Senior Management level ismet by the Managing Director in consultation with the other Directors Theinterview is targeted at assessing the candidate on his her functional ampleadership capabilities and cultural fitment to the organization

2 The MD assesses the shortlisted candidates3 The selected candidatersquos details and the proposed compensation is shared

with the Nomination amp Remuneration Committee for their review andsuggestions The same is shared with the Board at the next board meeting

Omansh Enterprises Limited Annual Report 2016-2017 19

TERM TENURE

The tenure for Directors shall be governed by the terms defined in the CompaniesAct 2013 However the tenure for other KMP and Senior Management Personnelwill be governed by Terms of Appointment in accordance with the RecruitmentPolicy of the CompanyEVALUATION

The performance of the KMP and Senior Management Personnel is evaluated atregular intervals (half yearly yearly) by the Managing Director The performanceevaluation of Independent Directors shall be done by the Board excluding theDirector being evaluated basis the contributions made to the Board deliberationson various matters including business strategy financial strategy operations costand risk management etc and suggestions given in this regardREMOVAL

Due to reasons for any disqualification mentioned in the Companies Act 2013rules made thereunder or under any other applicable Act rules and regulationsthe Managing Director may recommend to the Committee and the Board withreasons recorded in writing removal of a Director subject to the provisions andcompliance of the said Act rules and regulationsFor other KMP or Senior Management Personnel the removal will be governedby the Terms of Appointment in accordance with the Recruitment Policy of theCompany and the subsequent approval of the Managing DirectorRETIREMENT

The Director KMP and Senior Management Personnel shall retire as per theapplicable provisions of the Companies Act 2013 and the prevailing policy of theCompany The Managing Director will have the discretion to retain the DirectorKMP Senior Management Personnel in the same position remuneration orotherwise even after attaining the retirement age for the benefit of the Company

PART ndash B

POLICY RELATING TO EVALUATION AND REMUNERATION OF THE KMP ANDSENIOR MANAGEMENT PERSONNELEVALUATION PROCESS

The three Point Rating scale for performance review of Executive Director KMPand Senior Management is to be followed1 Rating on Basic Job Responsibilities indicating whether the basic job

responsibilities have been met during the year2 Rating on Goals Annual rating on each goal on a five-point scale Weighted

average of the ratings is calculated to arrive at a lsquoWeighted Goal Scorersquo3 Rating on Capabilities Factors The qualitative aspects of the performance is

assessed using the Capabilities Factors by the supervisor on a five-pointscale

Omansh Enterprises Limited Annual Report 2016-2017 20

Based on a holistic view of the Three Point Rating the supervisor provides anoverall Rating This rating is reviewed by the Managing Director along with theimmediate reporting officer who does a Qualitative review of the performancebased on the efforts put in by the employee results achieved and impact of theexternal and internal factors to arrive at a lsquoFinal Annual RatingrsquoThe revision in the total remuneration is directly linked to the lsquoFinal Annual Ratingrsquofor all employees1 The remuneration compensation commission etc to the KMP and Senior

Management Personnel will be determined by the Managing Director inconsultation with other Directors (except the Independent Directors) inaccordance with the Recruitment Policy of the Company which is based uponthe Final Annual Rating employee potential and market benchmarkcompensation The revised remuneration is shared with the Nomination ampRemuneration Committee for review

2 The remuneration compensation commission etc shall be subject to theprior post approval of the shareholders of the Company and CentralGovernment wherever required

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanDate September 4 2017 Managing Director Wholetime DirectorPlace New Delhi DIN 07639422 DIN 07835068

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 21

Omansh Enterprises Limited Annual Report 2016-2017 22

lsquoAnnexure-IIrsquoForm No MGT-9

EXTRACT OF ANNUAL RETURNAs on the financial year ended on 31032017

[Pursuant to Section 92(3) of the Companies Act 2013 and rule 12(1)of the Companies (Management and Administration) Rules 2014]

I REGISTRATION AND OTHER DETAILS

i) CIN L21011DL1974PLC241646ii) Registration Date 20031974iii) Name of the Company OMANSH ENTERPRISES LIMITEDiv) Category Sub-Category of the Company Public Company Limited by Shares amp Having Share Capitalv) Address of the Registered office and contact details SHOP NO 37 QD BLOCK DDA MARKET

PITAMPURA NEW DELHI - 110034Email infoomanshenterprisescom

vi) Whether listed company Yesvii) Name and Address of Registrar amp Transfer Agents ( RTA )

Name of Registrar amp Transfer Agents Skyline Financial Services Private LimitedAddress D-153 A 1st Floor Okhla Industrial Area Phase-ITown City New DelhiState DelhiPin Code 110020Telephone +91-(0)11-6473 2681 6473 2682Fax Number +91-(0)11-2681 2682Email Address adminskylinertacom

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-SNo Name and Description of NIC Code of the to total turnover

main products services Product service of the company1 Whole sale of textiles and clothing 46411 9892

III PARTICULARS OF HOLDING SUBSIDIARY AND ASSOCIATE COMPANIES No of companies for which information is being filloed = NILSNo Name and Address of the Company CINGLN Holding of shares held Applicable Section

SubsidiaryAssociates

Not applicable

Omansh Enterprises Limited Annual Report 2016-2017 23

No of Shares held at the beginning of the year No of Shares held at the end of the year

C at eg o r y o f D e ma t P h y s i ca l T o t a l o f D e ma t P h y s i ca l T o t a l o f C h a n g eS h a r e h o ld er s Tot al S hares Tot al S hares d ur in g t he year

A Promoters(1) Indiana) IndividualHUF 3114500 0 3114500 1755 3114500 0 3114500 1755 000b) Central Govt 0 0 0 000 0 0 000 000 000c) State Govt (s) 0 0 0 000 0 0 000 000 000d) Bodies Corp 4532000 0 4532000 2553 4532000 0 4532000 2553 000e) Banks FI 0 0 0 000 0 0 000 000 000f) Any Otherhellip 0 0 0 000 0 0 000 000 000Sub-total (A) (1)- 7646500 0 7646500 4308 7646500 0 7646500 4308 000(2) Foreign 0 0 0 000 0 0 0 000 000a) NRIs - Individuals 0 0 0 000 0 0 0 000 000b) Other ndash Individuals 0 0 0 000 0 0 0 000 000c) Bodies Corp 0 0 0 000 0 0 0 000 000d) Banks FI 0 0 0 000 0 0 0 000 000e) Any Otherhellip 0 0 0 000 0 0 0 000 000Sub-total (A) (2)- 0 0 0 000 0 0 0 000 000Total shareholding of Promoter(A) = (A)(1)+(A)(2) 7646500 0 7646500 4308 7646500 0 7646500 4308 000B Public Shareholding 1 Insti tutions a) Mutual Funds 0 0 0 000 0 0 0 000 000b) Banks FI 0 0 0 000 0 0 0 000 000c) Central Govt 0 0 0 000 0 0 0 000 000d) State Govt(s) 0 0 0 000 0 0 0 000 000e) Venture Capital Funds 0 0 0 000 0 0 0 000 000f) Insurance Companies 0 0 0 000 0 0 0 000 000g) FIIs 0 0 0 000 0 0 0 000 000h) Foreign Venture Capital Funds 0 0 0 000 0 0 0 000 000i) Others (specify) 0 0 0 000 0 0 0 000 000Sub-total (B)(1)- 0 0 0 000 0 0 0 000 0002 Non-Institutions a) Bodies Corp i) Indian 3296183 25000 3321183 1871 2695355 25000 2720355 1533 -338ii) Overseas 0 0 0 000 0 0 0 000 000b) Individuals i) Individual shareholdersholding nominal share capitalupto Rs 1 lakh 1688546 410000 2098546 1182 718726 409050 1127776 635 -547ii) Individual shareholdersholding nominal sharecapital in excess of Rs 1 lakh ldquo 3745717 616000 4361717 2457 5227885 616000 5843885 3292 835c) Others (specify) 321054 1000 322054 181 410484 1000 411484 232 051Sub-total (B)(2)- 9051500 1052000 10103500 5692 9052450 1051050 10103500 5692 000Total Public Shareholding(B)=(B)(1)+(B)(2) 9051500 1052000 10103500 5692 9052450 1051050 10103500 5692 000C Shares held by Custodianfor GDRs amp ADRs 0 0 0 000 0 0 0 000 000Grand Total (A+B+C) 16698000 1052000 17750000 10000 16698950 1051050 17750000 10000 000

IV SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)A Category-wise Share Holding

Omansh Enterprises Limited Annual Report 2016-2017 24

B Shareholding of Promoters

S Shareholder rsquos Name No of of of shares No of of of shares changeNo Shares tota l pledged Shares tota l pledged in share

Shares encum- shares of encum- hold-of the bered to the bered to ing during

company tota lshares company tota lshares the year1 Mr Gaurav Mutreja 14500 008 000 14500 008 000 0002 Mr Chander Bhan 100000 056 000 100000 056 000 0003 Ms Atharva Professsional Consultants LLP 500000 282 000 500000 282 000 0004 Ms JK Lrsquoatelier Limited 2500000 1408 000 2500000 1408 000 0005 Mr Gaurav Bhatia 50000 028 000 50000 028 000 0006 Ms Gaurav Sukhija (HUF) 250000 141 000 250000 141 000 0007 Ms Komal Sukhi ja 250000 141 000 250000 141 000 0008 Ms Mukesh Sukhija (HUF) 50000 028 000 50000 028 000 0009 Ms Neelam Bhatia 600000 338 000 600000 338 000 00010 Ms Neelam Rani 100000 056 000 100000 056 000 00011 Mr Om Prakash Sukhi ja 700000 394 000 700000 394 000 00012 Ms Pooja Bhatia 150000 085 000 150000 085 000 00013 Ms Raj Kanta Sukhi ja 250000 141 000 250000 141 000 00014 Ms Rashmi Sukhi ja 550000 310 000 550000 310 000 00015 Ms Shi lpa Bhatia 50000 028 000 50000 028 000 00016 Ms Achyut Properties Private Limited 500000 282 000 500000 282 000 00017 Ms Ranji tgarh Finance Company PrivateLimited 1032000 581 000 1032000 581 000 000

Shareholding at the beginning of the year Shareholding at the end of the year

Omansh Enterprises Limited Annual Report 2016-2017 25

C Change in Promotersrsquo Shareholding

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company companySAME AS MENTIONED IN ldquoBrdquo ABOVE

Shareholding at the beginning of the year Shareholding at the end of the year

D Shareholding Pattern of top ten Shareholders (other than Directors Promoters and Holders ofGDRs and ADRs)

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 NAU NIDH FINANCE LIMITED BODY 2500000 1408 2500000 1408

CORPORATE2 KAMALJIT GHAI INDIVIDUAL 250000 141 250000 1413 BHALINDER GHAI INDIVIDUAL 250000 141 250000 1414 HARMEET GHAI INDIVIDUAL 250000 141 250000 1415 GEETA CHADHA INDIVIDUAL 250000 141 250000 1416 MANAN NARANG INDIVIDUAL 250000 141 500000 2827 RAJIV CHADHA INDIVIDUAL 250000 141 250000 1418 NAVEEN NARANG INDIVIDUAL 250000 141 500000 2829 SUMITRA NARANG INDIVIDUAL 250000 141 500000 28210 SATISH CHANDER NARANG INDIVIDUAL 250000 141 500000 282

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

Omansh Enterprises Limited Annual Report 2016-2017 26

E Shareholding of Directors and Key Managerial Personnel

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 Radhey Shayam Whole Time Director 500 000 500 0002 Gaurav Mutre ja Director 14500 008 14500 008

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

V INDEBTEDNESSParticulars Secured Loans Unsecured Deposi ts Total

excluding deposits Loans Indebtedness

VI REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL A Remuneration to Managing Director Whole-time Directors andor Manager

Gross Salary CommissionS Name of (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others Total CeilingNo MDWTD per provision perquisites in lieu of Option Equity profit as per

Manager contained us 17(2) salary the Actin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

NOT ANY

Indebtedness at the beginning of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

Change in Indebtedness during the financial yearAdditionReductionNet Change

Indebtedness at the end of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

NOT APPLICABLE

Omansh Enterprises Limited Annual Report 2016-2017 27

B Remuneration to other directors

Independent Directors Other Non-Executive DirectorS Name of Fee for Commission Others Total 1 Fee for Comm- Others Total Total Total Over-No Director attending attend- ission (2) (1+2) Mana- all

board ing gerial Ceilingcommittee board Remu- as permeetings commi- nerat- the Act

ttee ionmeet-ings

NOT ANY

C Remuneration to Key Managerial Personnel Other than MDManagerWTD

Gross Salary CommissionS Name of Key (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others TotalNo Managerial per provision perquisites in lieu of Option Equity profit

Personnel contained us 17(2) salaryin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

Not Any

Omansh Enterprises Limited Annual Report 2016-2017 28

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Manoj Ramesh Kumar Chauhan Seema KhanWhole Time Director Managing DirectorDIN 07835068 DIN 07639422

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

VII PENALTIES PUNISHMENT COMPOUNDING OF OFFENCES

Type Section of the Brief Detail of Authority [RDNCLT] Appeal made if anyCompanies Description Penalty Punishment Court] (give Details)

Act Compoundingfees imposed

A COMPANYPenaltyPunishment NOT ANYCompoundingB DIRECTORSPenaltyPunishment NOT ANYCompoundingC OTHER OFFICERS IN DEFAULTPenaltyPunishment NOT ANYCompounding

Omansh Enterprises Limited Annual Report 2016-2017 29

Annexure III

FORM NO MR-3SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED 31ST MARCH 2017[Pursuant to Section 204(1) of the Companies Act 2013 and Rule No9 of the

Companies (Appointment and Remuneration Personnel) Rules 2014]

ToThe MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034We have conducted the secretarial audit of the compliance of applicable statutoryprovisions and the adherence to good corporate practices by Omansh EnterprisesLimited (CIN L21011DL1974PLC241646) (hereinafter called ldquothe companyrdquo)Secretarial Audit was conducted in a manner that provided us a reasonable basisfor evaluating the corporate conductsstatutory compliances and expressing ouropinion thereonBased on our verification of Omansh Enterprises Limited books papers minutebooks forms and returns filed and other records maintained by the company andalso the information provided by the Company its officers agents and authorizedrepresentatives during the conduct of the Secretarial Audit we hereby report thatin our opinion the Company has during the audit period covering the financialyear ended on March 31 2017 complied with the statutory provisions listedhereunder and also that the Company has proper Board processes and compliancemechanism in place to the extent in the manner and subject to the reportingmade hereinafterWe have examined the books papers minute books forms and returns filedand other records maintained by Omansh Enterprises Limited for the financialyear ended on March 31 2017 according to the provisions of

1 The Companies Act 2013 (the Act) and the rules made thereunder2 The Securities Contracts (Regulation) Act 1956 (lsquoSCRArsquo) and the rules made

thereunder3 The Depositories Act 1996 and the Regulations and Bye-laws framed

thereunder4 Foreign Exchange Management Act 1999 and the rules and regulations made

thereunder to the extent of Foreign Direct Investment Overseas DirectInvestment and External Commercial Borrowings (During the period underreview the Company has not entered into any transaction requiring

Omansh Enterprises Limited Annual Report 2016-2017 30

compliances with the Foreign Exchange Management Act 1999 and therules and regulations made thereunder to the extent of Foreign DirectInvestment Overseas Direct Investment and External CommercialBorrowings)

5 The Securities and Exchange Board of India (Substantial Acquisition of Sharesand Takeovers) Regulations 2011

6 The Securities and Exchange Board of India (Prohibition of Insider Trading)Regulations 2015

7 The Securities and Exchange Board of India (Issue of Capital and DisclosureRequirements) Regulations 2009

8 The Securities and Exchange Board of India (Employee Stock Option Schemeand Employee Stock Purchase Scheme) Guidelines 1999 (During the periodunder review the Company has not entered into any transaction requiringcompliances with the Securities and Exchange Board of India (EmployeeStock Option Scheme and Employee Stock Purchase Scheme)Guidelines 1999)

9 The Securities and Exchange Board of India (Issue and Listing of DebtSecurities) Regulations 2008 (During the period under review theCompany has not entered into any transaction requiring complianceswith the Securities and Exchange Board of India (Issue and Listing ofDebt Securities) Regulations 2008)

10 The Securities and Exchange Board of India (Registrars to an Issue andShare Transfer Agents) Regulations 1993 regarding the Companies Act anddealing with client

11 The Securities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009)

12 The Securities and Exchange Board of India (Buyback of Securities)Regulations 1998 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Buyback of Securities)Regulations 1998)

OTHER APPLICABLE LAWS

With respect to the compliance system prevailing in the Company and onexamination of the relevant documents and records in pursuance thereof on testcheck basis the Company has complied with the following laws applicable to theCompany

Omansh Enterprises Limited Annual Report 2016-2017 31

1 Indian Contract Act 18722 Income Tax Act 1961 to the extent of Tax Deducted at Source under various

Section and TDS Returns filed3 Indirect Tax Laws relating to collections deductions wherever applicable

payments made and returns filedWe have also examined compliance with the applicable clauses of thefollowing

1 Secretarial Standards issued by The Institute of Company Secretaries of India2 The Listing Agreements entered into by the Company with BSE Ltd pursuant

to SEBI (Listing Obligation and Disclosure Requirement) Regulations 2015During the period under review the Company has complied with the provisions ofthe Act Rules Regulations Guidelines Standards etc mentioned aboveWe further report that

The Board of Directors of the Company is duly constituted with proper balance ofExecutive Directors Non-Executive Directors and Independent Directors Thechanges in the composition of the Board of Directors that took place during theperiod under review were carried out in compliance with the provisions of the ActAdequate notice is given to all directors to schedule the Board Meetings agendaand detailed notes on agenda were sent at least seven days in advance and asystem exists for seeking and obtaining further information and clarifications onthe agenda items before the meeting and for meaningful participation at themeetingMajority decision is carried unanimously however the dissenting membersrsquo viewsif any are captured and recorded as part of the minutesWe further report that there are adequate systems and processes in the companycommensurate with the size and operations of the company to monitor and ensurecompliance with applicable laws rules regulations and guidelinesWe further report that during the audit period

1 During the financial year ended March 31 2017 the Company has notappointed Company Secretary (CS) and Chief Financial Officer (CFO) on theBoard of the Company in compliance with Section 203 of the Companies Act2013 however the Company has appointed CS and CFO wef May 292017 and September 4 2017 respectively

2 The Company has not appointed an Internal Auditor in compliance withprovision of Section 138 of Companies Act 2013

3 There were instances of delay in filing the Forms as required to be filed withRegistrar of Companies Delhi and the Company has paid additional fees forthe same

Note This report is to be read with our letter of even date which annexed asAnnexure A and forms an integral part of this report

Omansh Enterprises Limited Annual Report 2016-2017 32

Annexure A to the Secretarial Audit Report

The MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034

1 We have not verified the correctness and appropriateness of financial recordsand Books of Accounts of the Company

2 Where ever required we have obtained the Management representation aboutthe compliance of laws rules and regulations and happening of events etc

3 The compliance of the provisions of Corporate and other applicable lawsrules regulations standards is the responsibility of management Ourexamination was limited to the verification of procedures on the random testbasis

4 We have followed the audit practices and processes as were appropriate toobtain reasonable assurance about the correctness of the contents of thesecretarial records The verification was done on the random test basis toensure that correct facts are reflected in secretarial records We believe thatthe processes and practices we followed provide a reasonable basis for ouropinion

5 The Secretarial Audit report is neither an assurance as to the future viabilityof the company nor of the efficacy or effectiveness with which the managementhas conducted the affairs of the Company

For Amit R Dadheech amp Associates

Amit R DadheechM No 22889 CP No 8952Mumbai September 4 2017

MANAGEMENT DISCUSSION AND ANALYSIS

Your Directors are pleased to present the Management Discussion and AnalysisReports for the year ended March 31 2017 as underbull Overview

The Indian textile industry is one the largest and oldest sectors in the country andamong the most important in the economy in terms of output investment andemployment The sector employs nearly 45 million people directly and it is one ofthe largest sources of employment generation in the country The textile industrycontributes to 10 of manufacturing production 2 of Indiarsquos GDP and to 13 ofthe countryrsquos export earnings With direct linkages to the rural economy and theagriculture sector it has been estimated that one of every six households in thecountry depends on this sector either directly or indirectly for its livelihoodbull Industry Structure

Raw material costs have been increasing globally coupled with a shortage ofskilled workers While a shift is taking place of textiles industries from China andBangladesh to India the industrial climate in India has also become adverse dueto regular increases in input costs Any further appreciation of the Rupee willadversely affect exports from India Though the spinning industry has faredsomewhat better those with a presence in weaving processing or even compositebusinesses are facing the heat due to increases in input cost without being ableto pass on such higher costs to customers as the market is simply unable toabsorb the samebull Opportunities and Threat

There is good scope for growth for the textile industry as Indiarsquos share in theglobal trade in textiles is weak compared to other countries The free tradeenvironment is a great opportunity for the Indian textile industry to increase itsshare in the global market Chinese exports are slowing down on account of variousfactors inclusive of increase in domestic demand and rising costs This is a goodopportunity of which our textile industry should make use but smaller countrieslike Bangladesh Sri Lanka Pakistan Turkey and Vietnam etc are becomingformidable challengersLack of uninterrupted power increased power costs higher transaction costshigh cost of labour is hindering the progress However we are making all outefforts to cope with all these challenges by continuous efforts at cost reductionprocess improvements diversification of products and improving productivity byimproving efficienciesbull Business operations

The Company is engaged in the business of Textile industry During the yearunder review the industry faced various challenges due to global and economicslowdown and increasing rates of interest rates But looking at the huge potentialin India for Textile the company is hopeful of reenter into this sector The growthin the sector is very good and Management expects better results in forth comingyearOmansh Enterprises Limited Annual Report 2016-2017 33

bull Outlook

In light of the new and vibrant management of the company and steady growth inthe operations of the company and looking at the huge demand for residential aswell as commercial space in Delhi the company is hopeful of its upwardperformance the future growth for the benefit of its stakeholders at largebull Internal control System

The company has an effective internal control environment which ensures thatoperation are managed efficiently and effectively assets are safeguardedregulatory are complied with and transactions are recorded after appropriateauthorization The Company has an adequate internal control systemcommensurate with the size of the company and the nature of its business whichensures that functioning of the Company is managed efficiently and effectivelyassets are safeguarded regulatory compliances are complied with and transactionsare recorded after appropriate authorizationbull Human relations

Human resources have always been most valuable assets for Omansh EnterprisesLimited During the year the company has once again gained the confidence of itsHuman Resource as well and company constantly seeks to attract and retain thebest available talent Human resources management incorporates a process drivenapproach that invest regularly in the extensive training programs The Companycontinued to enjoy healthy industrial relations during the yearbull Forward Looking and Cautionary Statements

Management Discussion and Analysis contains forward-looking statementsconcerning the Companyrsquos future plans strategies and performance Theseforward-looking statements are not historical facts rather they representassumptions and beliefs based on economic financial and competitive datacurrently available Furthermore they are subject to a number of risks anduncertainties that without limitation relate to economic conditions fiercecompetition in the information service industry customer demand tax rulesregulations and other factors Readers of this annual report are cautioned not toplace undue reliance on these forward-looking statements The Company thereforewishes to caution readers that actual results may differ materially

On behalf of Board of Directorsof Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanManaging Director Wholetime DirectorDIN 07639422 DIN 07835068

DateSeptember 4 2017Place New Delhi

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 34

Independent Auditorrsquos Report

To the Members of Omansh Enterprises Limited

Report on the Financial Statements

We have audited the accompanying standalone financial statements of OmanshEnterprises Limited (ldquothe Companyrdquo) which comprise the Balance Sheet as atMarch 31 2017 the Statement of Profit and Loss and Cash Flow Statement for theyear then ended and a summary of significant accounting policies and otherexplanatory information

Managementrsquos Responsibility for the Financial Statements

The Companyrsquos Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 (ldquothe Actrdquo) with respect to the preparation ofthese standalone financial statements that give a true and fair view of the financialposition financial performance and cash flows of the Company in accordancewith accounting principles generally accepted in India including the AccountingStandards specified under section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014 and the Companies (Accounting Standards) AmendmentRules 2016 This responsibility includes maintenance of adequate accountingrecords in accordance with the provisions of the Act for safeguarding of the assetsof the Company and for preventing and detecting frauds and other irregularitiesselection and application of appropriate accounting policies making judgmentsand estimates that are reasonable and prudent and the design implementationand maintenance of adequate internal financial control that were operatingeffectively for ensuring the accuracy and completeness of the accounting recordsrelevant to the preparation and presentation of the financial statements that givea true and fair view and are free from material misstatement whether due to fraudor error

Auditorrsquos Responsibility

Our responsibility is to express an opinion on these standalone financial statementsbased on our audit We have taken into account the provisions of the Act theaccounting and auditing standards and matters which are required to be includedin the audit report under the provisions of the Act and the Rules made thereunderWe conducted our audit in accordance with the Standards on Auditing issued bythe Institute of Chartered Accountants of India as specified under Section 143(10)of the Act Those Standards require that we comply with ethical requirements andplan and perform the audit to obtain reasonable assurance about whether thefinancial statements are free from material misstatement

An audit involves performing procedures to obtain audit evidence about theamounts and disclosures in the financial statements The procedures selecteddepend on the auditorrsquos judgment including the assessment of the risks of materialmisstatement of the financial statements whether due to fraud or error In making

Omansh Enterprises Limited Annual Report 2016-2017 35

those risk assessments the auditor considers internal financial control relevantto the Companyrsquos preparation of the financial statements that give a true and fairview in order to design audit procedures that are appropriate in the circumstancesAn audit also includes evaluating the appropriateness of accounting policies usedand the reasonableness of the accounting estimates made by the CompanyrsquosDirectors as well as evaluating the overall presentation of the financial statementsWe believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the standalone financial statements

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the standalone financial statements give the information required bythe Act in the manner so required and give a true and fair view in conformity withthe accounting principles generally accepted in India of the state of affairs of theCompany as at 31st March 2017 its profit and its cash flows for the year endedon that date

Report on Other Legal and Regulatory Requirements

1 As required by the Companies (Auditorrsquos report) Order 2016 (ldquothe Orderrdquo)issued by the Central Government of India in terms of sub-section (11) ofSection 143 of the Act we give in the Annexure 1 a statement on the mattersspecified 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 whichto the best of our knowledge and belief were necessary for the purposeof our audit

b) In our opinion proper books of account as required by law have beenkept by the Company so far as it appears from our examination of thosebooks

c) The Balance Sheet Statement of Profit and Loss and Cash FlowStatement dealt with by this Report are in agreement with the books ofaccount

d) In our opinion the aforesaid standalone financial statements comply withthe Accounting Standards specified under Section 133 of the Act readwith Rule 7 of the Companies (Accounts) Rules 2014 and the Companies(Accounting Standards) Amendment Rules 2016

e) On the basis of written representations received from the directors as on31st March 2017 and taken on record by the Board of Directors none ofthe directors is disqualified as on 31st March 2017 from being appointedas a director in terms of Section 164(2) of the Act

Omansh Enterprises Limited Annual Report 2016-2017 36

f) With respect to the adequacy of the internal financial controls overfinancial reporting of the Company and the operating effectiveness ofsuch controls refer to our separate Report in ldquoAnnexure 2rdquo to this report

g) With respect to the other matters to be included in the Auditorrsquos Reportin accordance with Rule 11 of the Companies (Audit and Auditors) Rules2014 in our opinion and to the best of our information and according tothe explanations given to us

i The Company does not have any pending litigations which wouldimpact its financial position

ii The Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeablelosses

iii There has not been an occasion in which the company during theyear under report to transfer any sum to the Investor Education andProtection Fund Hence the question of delay in transferring suchsum does not arise

iv The Company has provided requisite disclosures in Note No 27 tothese standalone financial statements as to the holding of SpecifiedBank Notes on November 8 2016 to December 30 2016 as well asdealings in Specified Bank Notes during the period from November8 2016 to December 30 2016 Based on our audit procedures andrelying on the management representation regarding the holdingand nature of cash transactions including Specified Bank Noteswe report that these disclosures are in accordance with the books ofaccounts maintained by the Company and as produced to us by theManagement

For Satyendra Mrinal amp AssociatesChartered Accountants

Firm Registration Number 017068N

SK JainPartner

Membership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 37

Annexure 1 referred to in paragraph 1 under the heading ldquoReport on OtherLegal and Regulatory Requirementsrdquo of our Report of even date

(i) (a) The Company has maintained proper records showing fullparticulars including quantitative details and situation of fixedassets

(b) All fixed assets have been physically verified by the managementat regular intervals as informed to us no material discrepancieswere noticed on such verification

(c) According to the information and explanations given by themanagement the Company has not acquired any immovableproperty during the year under audit no comments under thesub-clause are required

(ii) The Company does not have any inventory and accordingly therequirements under paragraph 3(ii) of the Order are not applicable to theCompany

(iii) According to the information and explanation given to us the Companyhas not granted any loans secured or unsecured to companies firmsLimited Liability Partnerships or other parties covered in the registermaintained under Section 189 of the Act and hence clause 3(iii)(a) (b)and (c) of the Order are not applicable to the Company and hence notcommented upon

(iv) In our opinion and according to the information and explanations givento us there are no loans investments guarantees and securities grantedin respect of which provisions of Section 185 and 186 of the Act areapplicable and hence not commented upon

(v) The Company has not accepted any deposits within the meaning ofSections 73 to 76 of the Act and the Companies (Acceptance of Deposits)Rules 2014 (as amended) Accordingly the provisions of clause 3(v) ofthe Order are not applicable

(vi) To the best of our knowledge and as explained the Central Governmenthas not specified the maintenance of cost records under Section 148(1)of the Act for the productsservices of the Company

(vii) (a) According to the information and explanations given to us andbased on the records of the company examined by us thecompany is regular in depositing the undisputed statutory duesincluding income-tax and other statutory dues as applicablewith the appropriate authorities in India

(b) According to the information and explanations given to us andbased on the records of the company examined by us thereare no dues of Income tax which have not been deposited onaccount of any disputes However the remaining taxes specifiedunder the said sub-clause are not applicable to the company

Omansh Enterprises Limited Annual Report 2016-2017 38

(viii) In our opinion and according to the information and explanations givenby the management the Company has not availed of any loans from anyfinancial institution bank or government and not issued any debentures

(ix) In our opinion and according to the information and explanations givenby the management the Company has not raised any money by way ofinitial public offer or further public offer (including debt instruments) andthe company has not raisedtaken any term loan

(x) Based upon the audit procedures performed for the purpose of reportingthe true and fair view of the financial statements and according to theinformation and explanations given by the management we report thatno fraud by the company or no fraud on the company by the officers andemployees of the Company has been noticed or reported during the year

(xi) According to the information and explanations given by the managementthe company has complied with the provisions of Section 197 read withSchedule V of the Companies Act 2013

(xii) In our opinion the Company is not a nidhi company Therefore theprovisions of clause 3(xii) of the order are not applicable to the Companyand hence not commented upon

(xiii) According to the information and explanations given by the managementthere were no transactions with the related parties during the year hencenot commented upon

(xiv) According to the information and explanations given to us and on anoverall examination of the Balance Sheet the Company has not madeany preferential allotment or private placement of shares or fully or partlyconvertible debentures during the year under review and hence reportingrequirements under clause 3(xiv) are not applicable to the Company andnot commented upon

(xv) According to the information and explanations given by the managementthe Company has not entered into any non-cash transactions with thedirectors or persons connected with him as referred to in Section 192 ofCompanies Act 2013

(xvi) According to the information and explanations given to us the provisionsof Section 45-IA of the Reserve Bank of India Act 1934 are not applicableto the Company

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 39

ANNEXURE 2 TO THE INDEPENDENT AUDITORrsquoS REPORT OF EVEN DATEON THE STANDALONE FINANCIAL STATEMENTS OF OMANSHENTERPRISES LIMITED

Report on the Internal Financial Controls under Clause (i) of Sub-section 3of Section 143 of the Companies Act 2013 (ldquothe Actrdquo)

To the Members of Omansh Enterprises Limited

We have audited the internal financial controls over financial reporting of OmanshEnterprises Limited (ldquothe Companyrdquo) as of 31st March 2017 in conjunction withour audit of the standalone financial statements of the Company for the year endedon that date

Managementrsquos Responsibility for Internal Financial Controls

The Companyrsquos Management is responsible for establishing and maintaininginternal financial controls based on the internal control over financial reportingcriteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial ControlsOver Financial Reporting issued by the Institute of Chartered Accountants of IndiaThese responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuringthe orderly and efficient conduct of its business including adherence to theCompanyrsquos policies the safeguarding of its assets the prevention and detectionof frauds and errors the accuracy and completeness of the accounting recordsand the timely preparation of reliable financial information as required under theCompanies Act 2013 (lsquothe Actrsquo)

Auditorrsquos Responsibility

Our responsibility is to express an opinion on the Companyrsquos internal financialcontrols over financial reporting based on our audit We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting (the ldquoGuidance Noterdquo) and the Standards on Auditing asspecified under section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls both applicable to an audit of Internal Financial Controlsand both issued by the Institute of Chartered Accountants of India ThoseStandards and the Guidance Note require that we comply with ethical requirementsand plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects

Our audit involves performing procedures to obtain audit evidence about theadequacy of the internal financial controls system over financial reporting andtheir operating effectiveness Our audit of internal financial controls over financialreporting included obtaining an understanding of internal financial controls overfinancial reporting assessing the risk that a material weakness exists and testing

Omansh Enterprises Limited Annual Report 2016-2017 40

and evaluating the design and operating effectiveness of internal control basedon the assessed risk The procedures selected depend on the auditorrsquos judgementincluding the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error

We believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the internal financial controls systemover financial reporting

Meaning of Internal Financial Controls Over Financial Reporting

A companyrsquos internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles A companyrsquos internal financialcontrol over financial reporting includes those policies and procedures that (1)pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company (2)provide reasonable assurance that transactions are recorded as necessary topermit preparation of financial statements in accordance with generally acceptedaccounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorisations of management and directorsof the company and (3) provide reasonable assurance regarding prevention ortimely detection of unauthorised acquisition use or disposition of the companyrsquosassets 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 financialreporting including the possibility of collusion or improper management overrideof controls material misstatements due to error or fraud may occur and not bedetected Also projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes inconditions or that the degree of compliance with the policies or procedures maydeteriorate

Omansh Enterprises Limited Annual Report 2016-2017 41

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at 31st March 2017 basedon the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls Over Financial Reporting issued bythe Institute of Chartered Accountants of India

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 42

Amount in Particulars Note As At As At

No 31032017 31032016

OMANSH ENTERPRISES LIMITEDRegd off SHOP NO QD-37 DDA MARKET PITAMPURA NEW DELHI-110034

BALANCE SHEET AS AT 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I EQUITY AND LIABILITIES(1) Shareholderrsquos Funds

(a) Share Capital 2 3550000000 3550000000(b) Reserves and Surplus 3 90954266 68038074(c) Money received against share warrants - 3640954266 - 3618038074

(2) Share application money pending allotment - -(3) Non-Current Liabilities

(a) Long-term borrowings - -(b) Deferred tax liabilities (Net) 121300 -(c) Other Long term liabilities - -(d) Long term provisions - 121300 - -

(4) Current Liabilities(a) Short-term borrowings - -(b) Trade payables 4 2658855175 2385034725(c) Other current liabilities 5 13400000 31328100(d) Short-term provisions - 2672255175 - 2416362825

Total 6313330741 6034400899II ASSETS(1) Non-current assets

(a) Fixed assets (i) Tangible assets 6 2888600 4902500 (ii) Intangible assets - - (iii) Capital work-in-progress - - (iv) Intangible assets under development - -(b) Non-current investments 7 801500000 801500000(c) Deferred tax assets (net) - 413300(d) Long term loans and advances 8 910000000 1232160100(e) Other non-current assets - 1714388600 - 2038975900

(2) Current assets(a) Current investments - -(b) Inventories - -(c) Trade receivables 9 4311808246 3931054446(d) Cash and cash equivalents 10 262853595 19436253(e) Short-term loans and advances 11 10054300 16482300(f) Other current assets 12 14226000 4598942141 28452000 3995424999

Total 6313330741 6034400899Significant Accounting PoliciesNotes on financial Statements 1-27

Omansh Enterprises Limited Annual Report 2016-2017 43

Amount in

Particulars Note 2016-17 2015-16No

OMANSH ENTERPRISES LIMITED

STATEMENT OF PROFIT amp LOSS FOR THE YEAR ENDED 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I Revenue from operations 20 1735111517 2138004325II Other Income 21 598242 165707300III Total Revenue I+II 1735709759 2303711625IV Expenses

Purchase of Stock-in-Trade (Net of Return) 1556101986 2019177290Changes in inventories of finished goods work-in-progress and Stock-in-Trade - -Employee benefit expense 22 38500000 92100000Financial costs 23 - 371112Depreciation and amortization expense 24 16239900 22358900Other expenses 25 91717081 130240960

IV Total Expenses 1702558967 2264248262V Profit before exceptional and extraordinary items and tax III-IV 33150792 39463363VI Exceptional Items - -VII Profit before extraordinary items and tax V-VI 33150792 39463363VIII Extraordinary Items - -IX Profit before tax VII-VIII 33150792 39463363X Tax expense

(1) Current tax 9700000 11638100(2) Deferred tax 534600 27512500

XI Profit(Loss) from the perid from continuing operations IX-X 22916192 312763XII Profit(Loss) from discontinuing operations - -XIII Tax expense of discounting operations - -XIV Profit(Loss) from Discontinuing operations XII-XIII - -XV Profit(Loss) for the period XI+XIV 22916192 312763XVI Earning per equity share 26

(1) Basic 001 000(2) Diluted 001 000

Omansh Enterprises Limited Annual Report 2016-2017 44

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2017(Amount in )

Particulars 2016-17 2015-16A Cash Flow from Operating Activities

Profit(Loss) before Taxation 331508 394634Adjustments for Depreciation 20139 81329Preliminary expenses 142260 142260Loss (Profit) on Sale of assets - -Finance cost - 3711Interest Income - -Operating Profit(Loss) before Working Capital Changes 493907 621934Adjustments for Trade and Other Receivables (3807538) 198975Inventories - -Loans and Advances 3285881 (4365027)Trade and Other Payables 2558924 859666Provisions - -Other current Assets - 6837Cash Generated from Operations 2531173 (2677615)Direct Tax Paid (97000) (116381)Net Cash generated from Operating Activities 2434173 (2793996)

B Cash Flow from Investing ActivitiesPurchase of Fixed Assets - -Sale of assets - -Investments - -Interest Income - -Net Cash used in Investing Activities - -

C Cash Flow from Financing ActivitiesProceeds of Borrowings - -Finance cost - (3711)Net Cash generated from in Financing Activities - (3711)Net Increase(Decrease) in Cash and Cash Equivalents (A+B+C) 2434173 (2797708)Cash and Cash Equivalents Opening 194362 2992070Cash and Cash Equivalents Closing 2628536 194362

Notes1 The above Cash Flow Statement has been prepared under the indirect method as set out in the Accounting Standard on Cash Flow Statement

(AS-3)2 Figures in Brackets indicate Cash Outflow3 Previous Year rsquos figures have been recast regrouped and restated where ever necessary

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 45

Notes Forming Part of Financial Statements

NOTE 1

A CORPORATE INFORMATION

The company is engaged in the business of trading in ClothClothingFabric in India the disclosure requirements of AccountingStandard-17 Segment Reporting are not applicable

B SIGNIFICANT ACCOUNTING POLICIES

I BASIS OF PREPARATION

The accompanying financial statements have been prepared andpresented as a going concern under historical cost convention onthe accrual basis of accounting unless otherwise stated inaccordance with the generally accepted accounting principles inIndia (Indian GAAP) and comply with the Accounting Standardsspecified under Section 133 of the Companies Act 2013 (The Act)read with paragraph 7 of the Companies (Accounts) Rules 2014and relevant provisions of the Companies Act 2013

The accounting policies have been consistently applied by theCompany and are consistent with those used in the previous year

All assets and liabilities have been classified as current or non-current as per the Companyrsquos normal operating cycle and othercriteria set out in the Schedule III of the Companies Act 2013Based on the nature of products and the time between theacquisition of assets for processing and their realisation in cashand cash equivalents the Company has ascertained its operatingcycle as up to twelve months for the purpose of currentnon-currentclassification of assets and liabilities

II USE OF ESTIMATES

The preparation of financial statements in conformity with IndianGAAP requires the management to make judgements estimatesand assumptions that affect the reported amounts of revenuesexpenses assets and liabilities and disclosure of contingentliabilities at the end of the reporting period Although these

Omansh Enterprises Limited Annual Report 2016-2017 46

estimates are based on the managementrsquos best knowledge ofcurrent events and actions uncertainty about these assumptionsand estimates could result in the outcomes requiring a materialadjustment to the carrying amounts of assets or liabilities in futureperiods

Significant estimates used by the management in the preparationof these financial statements include the useful life of fixed assetsand intangible assets and provisions for doubtful debtsadvancesDifference if any between the actual results and estimates arerecognized in the period in which the results are knownmaterialized

III FIXED ASSETS AND DEPRECIATION

Fixed assets are recorded at cost of acquisition and installationincluding freight duties levies less accumulated depreciation Costof acquisition includes rates taxes and any other directlyattributable cost for bringing the asset to its working condition forintended use

Depreciation on Tangible Fixed Assets is provided on Written DownValue method using the rates arrived at based on the useful livesas specified in the Schedule II of the Companies Act 2013 orestimated by the management The Company has used thefollowing useful life to provide depreciation on its fixed assets

Omansh Enterprises Limited Annual Report 2016-2017 47

(a) Assets where useful life is same as Schedule II

Assets Useful Life as Prescribedby Schedule II of theCompanies Act 2013

Factory Building 30 years

Plant amp Machinery (other thancontinuous process plant notcovered under specific industries) 15 years

Furniture amp Fittings 10 years

Motor Cycles scooters and other mopeds 10 years

Vehicles (Motor Cars) 8 years

Office Equipments 5 years

Computer printers amp data processing units 3 years

Electrical Installations 10 years

(b) Assets where useful life differ from Schedule II

Fixed Assets individually costing less than Rupees five thousandare fully depreciated in the year of purchase

(c) Depreciation

Depreciation on the Fixed Assets addeddisposed offdiscardedduring the year is provided on pro-rata basis with reference to thedate of additiondisposaldiscarding and in the case of capitalisationof any asset depreciation is charged from the date the same isreadyput to use to the Statement of Profit and Loss

IV INTANGIBLE ASSETS AND AMORTISATION

Intangible Assets are stated at acquisition cost net of accumulatedamortisation and accumulated impairment losses if any Intangibleassets are amortised on a straight-line basis over their estimateduseful lives

Omansh Enterprises Limited Annual Report 2016-2017 48

The Company amortises miscellaneous expenditure representingthe Companyrsquos formation expenses over a period of 5 yearsFurther the cost of Direct Listing of Equity Shares on BSE Limitedhas also been included in the same

V BORROWING COSTS

Borrowing Costs attributable to acquisition and construction ofqualifying assets are capitalised as a part of the cost of such assetsup to the date when such assets are ready for its intended useOther borrowing costs are charged to the Statement of Profit andLoss in the period in which they are incurred

VI FOREIGN CURRENCY TRANSACTIONS

The Company has not dealt with any foreign currency transactionduring the Financial Year

VII INVESTMENTS

Investments which are readily realisable and intended to be heldfor not more than one year from the date on which such investmentsare made are classified as current investments All otherinvestments are classified as long-term investments

Investments are recorded at cost on the date of purchase whichinclude acquisition charges such as brokerage stamp duty taxesetc Current Investments are stated at lower of cost and netrealisable value Long-term investments are stated at cost afterdeducting provisions made if any for other than temporarydiminution in the value

VIII REVENUE RECOGNITION

Revenue is recognised to the extent that it is probable that theeconomic benefits will flow to the Company and can be reliablymeasured

Revenue from sale of products is recognised when the significantrisks and rewards of ownership of the goods have passed to thebuyer Sale of goods are recorded net of trade discounts rebatesSales Tax Value Added Tax and gross of Excise Duty

Omansh Enterprises Limited Annual Report 2016-2017 49

Interest income is recognized on a time proportion basis takinginto account the amount outstanding and the rate applicable

Dividend income on investments is accounted for on receipt of thesame

All expenses and income to the extent considered payable andreceivable respectively unless specifically stated be otherwise areaccounted for on mercantile basis

IX RETIREMENT AND OTHER EMPLOYEE BENEFITS

(a) Provident Fund

Provision of Provident Fund is not applicable to theCompany

(b) Gratuity

No provision for gratuity has been made as there is noamount due towards Gratuity payable

(c) Compensated Leaves

Unutilized leave of staff lapses as at the year end and isnot encashable Accordingly no provision is made forcompensated Leaves

X TAXATION

Tax expense comprises of current and deferred tax

Current Tax

Provision for current tax is made after taking into considerationbenefits admissible under the provisions of the Income-tax Act1961 Minimum Alternative Tax (MAT) credit is recognized wherethere is convincing evidence that the same can be utilized in future

Current tax assets and current tax liabilities are offset when thereis a legally enforceable right to set off the recognized amounts andthere is an intention to settle the asset and the liability on a netbasis

Omansh Enterprises Limited Annual Report 2016-2017 50

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 6: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

ldquoRESOLVED THAT Mrs Seema Khan (DIN 07639422) who was appointedas an Additional Director by the Board of Directors of the Company onDecember 09 2016 and as per the provision of Section 161(1) of theCompanies Act 2013 whose terms of the office expires at this Annual GeneralMeeting and in respect of whom the Company has received a notice in writingproposing her candidature for the office of director be and is hereby appointedas an Executive Director of the CompanyldquoRESOLVED THAT in accordance with the provisions of Sections 188 196197and 203 read with Schedule V and all other applicable provisions of theCompanies Act 2013 and the Companies (Appointment and Remunerationof Managerial Personnel) Rules 2014 (including any statutory modification(s)or re-enactment(s) thereof for the time being in force) approval of theCompany be and is hereby accorded for the re-appointment and terms ofremuneration payable to including the remuneration to be paid in the eventof loss or inadequacy of profit in any financial year during the tenure ofappointment of Mrs Seema Khan (DIN 07639422) as Managing Director ofthe Company for a period of three years commencing from December 092016 to December 08 2019 subject to retirement by rotation on the termsand conditions including remuneration as set out in the explanatory statementannexed to the Notice convening this Meeting with liberty to the Board ofDirectors (hereinafter referred to as ldquothe Boardrdquo which term shall be deemedto include the Nomination and Remuneration Committee of the Board) toalter and vary the terms and conditions of the said re-appointment andorremuneration as it may deem fit and as may be acceptable to Mrs SeemaKhan (DIN 07639422) subject to the same not exceeding the limits specifiedunder Schedule V to the Companies Act 2013 or any statutory modification(s)or re-enactment(s) thereofrdquoldquoRESOLVED FURTHER THAT the Board be and is hereby authorized to doall acts take all such steps as may be necessary proper or expedient to giveeffect to this resolutionrdquo

By order of the BoardOmansh Enterprises Limited

Manoj ChauhanDate September 4 2017 Whole Time DirectorPlace Delhi DIN 07835068

Registered OfficeShop No Shop No 37 QD Block DDA MarketPitampura New Delhi - 110034

NOTES

1 Member entitled to attend and vote at the meeting may appoint a proxy toattend and vote on a poll on his behalf A proxy need not be a member of theCompany A person can act as proxy on behalf of not exceeding fifty Members

Omansh Enterprises Limited Annual Report 2016-2017 3

and holding in the aggregate not more than 10 of the total Equity ShareCapital of the Company Any Member holding more than 10 of the totalEquity share capital of the Company may appoint a single person as proxyand in such a case the said person shall not act as proxy for any otherperson or member The instrument appointing proxy should however bedeposited at the Registered Office of the Company not less than 48 hoursbefore the commencement of the Meeting

2 The disclosures required under Regulation 27 of the SEBI (Listing ObligationAnd Disclosure Requirement) Regulation 2015 agreement in respect of theDirectors being appointed reappointed in this Annual General Meeting aregiven as annexure to this Notice convening Annual General Meeting

3 Member holding shares in physical form are advised to update their addressand bank account ECS details with the Companyrsquos Registrar amp Share TransferAgent Ms Skyline Financial Services Private Limited New Delhi

4 The Annual Report of the Company for the financial year ended March 312017 has been emailed to the members whose email addresses are availablewith the depositories or are obtained directly from the members as per theMCA Circular Nos 172011 dated April 21 2011 and 182011 dated April 292011 on ldquoGreen Initiative of Ministry of Corporate Affairs for CorporateGovernancerdquo For other members who have not registered their emailaddresses the Annual Report has been sent at their registered postal addressIf any member wishes to get a duly printed copy of the Annual Report theCompany will send the same free of cost upon receipt of request from themember Members who have not registered their email addresses so farare requested to register them for receiving all communication includingAnnual Report and other Notices from the Company electronically

5 The Securities and Exchange Board of India (SEBI) has mandated thesubmission of Permanent Account Number (PAN) by every participant insecurities market Members holding shares in electronic form are thereforerequested to submit the PAN to their Depository Participants with whom theyare maintaining their demat accounts Members holding shares in physicalform can submit their PAN details to the Company or to the Registrar andShare Transfer Agent

6 The Register of Members and the Transfer Books of the Company shall remainclosed on Tuesday the September 26 2017 to Thursday the September 282017

7 The Explanatory Statement pursuant to Section 102 of the Companies Act2013 in respect of the business under Item Nos from 5-8 of the Notice isannexed hereto

8 All documents referred to in accompanying Notice and Explanatory Statementis open for inspection at the registered office of the Company on all workingdays between 1100 am to 100 pm up to the date of AGM except Saturday

Omansh Enterprises Limited Annual Report 2016-2017 4

9 Members seeking the information with regards to the proposed resolutionare requested to write to the Company at least one week in advance so as toenable the management to keep the information ready

10 Pursuant to the provision of Section 107 and 108 read with companies(Management and Administration) Rules 2014 the company is pleased tooffer the option of E-Voting facility to all the members of the company Forthis purpose the company has entered into an agreement with CentralDepository Services (India) Limited (CDSL) for facilitating E-voting Thecompany has appointed Amit R Dadheech amp Associates Practicing CompanySecretaries (Membership No 22889 Certificate of Practice No 8952) asScrutinizer for conducting the e-voting process in a fair and transparentmanner

4 Voting through electronic means

(i) In compliance with provisions of section 108 of the Act and Rule 20 ofThe Companies [Management and Administration] Rules 2014 andRegulation 44 of the SEBI (Listing Obligations amp DisclosureRequirements) Regulations 2015 the Company is providing e-votingfacility as an alternative mode of voting which will enable the membersto cast their votes electronicallyNecessary arrangements have been made by the Company with CentralDepository Services [India] Limited [CDSL] to facilitate e-voting Thedetailed process instructions and manner for availing e-Voting facility isannexed to the Notice as AnnexurendashB

(ii) Mr Amit R Dadheech Practicing Company Secretary [Membership NoA22889] has been appointed as the Scrutinizer to scrutinize the votingand remote e-voting process in a fair and transparent manner

(iii) Members who have cast their vote by remote e-voting prior to the meetingmay also attend the meeting but shall not be entitled to cast their voteagain

(iv) Members can opt for only one mode of voting ie either by e-voting orpoll paper In case Members cast their votes through both the modesvoting done by e-voting shall prevail and votes cast through Poll Papershall be treated as invalid

(v) The e-voting period commences on Monday 25th September 2017 [900am] and ends on Wednesday 27th September 2017 [500 pm] Duringthis period Members holding shares either in physical form or dematform as on 22nd September 2017 ie cut-off date may cast their voteelectronically The e-voting module shall be disabled for voting thereafterOnce the vote on a resolution is cast by the Member he she shall notbe allowed to change it subsequently or cast vote again

(vi) The voting rights of members shall be in proportion to their shares in thepaid up equity share capital of the Company as on cut-off date A person

Omansh Enterprises Limited Annual Report 2016-2017 5

whose name is recorded in the register of members or in the register ofbeneficial owners maintained by the depositories as on cut-off date onlyshall be entitled to avail facility of remote e-voting and poll process at thevenue of the meeting

(vii) Any person who acquires shares of the Company and becomes amember of the Company after dispatch of the Notice and holding sharesas on cut-off date may cast vote after following the instructions for e-voting as provided in the Notice convening the Meeting which is availableon the website of the Company and CDSL However if you are alreadyregistered with CDSL for remote e-voting then you can use your existingUser ID and password for casting vote

(viii)The Scrutinizer shall immediately after the conclusion of voting at themeeting would count the votes cast at the meeting thereafter unblockthe votes cast through remote e-voting in the presence of at least twowitnesses not in the employment of the Company and make not laterthan 48 hours from conclusion of the meeting a consolidated ScrutinizerrsquosReport of the total votes cast in favour or against to the Chairman whoshall countersign the same

(ix) The results declared along with the Scrutinizerrsquos Report shall be placedon the Companyrsquos website wwwomanshenterprisescom and on thewebsite of CDSL ie wwwevotingindiacom immediately after the resultis declared The Company shall simultaneously forward the results toBSE Limited [BSE] where the equity shares of the Company are listed

5 The route map giving the directions to the venue of the AGM is annexed tothe Notice as AnnexurendashC

6 REQUEST TO MEMBERS

(i) MembersProxies attending the meeting are requested to bring theirattendance slip along with their copy of Annual Report to the Meeting

(ii) Queries proposed to be raised at the Annual General Meeting may besent to the Company at its registered office at least seven days prior tothe date of AGM to enable the management to compile the relevantinformation to reply the same in the meeting

(iii) Members holding shares in demat form are requested to intimate allchanges pertaining to their bank details National Electronic ClearingService [NECS] Electronic Clearing Services [ECS] mandatesnominations power of attorneys change in address change of nameemail address contact numbers etc to their Depository Participant [DP]Changes intimated to the DP will then be automatically reflected in theCompanyrsquos records which will help the Company and the CompanyrsquosRegistrar and Transfer Agents to provide efficient and better servicesMembers holding shares in physical form are requested to intimate suchchanges to Registrar and Transfer Agents of the Company

Omansh Enterprises Limited Annual Report 2016-2017 6

(iv) In case of joint holders attending the Meeting only such joint holder whois higher in the order of names will be entitled to vote Members who holdshares in physical form in multiple folios in identical names or joint holdingin the same order of names are requested to send the share certificatesto Registrar for consolidation into a single folio

(v) The Securities and Exchange Board of India (SEBI) has mandated thesubmission of Permanent Account Number (PAN) by every participant insecurities market Members holding shares in electronic form aretherefore requested to submit their PAN to their Depository Participantswith whom they are maintaining their demat accounts Members holdingshares in physical form can submit their PAN details to the Company registrar and Share Transfer Agents

DETAILS OF DIRECTORS SEEKING APPOINTMENT RE-APPOINTMENTIN ANNUAL GENERAL MEETING FIXED FOR SEPTEMBER 28 2017

Sr No

1

2

3

4

5

Name of theDirector

Manoj Chauhan

Seema Khan

Reena Sharma

Fatima Matikub

Prit i PralhadSoni

Date of Birth

07101988

14011990

20121973

01051984

30061983

Date ofAppointment

29052017

09122016

07102015

04092017

04092017

Qualification

HSC

Cleared SSC

Graduate

BCom

HSC

Expertise in SpecificArea

Having vast knowledge infield of financing activitieshe is keenly engaged in thegrowth and development ofthe CompanyShe posses a r ichexperience in the businessof trading in textile

Experienced as Director ofCompany for about 2 years

Business of Beauty ampHealth product

Expertise in the field oftextile

List of otherPublic

Companies inwhich

directorship isheld

Nil

Nil

Nil

Nil

Nil

Omansh Enterprises Limited Annual Report 2016-2017 7

STATEMENT PURSUANT TO SECTION 102(1) OF THE COMPANIES ACT 2013

Item No 5 amp 6

As per the provisions of Section 149 of the Act which has come into force witheffect from April 1 2014 an Independent Director shall hold office for a term up tofive consecutive years on the Board of a company and is not liable to retire byrotationThe Nomination amp Remuneration Committee has recommended the appointmentof Mrs Fatima Makdum Matikub (DIN 07927573) and Mrs Priti Pralhad Soni(DIN 07927441) as Independent Director of the CompanyThe Company has obtained a declaration that they meet the criteria of IndependentDirector as provided under section 149(6) of the Act In the opinion of the Boardthe proposed directors has fulfilled the conditions specified in the Act and theRules framed there under for appointment as Independent Director and they areindependent of the management Notices as required under Section 160 of thecompanies act 2013 have been received from some members proposingcandidature of the said Independent Directors Upon the confirmation ofappointment of these individuals as independent Director by the members of theCompany the appointment shall be formalized by the issue of a letter ofappointment by the company to the said Independent DirectorsThe Board recommends the Resolution set out at Item No 4 amp 5 of this Notice forapproval of the Members as Ordinary ResolutionExcept of Mrs Fatima Makdum Matikub and Mrs Priti Pralhad Soni none of theDirectors or Key Managerial Personnel of the Company or their relatives isconcerned or interested in the proposed ResolutionItem No 7

Mr Manoj Chauhan was appointed as Whole Time Director wef May 29 2017He is been rendering valuable services to the Company and has been lookingafter the compliances of applicable laws and regulationsThe Board of Directors have appointed Mr Manoj Chauhan for a period of 3 (Three)year wef May 29 2017 Now this resolution is put before the shareholders ofthe Company for ratification of appointment of Mr Manoj Chauhan as Whole TimeDirector of the CompanyThe Board recommends the Resolution set out at Item No 6 in this Notice forapproval of the Members as Special ResolutionNone of the Directors of Key Management Personnel of the Company or theirrelatives is concerned or interested in the proposed ResolutionItem No 8

Mrs Seema Khan was appointed on the Board of the Company on December 92016 and has been rendering valuable services to the Company Considering therequirement of the Company the Board of Directors of the Company has decidedto appoint Mrs Seema Khan as a Managing Director for a period of three years

Omansh Enterprises Limited Annual Report 2016-2017 8

from December 9 2016 to December 8 2019 subject to the approval of theshareholder and Central Government if requiredMrs Seema Khan us under graduate and posses a rich experience in the businessof trading in textile from a decade Your Board is of the opinion that consideringthe experience of Mrs Seema Khan in the business market her appointment asManaging Director will be beneficial to the Company The terms and conditionsincluding the remuneration to be paid in the event of loss or inadequacy of profitin any financial year during the tenure of her appointment is mentioned in thedraft letter of appointment placed before the meeting approved by the Board ofDirectorsNomination amp Remuneration Committee at their meeting held onDecember 9 20161 Basic Salary

Presently the Company is not proposing to pay any remuneration to theManaging Director However the terms of the appointment and remunerationmay be revised at a later stage and with an authority to the Board to increasethe same from time to time in accordance with the limits specified in ScheduleV of the Companies Act 2013 as amended from time to time The annual orother increments will be merit based and will take into account the Companyrsquosperformance No other Allowance or Perquisites are being offered to theManaging Director for the time being

2 General

i The Managing Director shall perform her duties as such with regard toall the work of the Company and shall manage and attend to such businessand carry out the orders and directions given by the Board from time totime in all respects

ii The Managing Director shall act in accordance with the Articles ofAssociation of the Company and shall abide by the provisions containedin Section 166 of the Act with regard to duties of Directors

iii The Managing Director shall adhere to the Companyrsquos Code of Ethics ampConduct The Remuneration CommitteeBoard of Directors will determinethe amount of remuneration and increments payable every yeardepending on the performance of the Managing Director profitability ofthe Company and other relevant factors Mrs Seema Khan satisfy allthe conditions set out in Part-I of Schedule V to the Act as also conditionsset out under subsection (3) of Section 196 of the Act for being eligiblefor her appointment She is not disqualified from being appointed asDirector in terms of Section 164 of the Act Brief resume of Mrs SeemaKhan nature of her expertise in specific functional areas names ofcompanies in which he holds Directorships and Memberships Chairmanships of Board Committees her shareholding etc areseparately annexed hereto Notwithstanding anything to the contraryherein contained where in any financial year during the currency of tenureof aforesaid Director the Company has no profits or inadequate profits

Omansh Enterprises Limited Annual Report 2016-2017 9

the Company will pay remuneration by way of salary perquisites andallowances to the said Director subject to compliance with the applicableprovisions of Schedule V of the Companies Act 2013 and if necessarywith the approval of Central GovernmentThe copy of resolution passed by the Board of Directors of the Companyin its meeting held on December 9 2016 approving the aforesaid proposalalong with other documents is available for inspection by the membersat the registered office between 1100 AM to 100 PM on all working daystill the date of the Annual General MeetingMrs Seema Khan is interested in this resolution which pertains to herappointment as Managing Director of the Company Save and exceptthe above none of the other Directors or Key Managerial Personnel ofthe Company (including relatives of Directors and Key ManagerialPersonnel) are in any way concerned or interested financially orotherwise in this resolutionThe Board recommends the Special Resolution set out at Item No 8 ofthe Notice for approval by the members

By order of the BoardOmansh Enterprises Limited

Manoj ChauhanDate September 4 2017 Whole Time DirectorPlace Delhi DIN 07835068

Registered OfficeShop No Shop No 37 QD Block DDA MarketPitampura New Delhi - 110034

Omansh Enterprises Limited Annual Report 2016-2017 10

lsquoAnnexure -Crsquo

Omansh Enterprises Limited Annual Report 2016-2017 11

DIRECTORrsquoS REPORT

ToThe Members ofMs Omansh Enterprises LimitedYour Directors have pleasure in presenting the 43rd Directorrsquos Report of your Companytogether with the Audited Statement of Accounts and the Auditorsrsquo Report of yourcompany for the financial year ended 31st March 20171 FINANCIAL HIGHLIGHTS AND STATE OF COMPANYrsquoS AFFAIRS

(Amount in Rs)Particulars Current year Previous Year

Total Revenue 1735111517 2303711625Total Expenses 1702558967 2264248262Profit Before Tax 33150792 39463363Tax ExpensesCurrent Tax 9700000 11638100Deferred Tax 534600 27512500Profit(Loss) after Tax 22916192 312763Net Profit Transferred to Reserves 22916192 312763Earnings per share (Rs)Basic 001 000Diluted 001 000

(b) During the year your Company recorded Total Revenue of Rs 1735111517(previous year Rs 2303711625) The Company recorded a Net Profit of Rs22916192 during the financial year ended 31st March 2017 as compared to aNet Profit of Rs 312763 in the previous year

(c) Transfer To Reserves In Terms Of Section 134 (3) (j) Of The Companies Act2013

No amount was transferred to reserves during the financial year ended 31st March2017

(d) Dividend

Your Directors do not recommend any dividend for the year ended 31st March2017

(e) Material Changes and Commitments

There are no material changes from the end of Financial Year till the date of thisreport

2 PUBLIC DEPOSITS

During the year under report your Company did not accept any deposits from thepublic in terms of the provisions of Chapter V of the Companies Act 2013

3 DIRECTORS AND KEY MANAGERIAL PERSONNEL

(a) Changes in Directors and Key Managerial Personnel during the year

On recommendation of Nomination and Remuneration Committee Mr Manoj

Omansh Enterprises Limited Annual Report 2016-2017 12

Chauhan was appointed as the Whole Time Director wef 29th May 2017 andMs Seema Khan (DIN 07639422) had also been appointed as the ManagingDirector of the Company for a period of three years wef 9th December 2016And after her appointment Ms Reena Sharma (DIN06883803) stepped downfrom post of the Managing DirectorMr Gaurav Mutreja resigned as the Director of the Company wef 29th May 2017and Mr Vidya Sagar Bhatia resigned from Directorship of the Company on 29th

June 2017 Further Mr Radhey Shayam resigned from the Directorship of theCompany on 4th September 2017Mrs Fatima Makdum Matikub and Mrs Preeti Pralhad Soni were appointed asthe Additional Directors on the Board of the Company only on 4th September 2017in the Category of the Independent Director and your directors recommend theirappointment in the forthcoming AGMIn accordance with the provisions of Section 167(1)(b) of Companies Act 2013Mr Divesh Kumar Bajaj vacated his office of Independent wef 11th August 2017as he had not attended any Board Meeting since 12th August 2016Mr Praveen Kumar had also resigned from the position of Company Secretaryand CFO of the Company wef 24th May 2016 and Mr Remo John was appointedas the Company Secretary and Compliance Officer wef 29th May 2017

(b) Retirement by rotation

In accordance with the provisions of Section 152(6) of the Act and the Articles ofAssociation of the Company Mrs Reena Sharma (DIN06883803) and Mrs SeemaKhan (DIN07639422) will retire by rotation at the ensuing Annual General Meeting(lsquoAGMrsquo) of the Company and being eligible offers themselves for re-appointmentYour Board has recommended their re-appointment

(c) Declaration of Independence by the Independent Directors

The Independent Directors of your Company have confirmed that they meet withthe criteria of Independence as prescribed under Section 149(6) of the Act readwith Rule 5 of the Companies (Appointment and Qualification of Directors) Rules2014Framework for Familiarization Programme for the Independent Directors and thedetails of Familiarization Programme imparted to Independent Directors is madeavailable on the website of the Company

(d) Attributes qualifications and appointment of Directors

The Nomination and Remuneration Committee has adopted the attributes andqualifications as provided in Section 149(6) of the Act and Rule 5 of the Companies(Appointment and Qualification of Directors) Rules 2014 in respect of IndependentDirectors The Committee has also adopted the same attributes and qualificationsto the extent applicable in respect of Non-Independent DirectorsAll the Non-Executive Directors of the Company fulfil the fit and proper criteria forappointment as Directors Further all Directors of the Company other thanIndependent Directors are liable to retire by rotation One-third of the Directorswho are liable to retire by rotation retire every year and are eligible for re-election

Omansh Enterprises Limited Annual Report 2016-2017 13

(e) Remuneration Policy

The Board on the recommendation of the Nomination and RemunerationCommittee approved the Remuneration Policy for the Directors Key ManagerialPersonnel and other employees of the Company a copy of which is enclosed asAnnexure I to this Report

(f) Board Evaluation

The Board carried out annual performance evaluation of its own performance andthat of the individual Directors as also functioning of the Board Committees asrequired in terms of Section 134(3)(p) of the Act The performance evaluation ofthe Board and individual Directors was based on criteria approved by theNomination and Remuneration Committee The Directors expressed theirsatisfaction with the overall evaluation process

4 NUMBER OF BOARD MEETINGS

During the year ended 31st March 2017 5 (Five) meetings of the Board were heldon 11th May 2016 12th August 2016 11th November 2016 9th December 2016 and11th February 2017

5 BOARD COMMITTEES

Presently the Company has three Board Committees with the following members

Audit Committee Ms Fatima Makdum Matikub ChairpersonMr Manoj Chauhan MemberMs Priti Pralhad Soni Member

Nomination and Ms Priti Pralhad Soni ChairpersonRemuneration Committee Mr Manoj Chauhan Member

Ms Fatima Makdum Matikub MemberStakeholders Relationship Committee Mr Manoj Chauhan Chairman

Ms Fatima Makdum Matikub MemberMs Priti Pralhad Soni Member

6 DIRECTORSrsquo RESPONSIBILITY STATEMENT

As required under Section 134(5) of the Act your Directors confirm having -i) followed in the preparation of the Annual Accounts the applicable

Accounting Standards with proper explanation relating to materialdepartures if any

ii) selected such accounting policies and applied them consistently andmade judgments and estimates that are reasonable and prudent so asto give a true and fair view of the state of affairs of the Company at theend of the financial year and of the profit of the Company for that period

iii) taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of the Act forsafeguarding the assets of your Company and for preventing anddetecting fraud and other irregularities

Omansh Enterprises Limited Annual Report 2016-2017 14

iv) prepared the Annual Accounts on a going concern basis andv) proper systems have been devised to ensure compliance with the

provisions of all applicable laws and such systems are adequate andoperating effectively

vi) having laid down the internal financial controls to be followed by theCompany and such internal financial controls are adequate and operatingeffectively

7 SUBSIDIARIES ASSOCIATES AND JOINT VENTURES

The Company does not have any subsidiary associate or joint venture8 LISTING INFORMATION

The Equity Shares of the Company are presently listed only at BSE Ltd Thelisting fee for the Financial Year 2017-18 is paid

9 DEMATERIALIZATION OF SHARES

The securities of the Company are admitted with NSDL and CDSL the ISINallotted to the Company is INE378P01028

10 REPORT ON CORPORATE GOVERNANCE

In terms of Regulation 15(2) of SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 the provision of Regulation 27 of the SEBI(Listing Obligations and Disclosure Requirements) Regulations 2015 are notapplicable to the Company since the paid up capital of the Company is belowRs 10 crores and also the net worth of the Company is below Rs 25 CroresThus the Company is not required to attach the Corporate Governance reportwith the Report of the Board of Directors

11 CORPORATE SOCIAL RESPONSIBILITY

During the financial year 2016-17 the Net Worth of the Company was Rs3640954266 Turnover of the Company was Rs 1735111517 and Netprofit of the Company was Rs 22916100 therefore provisions of Section135(1) of the Companies Act 2013 are not applicable

12 PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES

The Company provides a gender friendly workplace during the year underreview there were no cases filed pursuant to Sexual Harassment of Womenat Workplace (Prevention Prohibition and Redressal) Act 2013None of the employees of your Company is covered under the provisions ofRule 5(2) of the Companies (Appointment and Remuneration of ManagerialPersonnel) Rules 2014

13 RISK MANAGEMENT

The Board has approved the Risk Management Policy of the Company TheCompanyrsquos risk management framework is designed to address risks intrinsicto operations financials and compliances arising out of the overall strategy

Omansh Enterprises Limited Annual Report 2016-2017 15

of the Company The Company manages monitors and reports on the principalrisks and uncertainties that can impact its ability to achieve it objectives Theresponsibility for management of risks vests with the Managers officersresponsible for the day-to-day conduct of the affairs of the Company Riskfocused audits are carried out periodically by the Internal Auditors whichlead to identification of areas where risk management processes need to bestrengthened Annual update is provided to the Board on the effectiveness ofthe Companyrsquos risk management systems and policies

14 INTERNAL FINANCIAL CONTROLS amp INTERNAL AUDIT

The Company has adequate internal financial controls with respect to thefinancial statements commensurate with the size and scale of the operationsof the Company During the year such controls were tested and no reportablematerial weakness in operation has been observed Internal audit of theCompany has been carried out during the year The Audit Committee reviewsthe internal audit findings provides guidance on internal controls and ensuresthat the internal audit recommendations are implemented

15 PARTICULARS OF LOANS GUARANTEES AND INVESTMENTS

Particulars of loans given investments made guarantees given and securitiesprovided along with the purpose for which the loan or guarantee or security isproposed to be utilized by the recipient are provided in the FinancialStatements

16 RELATED PARTY TRANSACTIONS

During the year ended on 31st March 2017 the Company has not entered intoany contract arrangement transaction with related parties which could beconsidered as material in accordance with the policy of the Company onmateriality of related party transactionsThe Policy on materiality of related party transactions and dealing with relateddealing with related party transactions as approved by the Board is availableon the website of the Company at weblink httpwwwomanshenterprisescomwp-contentuploads201508Policy-on-materiality-of-Related-Party-Transactions-and-on-dealing-with-Related-Party-Transactionspdf

17 SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS COURTS TRIBUNALS

During the year under review no significant or material orders were passedby the Regulators Courts Tribunals which would impact the going concernstatus of the Company and its future operations

18 EXTRACT OF ANNUAL RETURN

The details forming part of the extract of the Annual Return in Form MGT-9are provided under Annexure II to this Report

Omansh Enterprises Limited Annual Report 2016-2017 16

19 AUDITORS AND AUDIT REPORT

Ms Satyendra Mrinal amp Associates Chartered Accountants who are thestatutory auditors of the Company hold office till the conclusion of theforthcoming AGM Since their term is expiring at the forthcoming AGM thuspursuant to the provisions of section 139 of the Companies Act 2013 and theRules framed thereunder it is proposed to appoint Ms Rajeev Singh amp CoChartered Accountants as the Statutory Auditors of the Company who havegiven their consent for the same from the conclusion of the 43rd AGM till theconclusion of the 48th AGM of the Company to be held in the year 2022 subjectto ratification of their appointment at every AGM to be held after this AGMThe comments made by the Auditorsrsquo in their Report are self explanatory anddo not call for any further comments The Auditorsrsquo Report does not containany qualification reservation or adverse remark

20 CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION FOREIGNEXCHANGE EARNINGS AND OUTGO

CONSERVATION OF ENERGY

Steps taken on conservation of energy and impact thereof Efforts to conserveelectricity by operating only necessary lights fittings and fixtures were madeduring the financial year 2016-17Steps taken by the company for utilizing alternate sources of energy NILCapital investment on energy conservation equipment NILTECHNOLOGY ABSORPTION

(I) Efforts in brief made towards technology absorption and benefits derivedas a result of the above efforts eg product improvement cost reductionproduct development import substitution etc Nil

(II) In case of imported technology (imported during the last 3 years reckonedfrom the beginning of the financial year) following information may befurnishedA) Details of technology imported - NILB) Year of import ndashNILC) Whether the technology been fully absorbed - NILD) If not fully absorbed areas where absorption has not taken place

and the reasons therefore ndash NILIII) Expenditure incurred on research and development ndash NILFOREIGN EXCHANGE EARNINGS AND OUTGO

There were no foreign exchange earnings or foreign exchange outflow duringthe year

Omansh Enterprises Limited Annual Report 2016-2017 17

21 SECRETARIAL AUDITOR amp SECRETARIAL AUDIT REPORT

In terms of Section 204 of the Companies Act 2013 the Company hasappointed Ms Amit R Dadheech amp Associates Practicing CompanySecretaries as the Secretarial Auditor of the Company for the financial year2016-17 The Secretarial Audit Report given by Ms Amit R Dadheech ampAssociates Practicing Company Secretary is provided under Annexure III tothis ReportThe comments made by the Secretarial Auditor are self explanatory and donot require and further comments The Secretarial Audit Report does notcontain any qualification reservation or adverse remark

22 ESTABLISHMENT OF VIGIL MACHENISM

The Vigil Mechanism Policy of the Company is formulated in terms of section177 (9) of the Companies Act 2013 read with the provisions of the ListingAgreement with the Stock Exchange(s) and thereby also incorporates WhistleBlower Policy That as per the said policy protected disclosures can be madeby the whistle blower to the dedicated e-mail telephone line letter to Chairmanof Audit CommitteeThe Policy on Vigil Mechanism and Whistle Blower Policy as approved by theBoard is available on the website of the Company at web-link httpwwwomanshenterprisescomwp-contentuploads201508Vigil-Mechanism-and-Whistle-Blower-Policypdf

23 ACKNOWLEDGEMENT

Your directors would like to express their sincere appreciation for theassistance and corporation received from the financial institutions banksGovernment authorities customers vendors and members during the yearunder review Your directors also wish to place on record their deep sense ofappreciation for the committed services by the Companyrsquos executives staffand workers

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanDate September 4 2017 Managing Director Wholetime DirectorPlace New Delhi DIN 07639422 DIN 07835068

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 18

Annexure-INOMINATION amp REMUNERATION POLICY

(DIRECTORS KMP amp SENIOR MANAGEMENT)

INTRODUCTION

In pursuance of the Companyrsquos philosophy to consider its employees as itsinvaluable assets to pay equitable remuneration to all Directors Key ManagerialPersonnel (KMP) and employees of the Company to harmonize the aspirationsof human resources consistent with the goals of the Company and in terms of theprovisions of the Companies Act 2013 this policy on nomination and remunerationof Directors Key Managerial Personnel and Senior Management has beenformulated by the Nomination amp Remuneration Committee and approved by theBoard of DirectorsOBJECTIVE

The objective and purpose of the Policy are as given below1 To lay down criteria and terms and conditions with regard to identifying persons

who are qualified to become Directors (Executive and Non-Executive) andpersons who may be appointed in Senior Management and Key Managerialpositions and to determine their remuneration

2 To carry out evaluation of the performance of Directors as well as KeyManagerial and Senior Management Personnel

3 To provide them reward linked directly to their effort performance dedicationand achievement of Organizationrsquos goals as entrusted on them

4 To retain motivate and promote talent and to ensure long term retention oftalented managerial persons and create competitive advantage In the contextof the aforesaid objectives the following policy has been framed andrecommended by the Nomination amp Remuneration Committee and adoptedby the Board of Directors

PART ndash A

POLICY FOR APPOINTMENT AND REMOVAL OF DIRECTOR KMP AND SENIORMANAGEMENTAPPOINTMENT

1 The candidate for a position at Director KMP or Senior Management level ismet by the Managing Director in consultation with the other Directors Theinterview is targeted at assessing the candidate on his her functional ampleadership capabilities and cultural fitment to the organization

2 The MD assesses the shortlisted candidates3 The selected candidatersquos details and the proposed compensation is shared

with the Nomination amp Remuneration Committee for their review andsuggestions The same is shared with the Board at the next board meeting

Omansh Enterprises Limited Annual Report 2016-2017 19

TERM TENURE

The tenure for Directors shall be governed by the terms defined in the CompaniesAct 2013 However the tenure for other KMP and Senior Management Personnelwill be governed by Terms of Appointment in accordance with the RecruitmentPolicy of the CompanyEVALUATION

The performance of the KMP and Senior Management Personnel is evaluated atregular intervals (half yearly yearly) by the Managing Director The performanceevaluation of Independent Directors shall be done by the Board excluding theDirector being evaluated basis the contributions made to the Board deliberationson various matters including business strategy financial strategy operations costand risk management etc and suggestions given in this regardREMOVAL

Due to reasons for any disqualification mentioned in the Companies Act 2013rules made thereunder or under any other applicable Act rules and regulationsthe Managing Director may recommend to the Committee and the Board withreasons recorded in writing removal of a Director subject to the provisions andcompliance of the said Act rules and regulationsFor other KMP or Senior Management Personnel the removal will be governedby the Terms of Appointment in accordance with the Recruitment Policy of theCompany and the subsequent approval of the Managing DirectorRETIREMENT

The Director KMP and Senior Management Personnel shall retire as per theapplicable provisions of the Companies Act 2013 and the prevailing policy of theCompany The Managing Director will have the discretion to retain the DirectorKMP Senior Management Personnel in the same position remuneration orotherwise even after attaining the retirement age for the benefit of the Company

PART ndash B

POLICY RELATING TO EVALUATION AND REMUNERATION OF THE KMP ANDSENIOR MANAGEMENT PERSONNELEVALUATION PROCESS

The three Point Rating scale for performance review of Executive Director KMPand Senior Management is to be followed1 Rating on Basic Job Responsibilities indicating whether the basic job

responsibilities have been met during the year2 Rating on Goals Annual rating on each goal on a five-point scale Weighted

average of the ratings is calculated to arrive at a lsquoWeighted Goal Scorersquo3 Rating on Capabilities Factors The qualitative aspects of the performance is

assessed using the Capabilities Factors by the supervisor on a five-pointscale

Omansh Enterprises Limited Annual Report 2016-2017 20

Based on a holistic view of the Three Point Rating the supervisor provides anoverall Rating This rating is reviewed by the Managing Director along with theimmediate reporting officer who does a Qualitative review of the performancebased on the efforts put in by the employee results achieved and impact of theexternal and internal factors to arrive at a lsquoFinal Annual RatingrsquoThe revision in the total remuneration is directly linked to the lsquoFinal Annual Ratingrsquofor all employees1 The remuneration compensation commission etc to the KMP and Senior

Management Personnel will be determined by the Managing Director inconsultation with other Directors (except the Independent Directors) inaccordance with the Recruitment Policy of the Company which is based uponthe Final Annual Rating employee potential and market benchmarkcompensation The revised remuneration is shared with the Nomination ampRemuneration Committee for review

2 The remuneration compensation commission etc shall be subject to theprior post approval of the shareholders of the Company and CentralGovernment wherever required

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanDate September 4 2017 Managing Director Wholetime DirectorPlace New Delhi DIN 07639422 DIN 07835068

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 21

Omansh Enterprises Limited Annual Report 2016-2017 22

lsquoAnnexure-IIrsquoForm No MGT-9

EXTRACT OF ANNUAL RETURNAs on the financial year ended on 31032017

[Pursuant to Section 92(3) of the Companies Act 2013 and rule 12(1)of the Companies (Management and Administration) Rules 2014]

I REGISTRATION AND OTHER DETAILS

i) CIN L21011DL1974PLC241646ii) Registration Date 20031974iii) Name of the Company OMANSH ENTERPRISES LIMITEDiv) Category Sub-Category of the Company Public Company Limited by Shares amp Having Share Capitalv) Address of the Registered office and contact details SHOP NO 37 QD BLOCK DDA MARKET

PITAMPURA NEW DELHI - 110034Email infoomanshenterprisescom

vi) Whether listed company Yesvii) Name and Address of Registrar amp Transfer Agents ( RTA )

Name of Registrar amp Transfer Agents Skyline Financial Services Private LimitedAddress D-153 A 1st Floor Okhla Industrial Area Phase-ITown City New DelhiState DelhiPin Code 110020Telephone +91-(0)11-6473 2681 6473 2682Fax Number +91-(0)11-2681 2682Email Address adminskylinertacom

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-SNo Name and Description of NIC Code of the to total turnover

main products services Product service of the company1 Whole sale of textiles and clothing 46411 9892

III PARTICULARS OF HOLDING SUBSIDIARY AND ASSOCIATE COMPANIES No of companies for which information is being filloed = NILSNo Name and Address of the Company CINGLN Holding of shares held Applicable Section

SubsidiaryAssociates

Not applicable

Omansh Enterprises Limited Annual Report 2016-2017 23

No of Shares held at the beginning of the year No of Shares held at the end of the year

C at eg o r y o f D e ma t P h y s i ca l T o t a l o f D e ma t P h y s i ca l T o t a l o f C h a n g eS h a r e h o ld er s Tot al S hares Tot al S hares d ur in g t he year

A Promoters(1) Indiana) IndividualHUF 3114500 0 3114500 1755 3114500 0 3114500 1755 000b) Central Govt 0 0 0 000 0 0 000 000 000c) State Govt (s) 0 0 0 000 0 0 000 000 000d) Bodies Corp 4532000 0 4532000 2553 4532000 0 4532000 2553 000e) Banks FI 0 0 0 000 0 0 000 000 000f) Any Otherhellip 0 0 0 000 0 0 000 000 000Sub-total (A) (1)- 7646500 0 7646500 4308 7646500 0 7646500 4308 000(2) Foreign 0 0 0 000 0 0 0 000 000a) NRIs - Individuals 0 0 0 000 0 0 0 000 000b) Other ndash Individuals 0 0 0 000 0 0 0 000 000c) Bodies Corp 0 0 0 000 0 0 0 000 000d) Banks FI 0 0 0 000 0 0 0 000 000e) Any Otherhellip 0 0 0 000 0 0 0 000 000Sub-total (A) (2)- 0 0 0 000 0 0 0 000 000Total shareholding of Promoter(A) = (A)(1)+(A)(2) 7646500 0 7646500 4308 7646500 0 7646500 4308 000B Public Shareholding 1 Insti tutions a) Mutual Funds 0 0 0 000 0 0 0 000 000b) Banks FI 0 0 0 000 0 0 0 000 000c) Central Govt 0 0 0 000 0 0 0 000 000d) State Govt(s) 0 0 0 000 0 0 0 000 000e) Venture Capital Funds 0 0 0 000 0 0 0 000 000f) Insurance Companies 0 0 0 000 0 0 0 000 000g) FIIs 0 0 0 000 0 0 0 000 000h) Foreign Venture Capital Funds 0 0 0 000 0 0 0 000 000i) Others (specify) 0 0 0 000 0 0 0 000 000Sub-total (B)(1)- 0 0 0 000 0 0 0 000 0002 Non-Institutions a) Bodies Corp i) Indian 3296183 25000 3321183 1871 2695355 25000 2720355 1533 -338ii) Overseas 0 0 0 000 0 0 0 000 000b) Individuals i) Individual shareholdersholding nominal share capitalupto Rs 1 lakh 1688546 410000 2098546 1182 718726 409050 1127776 635 -547ii) Individual shareholdersholding nominal sharecapital in excess of Rs 1 lakh ldquo 3745717 616000 4361717 2457 5227885 616000 5843885 3292 835c) Others (specify) 321054 1000 322054 181 410484 1000 411484 232 051Sub-total (B)(2)- 9051500 1052000 10103500 5692 9052450 1051050 10103500 5692 000Total Public Shareholding(B)=(B)(1)+(B)(2) 9051500 1052000 10103500 5692 9052450 1051050 10103500 5692 000C Shares held by Custodianfor GDRs amp ADRs 0 0 0 000 0 0 0 000 000Grand Total (A+B+C) 16698000 1052000 17750000 10000 16698950 1051050 17750000 10000 000

IV SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)A Category-wise Share Holding

Omansh Enterprises Limited Annual Report 2016-2017 24

B Shareholding of Promoters

S Shareholder rsquos Name No of of of shares No of of of shares changeNo Shares tota l pledged Shares tota l pledged in share

Shares encum- shares of encum- hold-of the bered to the bered to ing during

company tota lshares company tota lshares the year1 Mr Gaurav Mutreja 14500 008 000 14500 008 000 0002 Mr Chander Bhan 100000 056 000 100000 056 000 0003 Ms Atharva Professsional Consultants LLP 500000 282 000 500000 282 000 0004 Ms JK Lrsquoatelier Limited 2500000 1408 000 2500000 1408 000 0005 Mr Gaurav Bhatia 50000 028 000 50000 028 000 0006 Ms Gaurav Sukhija (HUF) 250000 141 000 250000 141 000 0007 Ms Komal Sukhi ja 250000 141 000 250000 141 000 0008 Ms Mukesh Sukhija (HUF) 50000 028 000 50000 028 000 0009 Ms Neelam Bhatia 600000 338 000 600000 338 000 00010 Ms Neelam Rani 100000 056 000 100000 056 000 00011 Mr Om Prakash Sukhi ja 700000 394 000 700000 394 000 00012 Ms Pooja Bhatia 150000 085 000 150000 085 000 00013 Ms Raj Kanta Sukhi ja 250000 141 000 250000 141 000 00014 Ms Rashmi Sukhi ja 550000 310 000 550000 310 000 00015 Ms Shi lpa Bhatia 50000 028 000 50000 028 000 00016 Ms Achyut Properties Private Limited 500000 282 000 500000 282 000 00017 Ms Ranji tgarh Finance Company PrivateLimited 1032000 581 000 1032000 581 000 000

Shareholding at the beginning of the year Shareholding at the end of the year

Omansh Enterprises Limited Annual Report 2016-2017 25

C Change in Promotersrsquo Shareholding

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company companySAME AS MENTIONED IN ldquoBrdquo ABOVE

Shareholding at the beginning of the year Shareholding at the end of the year

D Shareholding Pattern of top ten Shareholders (other than Directors Promoters and Holders ofGDRs and ADRs)

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 NAU NIDH FINANCE LIMITED BODY 2500000 1408 2500000 1408

CORPORATE2 KAMALJIT GHAI INDIVIDUAL 250000 141 250000 1413 BHALINDER GHAI INDIVIDUAL 250000 141 250000 1414 HARMEET GHAI INDIVIDUAL 250000 141 250000 1415 GEETA CHADHA INDIVIDUAL 250000 141 250000 1416 MANAN NARANG INDIVIDUAL 250000 141 500000 2827 RAJIV CHADHA INDIVIDUAL 250000 141 250000 1418 NAVEEN NARANG INDIVIDUAL 250000 141 500000 2829 SUMITRA NARANG INDIVIDUAL 250000 141 500000 28210 SATISH CHANDER NARANG INDIVIDUAL 250000 141 500000 282

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

Omansh Enterprises Limited Annual Report 2016-2017 26

E Shareholding of Directors and Key Managerial Personnel

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 Radhey Shayam Whole Time Director 500 000 500 0002 Gaurav Mutre ja Director 14500 008 14500 008

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

V INDEBTEDNESSParticulars Secured Loans Unsecured Deposi ts Total

excluding deposits Loans Indebtedness

VI REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL A Remuneration to Managing Director Whole-time Directors andor Manager

Gross Salary CommissionS Name of (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others Total CeilingNo MDWTD per provision perquisites in lieu of Option Equity profit as per

Manager contained us 17(2) salary the Actin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

NOT ANY

Indebtedness at the beginning of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

Change in Indebtedness during the financial yearAdditionReductionNet Change

Indebtedness at the end of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

NOT APPLICABLE

Omansh Enterprises Limited Annual Report 2016-2017 27

B Remuneration to other directors

Independent Directors Other Non-Executive DirectorS Name of Fee for Commission Others Total 1 Fee for Comm- Others Total Total Total Over-No Director attending attend- ission (2) (1+2) Mana- all

board ing gerial Ceilingcommittee board Remu- as permeetings commi- nerat- the Act

ttee ionmeet-ings

NOT ANY

C Remuneration to Key Managerial Personnel Other than MDManagerWTD

Gross Salary CommissionS Name of Key (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others TotalNo Managerial per provision perquisites in lieu of Option Equity profit

Personnel contained us 17(2) salaryin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

Not Any

Omansh Enterprises Limited Annual Report 2016-2017 28

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Manoj Ramesh Kumar Chauhan Seema KhanWhole Time Director Managing DirectorDIN 07835068 DIN 07639422

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

VII PENALTIES PUNISHMENT COMPOUNDING OF OFFENCES

Type Section of the Brief Detail of Authority [RDNCLT] Appeal made if anyCompanies Description Penalty Punishment Court] (give Details)

Act Compoundingfees imposed

A COMPANYPenaltyPunishment NOT ANYCompoundingB DIRECTORSPenaltyPunishment NOT ANYCompoundingC OTHER OFFICERS IN DEFAULTPenaltyPunishment NOT ANYCompounding

Omansh Enterprises Limited Annual Report 2016-2017 29

Annexure III

FORM NO MR-3SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED 31ST MARCH 2017[Pursuant to Section 204(1) of the Companies Act 2013 and Rule No9 of the

Companies (Appointment and Remuneration Personnel) Rules 2014]

ToThe MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034We have conducted the secretarial audit of the compliance of applicable statutoryprovisions and the adherence to good corporate practices by Omansh EnterprisesLimited (CIN L21011DL1974PLC241646) (hereinafter called ldquothe companyrdquo)Secretarial Audit was conducted in a manner that provided us a reasonable basisfor evaluating the corporate conductsstatutory compliances and expressing ouropinion thereonBased on our verification of Omansh Enterprises Limited books papers minutebooks forms and returns filed and other records maintained by the company andalso the information provided by the Company its officers agents and authorizedrepresentatives during the conduct of the Secretarial Audit we hereby report thatin our opinion the Company has during the audit period covering the financialyear ended on March 31 2017 complied with the statutory provisions listedhereunder and also that the Company has proper Board processes and compliancemechanism in place to the extent in the manner and subject to the reportingmade hereinafterWe have examined the books papers minute books forms and returns filedand other records maintained by Omansh Enterprises Limited for the financialyear ended on March 31 2017 according to the provisions of

1 The Companies Act 2013 (the Act) and the rules made thereunder2 The Securities Contracts (Regulation) Act 1956 (lsquoSCRArsquo) and the rules made

thereunder3 The Depositories Act 1996 and the Regulations and Bye-laws framed

thereunder4 Foreign Exchange Management Act 1999 and the rules and regulations made

thereunder to the extent of Foreign Direct Investment Overseas DirectInvestment and External Commercial Borrowings (During the period underreview the Company has not entered into any transaction requiring

Omansh Enterprises Limited Annual Report 2016-2017 30

compliances with the Foreign Exchange Management Act 1999 and therules and regulations made thereunder to the extent of Foreign DirectInvestment Overseas Direct Investment and External CommercialBorrowings)

5 The Securities and Exchange Board of India (Substantial Acquisition of Sharesand Takeovers) Regulations 2011

6 The Securities and Exchange Board of India (Prohibition of Insider Trading)Regulations 2015

7 The Securities and Exchange Board of India (Issue of Capital and DisclosureRequirements) Regulations 2009

8 The Securities and Exchange Board of India (Employee Stock Option Schemeand Employee Stock Purchase Scheme) Guidelines 1999 (During the periodunder review the Company has not entered into any transaction requiringcompliances with the Securities and Exchange Board of India (EmployeeStock Option Scheme and Employee Stock Purchase Scheme)Guidelines 1999)

9 The Securities and Exchange Board of India (Issue and Listing of DebtSecurities) Regulations 2008 (During the period under review theCompany has not entered into any transaction requiring complianceswith the Securities and Exchange Board of India (Issue and Listing ofDebt Securities) Regulations 2008)

10 The Securities and Exchange Board of India (Registrars to an Issue andShare Transfer Agents) Regulations 1993 regarding the Companies Act anddealing with client

11 The Securities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009)

12 The Securities and Exchange Board of India (Buyback of Securities)Regulations 1998 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Buyback of Securities)Regulations 1998)

OTHER APPLICABLE LAWS

With respect to the compliance system prevailing in the Company and onexamination of the relevant documents and records in pursuance thereof on testcheck basis the Company has complied with the following laws applicable to theCompany

Omansh Enterprises Limited Annual Report 2016-2017 31

1 Indian Contract Act 18722 Income Tax Act 1961 to the extent of Tax Deducted at Source under various

Section and TDS Returns filed3 Indirect Tax Laws relating to collections deductions wherever applicable

payments made and returns filedWe have also examined compliance with the applicable clauses of thefollowing

1 Secretarial Standards issued by The Institute of Company Secretaries of India2 The Listing Agreements entered into by the Company with BSE Ltd pursuant

to SEBI (Listing Obligation and Disclosure Requirement) Regulations 2015During the period under review the Company has complied with the provisions ofthe Act Rules Regulations Guidelines Standards etc mentioned aboveWe further report that

The Board of Directors of the Company is duly constituted with proper balance ofExecutive Directors Non-Executive Directors and Independent Directors Thechanges in the composition of the Board of Directors that took place during theperiod under review were carried out in compliance with the provisions of the ActAdequate notice is given to all directors to schedule the Board Meetings agendaand detailed notes on agenda were sent at least seven days in advance and asystem exists for seeking and obtaining further information and clarifications onthe agenda items before the meeting and for meaningful participation at themeetingMajority decision is carried unanimously however the dissenting membersrsquo viewsif any are captured and recorded as part of the minutesWe further report that there are adequate systems and processes in the companycommensurate with the size and operations of the company to monitor and ensurecompliance with applicable laws rules regulations and guidelinesWe further report that during the audit period

1 During the financial year ended March 31 2017 the Company has notappointed Company Secretary (CS) and Chief Financial Officer (CFO) on theBoard of the Company in compliance with Section 203 of the Companies Act2013 however the Company has appointed CS and CFO wef May 292017 and September 4 2017 respectively

2 The Company has not appointed an Internal Auditor in compliance withprovision of Section 138 of Companies Act 2013

3 There were instances of delay in filing the Forms as required to be filed withRegistrar of Companies Delhi and the Company has paid additional fees forthe same

Note This report is to be read with our letter of even date which annexed asAnnexure A and forms an integral part of this report

Omansh Enterprises Limited Annual Report 2016-2017 32

Annexure A to the Secretarial Audit Report

The MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034

1 We have not verified the correctness and appropriateness of financial recordsand Books of Accounts of the Company

2 Where ever required we have obtained the Management representation aboutthe compliance of laws rules and regulations and happening of events etc

3 The compliance of the provisions of Corporate and other applicable lawsrules regulations standards is the responsibility of management Ourexamination was limited to the verification of procedures on the random testbasis

4 We have followed the audit practices and processes as were appropriate toobtain reasonable assurance about the correctness of the contents of thesecretarial records The verification was done on the random test basis toensure that correct facts are reflected in secretarial records We believe thatthe processes and practices we followed provide a reasonable basis for ouropinion

5 The Secretarial Audit report is neither an assurance as to the future viabilityof the company nor of the efficacy or effectiveness with which the managementhas conducted the affairs of the Company

For Amit R Dadheech amp Associates

Amit R DadheechM No 22889 CP No 8952Mumbai September 4 2017

MANAGEMENT DISCUSSION AND ANALYSIS

Your Directors are pleased to present the Management Discussion and AnalysisReports for the year ended March 31 2017 as underbull Overview

The Indian textile industry is one the largest and oldest sectors in the country andamong the most important in the economy in terms of output investment andemployment The sector employs nearly 45 million people directly and it is one ofthe largest sources of employment generation in the country The textile industrycontributes to 10 of manufacturing production 2 of Indiarsquos GDP and to 13 ofthe countryrsquos export earnings With direct linkages to the rural economy and theagriculture sector it has been estimated that one of every six households in thecountry depends on this sector either directly or indirectly for its livelihoodbull Industry Structure

Raw material costs have been increasing globally coupled with a shortage ofskilled workers While a shift is taking place of textiles industries from China andBangladesh to India the industrial climate in India has also become adverse dueto regular increases in input costs Any further appreciation of the Rupee willadversely affect exports from India Though the spinning industry has faredsomewhat better those with a presence in weaving processing or even compositebusinesses are facing the heat due to increases in input cost without being ableto pass on such higher costs to customers as the market is simply unable toabsorb the samebull Opportunities and Threat

There is good scope for growth for the textile industry as Indiarsquos share in theglobal trade in textiles is weak compared to other countries The free tradeenvironment is a great opportunity for the Indian textile industry to increase itsshare in the global market Chinese exports are slowing down on account of variousfactors inclusive of increase in domestic demand and rising costs This is a goodopportunity of which our textile industry should make use but smaller countrieslike Bangladesh Sri Lanka Pakistan Turkey and Vietnam etc are becomingformidable challengersLack of uninterrupted power increased power costs higher transaction costshigh cost of labour is hindering the progress However we are making all outefforts to cope with all these challenges by continuous efforts at cost reductionprocess improvements diversification of products and improving productivity byimproving efficienciesbull Business operations

The Company is engaged in the business of Textile industry During the yearunder review the industry faced various challenges due to global and economicslowdown and increasing rates of interest rates But looking at the huge potentialin India for Textile the company is hopeful of reenter into this sector The growthin the sector is very good and Management expects better results in forth comingyearOmansh Enterprises Limited Annual Report 2016-2017 33

bull Outlook

In light of the new and vibrant management of the company and steady growth inthe operations of the company and looking at the huge demand for residential aswell as commercial space in Delhi the company is hopeful of its upwardperformance the future growth for the benefit of its stakeholders at largebull Internal control System

The company has an effective internal control environment which ensures thatoperation are managed efficiently and effectively assets are safeguardedregulatory are complied with and transactions are recorded after appropriateauthorization The Company has an adequate internal control systemcommensurate with the size of the company and the nature of its business whichensures that functioning of the Company is managed efficiently and effectivelyassets are safeguarded regulatory compliances are complied with and transactionsare recorded after appropriate authorizationbull Human relations

Human resources have always been most valuable assets for Omansh EnterprisesLimited During the year the company has once again gained the confidence of itsHuman Resource as well and company constantly seeks to attract and retain thebest available talent Human resources management incorporates a process drivenapproach that invest regularly in the extensive training programs The Companycontinued to enjoy healthy industrial relations during the yearbull Forward Looking and Cautionary Statements

Management Discussion and Analysis contains forward-looking statementsconcerning the Companyrsquos future plans strategies and performance Theseforward-looking statements are not historical facts rather they representassumptions and beliefs based on economic financial and competitive datacurrently available Furthermore they are subject to a number of risks anduncertainties that without limitation relate to economic conditions fiercecompetition in the information service industry customer demand tax rulesregulations and other factors Readers of this annual report are cautioned not toplace undue reliance on these forward-looking statements The Company thereforewishes to caution readers that actual results may differ materially

On behalf of Board of Directorsof Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanManaging Director Wholetime DirectorDIN 07639422 DIN 07835068

DateSeptember 4 2017Place New Delhi

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 34

Independent Auditorrsquos Report

To the Members of Omansh Enterprises Limited

Report on the Financial Statements

We have audited the accompanying standalone financial statements of OmanshEnterprises Limited (ldquothe Companyrdquo) which comprise the Balance Sheet as atMarch 31 2017 the Statement of Profit and Loss and Cash Flow Statement for theyear then ended and a summary of significant accounting policies and otherexplanatory information

Managementrsquos Responsibility for the Financial Statements

The Companyrsquos Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 (ldquothe Actrdquo) with respect to the preparation ofthese standalone financial statements that give a true and fair view of the financialposition financial performance and cash flows of the Company in accordancewith accounting principles generally accepted in India including the AccountingStandards specified under section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014 and the Companies (Accounting Standards) AmendmentRules 2016 This responsibility includes maintenance of adequate accountingrecords in accordance with the provisions of the Act for safeguarding of the assetsof the Company and for preventing and detecting frauds and other irregularitiesselection and application of appropriate accounting policies making judgmentsand estimates that are reasonable and prudent and the design implementationand maintenance of adequate internal financial control that were operatingeffectively for ensuring the accuracy and completeness of the accounting recordsrelevant to the preparation and presentation of the financial statements that givea true and fair view and are free from material misstatement whether due to fraudor error

Auditorrsquos Responsibility

Our responsibility is to express an opinion on these standalone financial statementsbased on our audit We have taken into account the provisions of the Act theaccounting and auditing standards and matters which are required to be includedin the audit report under the provisions of the Act and the Rules made thereunderWe conducted our audit in accordance with the Standards on Auditing issued bythe Institute of Chartered Accountants of India as specified under Section 143(10)of the Act Those Standards require that we comply with ethical requirements andplan and perform the audit to obtain reasonable assurance about whether thefinancial statements are free from material misstatement

An audit involves performing procedures to obtain audit evidence about theamounts and disclosures in the financial statements The procedures selecteddepend on the auditorrsquos judgment including the assessment of the risks of materialmisstatement of the financial statements whether due to fraud or error In making

Omansh Enterprises Limited Annual Report 2016-2017 35

those risk assessments the auditor considers internal financial control relevantto the Companyrsquos preparation of the financial statements that give a true and fairview in order to design audit procedures that are appropriate in the circumstancesAn audit also includes evaluating the appropriateness of accounting policies usedand the reasonableness of the accounting estimates made by the CompanyrsquosDirectors as well as evaluating the overall presentation of the financial statementsWe believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the standalone financial statements

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the standalone financial statements give the information required bythe Act in the manner so required and give a true and fair view in conformity withthe accounting principles generally accepted in India of the state of affairs of theCompany as at 31st March 2017 its profit and its cash flows for the year endedon that date

Report on Other Legal and Regulatory Requirements

1 As required by the Companies (Auditorrsquos report) Order 2016 (ldquothe Orderrdquo)issued by the Central Government of India in terms of sub-section (11) ofSection 143 of the Act we give in the Annexure 1 a statement on the mattersspecified 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 whichto the best of our knowledge and belief were necessary for the purposeof our audit

b) In our opinion proper books of account as required by law have beenkept by the Company so far as it appears from our examination of thosebooks

c) The Balance Sheet Statement of Profit and Loss and Cash FlowStatement dealt with by this Report are in agreement with the books ofaccount

d) In our opinion the aforesaid standalone financial statements comply withthe Accounting Standards specified under Section 133 of the Act readwith Rule 7 of the Companies (Accounts) Rules 2014 and the Companies(Accounting Standards) Amendment Rules 2016

e) On the basis of written representations received from the directors as on31st March 2017 and taken on record by the Board of Directors none ofthe directors is disqualified as on 31st March 2017 from being appointedas a director in terms of Section 164(2) of the Act

Omansh Enterprises Limited Annual Report 2016-2017 36

f) With respect to the adequacy of the internal financial controls overfinancial reporting of the Company and the operating effectiveness ofsuch controls refer to our separate Report in ldquoAnnexure 2rdquo to this report

g) With respect to the other matters to be included in the Auditorrsquos Reportin accordance with Rule 11 of the Companies (Audit and Auditors) Rules2014 in our opinion and to the best of our information and according tothe explanations given to us

i The Company does not have any pending litigations which wouldimpact its financial position

ii The Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeablelosses

iii There has not been an occasion in which the company during theyear under report to transfer any sum to the Investor Education andProtection Fund Hence the question of delay in transferring suchsum does not arise

iv The Company has provided requisite disclosures in Note No 27 tothese standalone financial statements as to the holding of SpecifiedBank Notes on November 8 2016 to December 30 2016 as well asdealings in Specified Bank Notes during the period from November8 2016 to December 30 2016 Based on our audit procedures andrelying on the management representation regarding the holdingand nature of cash transactions including Specified Bank Noteswe report that these disclosures are in accordance with the books ofaccounts maintained by the Company and as produced to us by theManagement

For Satyendra Mrinal amp AssociatesChartered Accountants

Firm Registration Number 017068N

SK JainPartner

Membership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 37

Annexure 1 referred to in paragraph 1 under the heading ldquoReport on OtherLegal and Regulatory Requirementsrdquo of our Report of even date

(i) (a) The Company has maintained proper records showing fullparticulars including quantitative details and situation of fixedassets

(b) All fixed assets have been physically verified by the managementat regular intervals as informed to us no material discrepancieswere noticed on such verification

(c) According to the information and explanations given by themanagement the Company has not acquired any immovableproperty during the year under audit no comments under thesub-clause are required

(ii) The Company does not have any inventory and accordingly therequirements under paragraph 3(ii) of the Order are not applicable to theCompany

(iii) According to the information and explanation given to us the Companyhas not granted any loans secured or unsecured to companies firmsLimited Liability Partnerships or other parties covered in the registermaintained under Section 189 of the Act and hence clause 3(iii)(a) (b)and (c) of the Order are not applicable to the Company and hence notcommented upon

(iv) In our opinion and according to the information and explanations givento us there are no loans investments guarantees and securities grantedin respect of which provisions of Section 185 and 186 of the Act areapplicable and hence not commented upon

(v) The Company has not accepted any deposits within the meaning ofSections 73 to 76 of the Act and the Companies (Acceptance of Deposits)Rules 2014 (as amended) Accordingly the provisions of clause 3(v) ofthe Order are not applicable

(vi) To the best of our knowledge and as explained the Central Governmenthas not specified the maintenance of cost records under Section 148(1)of the Act for the productsservices of the Company

(vii) (a) According to the information and explanations given to us andbased on the records of the company examined by us thecompany is regular in depositing the undisputed statutory duesincluding income-tax and other statutory dues as applicablewith the appropriate authorities in India

(b) According to the information and explanations given to us andbased on the records of the company examined by us thereare no dues of Income tax which have not been deposited onaccount of any disputes However the remaining taxes specifiedunder the said sub-clause are not applicable to the company

Omansh Enterprises Limited Annual Report 2016-2017 38

(viii) In our opinion and according to the information and explanations givenby the management the Company has not availed of any loans from anyfinancial institution bank or government and not issued any debentures

(ix) In our opinion and according to the information and explanations givenby the management the Company has not raised any money by way ofinitial public offer or further public offer (including debt instruments) andthe company has not raisedtaken any term loan

(x) Based upon the audit procedures performed for the purpose of reportingthe true and fair view of the financial statements and according to theinformation and explanations given by the management we report thatno fraud by the company or no fraud on the company by the officers andemployees of the Company has been noticed or reported during the year

(xi) According to the information and explanations given by the managementthe company has complied with the provisions of Section 197 read withSchedule V of the Companies Act 2013

(xii) In our opinion the Company is not a nidhi company Therefore theprovisions of clause 3(xii) of the order are not applicable to the Companyand hence not commented upon

(xiii) According to the information and explanations given by the managementthere were no transactions with the related parties during the year hencenot commented upon

(xiv) According to the information and explanations given to us and on anoverall examination of the Balance Sheet the Company has not madeany preferential allotment or private placement of shares or fully or partlyconvertible debentures during the year under review and hence reportingrequirements under clause 3(xiv) are not applicable to the Company andnot commented upon

(xv) According to the information and explanations given by the managementthe Company has not entered into any non-cash transactions with thedirectors or persons connected with him as referred to in Section 192 ofCompanies Act 2013

(xvi) According to the information and explanations given to us the provisionsof Section 45-IA of the Reserve Bank of India Act 1934 are not applicableto the Company

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 39

ANNEXURE 2 TO THE INDEPENDENT AUDITORrsquoS REPORT OF EVEN DATEON THE STANDALONE FINANCIAL STATEMENTS OF OMANSHENTERPRISES LIMITED

Report on the Internal Financial Controls under Clause (i) of Sub-section 3of Section 143 of the Companies Act 2013 (ldquothe Actrdquo)

To the Members of Omansh Enterprises Limited

We have audited the internal financial controls over financial reporting of OmanshEnterprises Limited (ldquothe Companyrdquo) as of 31st March 2017 in conjunction withour audit of the standalone financial statements of the Company for the year endedon that date

Managementrsquos Responsibility for Internal Financial Controls

The Companyrsquos Management is responsible for establishing and maintaininginternal financial controls based on the internal control over financial reportingcriteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial ControlsOver Financial Reporting issued by the Institute of Chartered Accountants of IndiaThese responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuringthe orderly and efficient conduct of its business including adherence to theCompanyrsquos policies the safeguarding of its assets the prevention and detectionof frauds and errors the accuracy and completeness of the accounting recordsand the timely preparation of reliable financial information as required under theCompanies Act 2013 (lsquothe Actrsquo)

Auditorrsquos Responsibility

Our responsibility is to express an opinion on the Companyrsquos internal financialcontrols over financial reporting based on our audit We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting (the ldquoGuidance Noterdquo) and the Standards on Auditing asspecified under section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls both applicable to an audit of Internal Financial Controlsand both issued by the Institute of Chartered Accountants of India ThoseStandards and the Guidance Note require that we comply with ethical requirementsand plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects

Our audit involves performing procedures to obtain audit evidence about theadequacy of the internal financial controls system over financial reporting andtheir operating effectiveness Our audit of internal financial controls over financialreporting included obtaining an understanding of internal financial controls overfinancial reporting assessing the risk that a material weakness exists and testing

Omansh Enterprises Limited Annual Report 2016-2017 40

and evaluating the design and operating effectiveness of internal control basedon the assessed risk The procedures selected depend on the auditorrsquos judgementincluding the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error

We believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the internal financial controls systemover financial reporting

Meaning of Internal Financial Controls Over Financial Reporting

A companyrsquos internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles A companyrsquos internal financialcontrol over financial reporting includes those policies and procedures that (1)pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company (2)provide reasonable assurance that transactions are recorded as necessary topermit preparation of financial statements in accordance with generally acceptedaccounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorisations of management and directorsof the company and (3) provide reasonable assurance regarding prevention ortimely detection of unauthorised acquisition use or disposition of the companyrsquosassets 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 financialreporting including the possibility of collusion or improper management overrideof controls material misstatements due to error or fraud may occur and not bedetected Also projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes inconditions or that the degree of compliance with the policies or procedures maydeteriorate

Omansh Enterprises Limited Annual Report 2016-2017 41

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at 31st March 2017 basedon the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls Over Financial Reporting issued bythe Institute of Chartered Accountants of India

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 42

Amount in Particulars Note As At As At

No 31032017 31032016

OMANSH ENTERPRISES LIMITEDRegd off SHOP NO QD-37 DDA MARKET PITAMPURA NEW DELHI-110034

BALANCE SHEET AS AT 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I EQUITY AND LIABILITIES(1) Shareholderrsquos Funds

(a) Share Capital 2 3550000000 3550000000(b) Reserves and Surplus 3 90954266 68038074(c) Money received against share warrants - 3640954266 - 3618038074

(2) Share application money pending allotment - -(3) Non-Current Liabilities

(a) Long-term borrowings - -(b) Deferred tax liabilities (Net) 121300 -(c) Other Long term liabilities - -(d) Long term provisions - 121300 - -

(4) Current Liabilities(a) Short-term borrowings - -(b) Trade payables 4 2658855175 2385034725(c) Other current liabilities 5 13400000 31328100(d) Short-term provisions - 2672255175 - 2416362825

Total 6313330741 6034400899II ASSETS(1) Non-current assets

(a) Fixed assets (i) Tangible assets 6 2888600 4902500 (ii) Intangible assets - - (iii) Capital work-in-progress - - (iv) Intangible assets under development - -(b) Non-current investments 7 801500000 801500000(c) Deferred tax assets (net) - 413300(d) Long term loans and advances 8 910000000 1232160100(e) Other non-current assets - 1714388600 - 2038975900

(2) Current assets(a) Current investments - -(b) Inventories - -(c) Trade receivables 9 4311808246 3931054446(d) Cash and cash equivalents 10 262853595 19436253(e) Short-term loans and advances 11 10054300 16482300(f) Other current assets 12 14226000 4598942141 28452000 3995424999

Total 6313330741 6034400899Significant Accounting PoliciesNotes on financial Statements 1-27

Omansh Enterprises Limited Annual Report 2016-2017 43

Amount in

Particulars Note 2016-17 2015-16No

OMANSH ENTERPRISES LIMITED

STATEMENT OF PROFIT amp LOSS FOR THE YEAR ENDED 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I Revenue from operations 20 1735111517 2138004325II Other Income 21 598242 165707300III Total Revenue I+II 1735709759 2303711625IV Expenses

Purchase of Stock-in-Trade (Net of Return) 1556101986 2019177290Changes in inventories of finished goods work-in-progress and Stock-in-Trade - -Employee benefit expense 22 38500000 92100000Financial costs 23 - 371112Depreciation and amortization expense 24 16239900 22358900Other expenses 25 91717081 130240960

IV Total Expenses 1702558967 2264248262V Profit before exceptional and extraordinary items and tax III-IV 33150792 39463363VI Exceptional Items - -VII Profit before extraordinary items and tax V-VI 33150792 39463363VIII Extraordinary Items - -IX Profit before tax VII-VIII 33150792 39463363X Tax expense

(1) Current tax 9700000 11638100(2) Deferred tax 534600 27512500

XI Profit(Loss) from the perid from continuing operations IX-X 22916192 312763XII Profit(Loss) from discontinuing operations - -XIII Tax expense of discounting operations - -XIV Profit(Loss) from Discontinuing operations XII-XIII - -XV Profit(Loss) for the period XI+XIV 22916192 312763XVI Earning per equity share 26

(1) Basic 001 000(2) Diluted 001 000

Omansh Enterprises Limited Annual Report 2016-2017 44

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2017(Amount in )

Particulars 2016-17 2015-16A Cash Flow from Operating Activities

Profit(Loss) before Taxation 331508 394634Adjustments for Depreciation 20139 81329Preliminary expenses 142260 142260Loss (Profit) on Sale of assets - -Finance cost - 3711Interest Income - -Operating Profit(Loss) before Working Capital Changes 493907 621934Adjustments for Trade and Other Receivables (3807538) 198975Inventories - -Loans and Advances 3285881 (4365027)Trade and Other Payables 2558924 859666Provisions - -Other current Assets - 6837Cash Generated from Operations 2531173 (2677615)Direct Tax Paid (97000) (116381)Net Cash generated from Operating Activities 2434173 (2793996)

B Cash Flow from Investing ActivitiesPurchase of Fixed Assets - -Sale of assets - -Investments - -Interest Income - -Net Cash used in Investing Activities - -

C Cash Flow from Financing ActivitiesProceeds of Borrowings - -Finance cost - (3711)Net Cash generated from in Financing Activities - (3711)Net Increase(Decrease) in Cash and Cash Equivalents (A+B+C) 2434173 (2797708)Cash and Cash Equivalents Opening 194362 2992070Cash and Cash Equivalents Closing 2628536 194362

Notes1 The above Cash Flow Statement has been prepared under the indirect method as set out in the Accounting Standard on Cash Flow Statement

(AS-3)2 Figures in Brackets indicate Cash Outflow3 Previous Year rsquos figures have been recast regrouped and restated where ever necessary

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 45

Notes Forming Part of Financial Statements

NOTE 1

A CORPORATE INFORMATION

The company is engaged in the business of trading in ClothClothingFabric in India the disclosure requirements of AccountingStandard-17 Segment Reporting are not applicable

B SIGNIFICANT ACCOUNTING POLICIES

I BASIS OF PREPARATION

The accompanying financial statements have been prepared andpresented as a going concern under historical cost convention onthe accrual basis of accounting unless otherwise stated inaccordance with the generally accepted accounting principles inIndia (Indian GAAP) and comply with the Accounting Standardsspecified under Section 133 of the Companies Act 2013 (The Act)read with paragraph 7 of the Companies (Accounts) Rules 2014and relevant provisions of the Companies Act 2013

The accounting policies have been consistently applied by theCompany and are consistent with those used in the previous year

All assets and liabilities have been classified as current or non-current as per the Companyrsquos normal operating cycle and othercriteria set out in the Schedule III of the Companies Act 2013Based on the nature of products and the time between theacquisition of assets for processing and their realisation in cashand cash equivalents the Company has ascertained its operatingcycle as up to twelve months for the purpose of currentnon-currentclassification of assets and liabilities

II USE OF ESTIMATES

The preparation of financial statements in conformity with IndianGAAP requires the management to make judgements estimatesand assumptions that affect the reported amounts of revenuesexpenses assets and liabilities and disclosure of contingentliabilities at the end of the reporting period Although these

Omansh Enterprises Limited Annual Report 2016-2017 46

estimates are based on the managementrsquos best knowledge ofcurrent events and actions uncertainty about these assumptionsand estimates could result in the outcomes requiring a materialadjustment to the carrying amounts of assets or liabilities in futureperiods

Significant estimates used by the management in the preparationof these financial statements include the useful life of fixed assetsand intangible assets and provisions for doubtful debtsadvancesDifference if any between the actual results and estimates arerecognized in the period in which the results are knownmaterialized

III FIXED ASSETS AND DEPRECIATION

Fixed assets are recorded at cost of acquisition and installationincluding freight duties levies less accumulated depreciation Costof acquisition includes rates taxes and any other directlyattributable cost for bringing the asset to its working condition forintended use

Depreciation on Tangible Fixed Assets is provided on Written DownValue method using the rates arrived at based on the useful livesas specified in the Schedule II of the Companies Act 2013 orestimated by the management The Company has used thefollowing useful life to provide depreciation on its fixed assets

Omansh Enterprises Limited Annual Report 2016-2017 47

(a) Assets where useful life is same as Schedule II

Assets Useful Life as Prescribedby Schedule II of theCompanies Act 2013

Factory Building 30 years

Plant amp Machinery (other thancontinuous process plant notcovered under specific industries) 15 years

Furniture amp Fittings 10 years

Motor Cycles scooters and other mopeds 10 years

Vehicles (Motor Cars) 8 years

Office Equipments 5 years

Computer printers amp data processing units 3 years

Electrical Installations 10 years

(b) Assets where useful life differ from Schedule II

Fixed Assets individually costing less than Rupees five thousandare fully depreciated in the year of purchase

(c) Depreciation

Depreciation on the Fixed Assets addeddisposed offdiscardedduring the year is provided on pro-rata basis with reference to thedate of additiondisposaldiscarding and in the case of capitalisationof any asset depreciation is charged from the date the same isreadyput to use to the Statement of Profit and Loss

IV INTANGIBLE ASSETS AND AMORTISATION

Intangible Assets are stated at acquisition cost net of accumulatedamortisation and accumulated impairment losses if any Intangibleassets are amortised on a straight-line basis over their estimateduseful lives

Omansh Enterprises Limited Annual Report 2016-2017 48

The Company amortises miscellaneous expenditure representingthe Companyrsquos formation expenses over a period of 5 yearsFurther the cost of Direct Listing of Equity Shares on BSE Limitedhas also been included in the same

V BORROWING COSTS

Borrowing Costs attributable to acquisition and construction ofqualifying assets are capitalised as a part of the cost of such assetsup to the date when such assets are ready for its intended useOther borrowing costs are charged to the Statement of Profit andLoss in the period in which they are incurred

VI FOREIGN CURRENCY TRANSACTIONS

The Company has not dealt with any foreign currency transactionduring the Financial Year

VII INVESTMENTS

Investments which are readily realisable and intended to be heldfor not more than one year from the date on which such investmentsare made are classified as current investments All otherinvestments are classified as long-term investments

Investments are recorded at cost on the date of purchase whichinclude acquisition charges such as brokerage stamp duty taxesetc Current Investments are stated at lower of cost and netrealisable value Long-term investments are stated at cost afterdeducting provisions made if any for other than temporarydiminution in the value

VIII REVENUE RECOGNITION

Revenue is recognised to the extent that it is probable that theeconomic benefits will flow to the Company and can be reliablymeasured

Revenue from sale of products is recognised when the significantrisks and rewards of ownership of the goods have passed to thebuyer Sale of goods are recorded net of trade discounts rebatesSales Tax Value Added Tax and gross of Excise Duty

Omansh Enterprises Limited Annual Report 2016-2017 49

Interest income is recognized on a time proportion basis takinginto account the amount outstanding and the rate applicable

Dividend income on investments is accounted for on receipt of thesame

All expenses and income to the extent considered payable andreceivable respectively unless specifically stated be otherwise areaccounted for on mercantile basis

IX RETIREMENT AND OTHER EMPLOYEE BENEFITS

(a) Provident Fund

Provision of Provident Fund is not applicable to theCompany

(b) Gratuity

No provision for gratuity has been made as there is noamount due towards Gratuity payable

(c) Compensated Leaves

Unutilized leave of staff lapses as at the year end and isnot encashable Accordingly no provision is made forcompensated Leaves

X TAXATION

Tax expense comprises of current and deferred tax

Current Tax

Provision for current tax is made after taking into considerationbenefits admissible under the provisions of the Income-tax Act1961 Minimum Alternative Tax (MAT) credit is recognized wherethere is convincing evidence that the same can be utilized in future

Current tax assets and current tax liabilities are offset when thereis a legally enforceable right to set off the recognized amounts andthere is an intention to settle the asset and the liability on a netbasis

Omansh Enterprises Limited Annual Report 2016-2017 50

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 7: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

and holding in the aggregate not more than 10 of the total Equity ShareCapital of the Company Any Member holding more than 10 of the totalEquity share capital of the Company may appoint a single person as proxyand in such a case the said person shall not act as proxy for any otherperson or member The instrument appointing proxy should however bedeposited at the Registered Office of the Company not less than 48 hoursbefore the commencement of the Meeting

2 The disclosures required under Regulation 27 of the SEBI (Listing ObligationAnd Disclosure Requirement) Regulation 2015 agreement in respect of theDirectors being appointed reappointed in this Annual General Meeting aregiven as annexure to this Notice convening Annual General Meeting

3 Member holding shares in physical form are advised to update their addressand bank account ECS details with the Companyrsquos Registrar amp Share TransferAgent Ms Skyline Financial Services Private Limited New Delhi

4 The Annual Report of the Company for the financial year ended March 312017 has been emailed to the members whose email addresses are availablewith the depositories or are obtained directly from the members as per theMCA Circular Nos 172011 dated April 21 2011 and 182011 dated April 292011 on ldquoGreen Initiative of Ministry of Corporate Affairs for CorporateGovernancerdquo For other members who have not registered their emailaddresses the Annual Report has been sent at their registered postal addressIf any member wishes to get a duly printed copy of the Annual Report theCompany will send the same free of cost upon receipt of request from themember Members who have not registered their email addresses so farare requested to register them for receiving all communication includingAnnual Report and other Notices from the Company electronically

5 The Securities and Exchange Board of India (SEBI) has mandated thesubmission of Permanent Account Number (PAN) by every participant insecurities market Members holding shares in electronic form are thereforerequested to submit the PAN to their Depository Participants with whom theyare maintaining their demat accounts Members holding shares in physicalform can submit their PAN details to the Company or to the Registrar andShare Transfer Agent

6 The Register of Members and the Transfer Books of the Company shall remainclosed on Tuesday the September 26 2017 to Thursday the September 282017

7 The Explanatory Statement pursuant to Section 102 of the Companies Act2013 in respect of the business under Item Nos from 5-8 of the Notice isannexed hereto

8 All documents referred to in accompanying Notice and Explanatory Statementis open for inspection at the registered office of the Company on all workingdays between 1100 am to 100 pm up to the date of AGM except Saturday

Omansh Enterprises Limited Annual Report 2016-2017 4

9 Members seeking the information with regards to the proposed resolutionare requested to write to the Company at least one week in advance so as toenable the management to keep the information ready

10 Pursuant to the provision of Section 107 and 108 read with companies(Management and Administration) Rules 2014 the company is pleased tooffer the option of E-Voting facility to all the members of the company Forthis purpose the company has entered into an agreement with CentralDepository Services (India) Limited (CDSL) for facilitating E-voting Thecompany has appointed Amit R Dadheech amp Associates Practicing CompanySecretaries (Membership No 22889 Certificate of Practice No 8952) asScrutinizer for conducting the e-voting process in a fair and transparentmanner

4 Voting through electronic means

(i) In compliance with provisions of section 108 of the Act and Rule 20 ofThe Companies [Management and Administration] Rules 2014 andRegulation 44 of the SEBI (Listing Obligations amp DisclosureRequirements) Regulations 2015 the Company is providing e-votingfacility as an alternative mode of voting which will enable the membersto cast their votes electronicallyNecessary arrangements have been made by the Company with CentralDepository Services [India] Limited [CDSL] to facilitate e-voting Thedetailed process instructions and manner for availing e-Voting facility isannexed to the Notice as AnnexurendashB

(ii) Mr Amit R Dadheech Practicing Company Secretary [Membership NoA22889] has been appointed as the Scrutinizer to scrutinize the votingand remote e-voting process in a fair and transparent manner

(iii) Members who have cast their vote by remote e-voting prior to the meetingmay also attend the meeting but shall not be entitled to cast their voteagain

(iv) Members can opt for only one mode of voting ie either by e-voting orpoll paper In case Members cast their votes through both the modesvoting done by e-voting shall prevail and votes cast through Poll Papershall be treated as invalid

(v) The e-voting period commences on Monday 25th September 2017 [900am] and ends on Wednesday 27th September 2017 [500 pm] Duringthis period Members holding shares either in physical form or dematform as on 22nd September 2017 ie cut-off date may cast their voteelectronically The e-voting module shall be disabled for voting thereafterOnce the vote on a resolution is cast by the Member he she shall notbe allowed to change it subsequently or cast vote again

(vi) The voting rights of members shall be in proportion to their shares in thepaid up equity share capital of the Company as on cut-off date A person

Omansh Enterprises Limited Annual Report 2016-2017 5

whose name is recorded in the register of members or in the register ofbeneficial owners maintained by the depositories as on cut-off date onlyshall be entitled to avail facility of remote e-voting and poll process at thevenue of the meeting

(vii) Any person who acquires shares of the Company and becomes amember of the Company after dispatch of the Notice and holding sharesas on cut-off date may cast vote after following the instructions for e-voting as provided in the Notice convening the Meeting which is availableon the website of the Company and CDSL However if you are alreadyregistered with CDSL for remote e-voting then you can use your existingUser ID and password for casting vote

(viii)The Scrutinizer shall immediately after the conclusion of voting at themeeting would count the votes cast at the meeting thereafter unblockthe votes cast through remote e-voting in the presence of at least twowitnesses not in the employment of the Company and make not laterthan 48 hours from conclusion of the meeting a consolidated ScrutinizerrsquosReport of the total votes cast in favour or against to the Chairman whoshall countersign the same

(ix) The results declared along with the Scrutinizerrsquos Report shall be placedon the Companyrsquos website wwwomanshenterprisescom and on thewebsite of CDSL ie wwwevotingindiacom immediately after the resultis declared The Company shall simultaneously forward the results toBSE Limited [BSE] where the equity shares of the Company are listed

5 The route map giving the directions to the venue of the AGM is annexed tothe Notice as AnnexurendashC

6 REQUEST TO MEMBERS

(i) MembersProxies attending the meeting are requested to bring theirattendance slip along with their copy of Annual Report to the Meeting

(ii) Queries proposed to be raised at the Annual General Meeting may besent to the Company at its registered office at least seven days prior tothe date of AGM to enable the management to compile the relevantinformation to reply the same in the meeting

(iii) Members holding shares in demat form are requested to intimate allchanges pertaining to their bank details National Electronic ClearingService [NECS] Electronic Clearing Services [ECS] mandatesnominations power of attorneys change in address change of nameemail address contact numbers etc to their Depository Participant [DP]Changes intimated to the DP will then be automatically reflected in theCompanyrsquos records which will help the Company and the CompanyrsquosRegistrar and Transfer Agents to provide efficient and better servicesMembers holding shares in physical form are requested to intimate suchchanges to Registrar and Transfer Agents of the Company

Omansh Enterprises Limited Annual Report 2016-2017 6

(iv) In case of joint holders attending the Meeting only such joint holder whois higher in the order of names will be entitled to vote Members who holdshares in physical form in multiple folios in identical names or joint holdingin the same order of names are requested to send the share certificatesto Registrar for consolidation into a single folio

(v) The Securities and Exchange Board of India (SEBI) has mandated thesubmission of Permanent Account Number (PAN) by every participant insecurities market Members holding shares in electronic form aretherefore requested to submit their PAN to their Depository Participantswith whom they are maintaining their demat accounts Members holdingshares in physical form can submit their PAN details to the Company registrar and Share Transfer Agents

DETAILS OF DIRECTORS SEEKING APPOINTMENT RE-APPOINTMENTIN ANNUAL GENERAL MEETING FIXED FOR SEPTEMBER 28 2017

Sr No

1

2

3

4

5

Name of theDirector

Manoj Chauhan

Seema Khan

Reena Sharma

Fatima Matikub

Prit i PralhadSoni

Date of Birth

07101988

14011990

20121973

01051984

30061983

Date ofAppointment

29052017

09122016

07102015

04092017

04092017

Qualification

HSC

Cleared SSC

Graduate

BCom

HSC

Expertise in SpecificArea

Having vast knowledge infield of financing activitieshe is keenly engaged in thegrowth and development ofthe CompanyShe posses a r ichexperience in the businessof trading in textile

Experienced as Director ofCompany for about 2 years

Business of Beauty ampHealth product

Expertise in the field oftextile

List of otherPublic

Companies inwhich

directorship isheld

Nil

Nil

Nil

Nil

Nil

Omansh Enterprises Limited Annual Report 2016-2017 7

STATEMENT PURSUANT TO SECTION 102(1) OF THE COMPANIES ACT 2013

Item No 5 amp 6

As per the provisions of Section 149 of the Act which has come into force witheffect from April 1 2014 an Independent Director shall hold office for a term up tofive consecutive years on the Board of a company and is not liable to retire byrotationThe Nomination amp Remuneration Committee has recommended the appointmentof Mrs Fatima Makdum Matikub (DIN 07927573) and Mrs Priti Pralhad Soni(DIN 07927441) as Independent Director of the CompanyThe Company has obtained a declaration that they meet the criteria of IndependentDirector as provided under section 149(6) of the Act In the opinion of the Boardthe proposed directors has fulfilled the conditions specified in the Act and theRules framed there under for appointment as Independent Director and they areindependent of the management Notices as required under Section 160 of thecompanies act 2013 have been received from some members proposingcandidature of the said Independent Directors Upon the confirmation ofappointment of these individuals as independent Director by the members of theCompany the appointment shall be formalized by the issue of a letter ofappointment by the company to the said Independent DirectorsThe Board recommends the Resolution set out at Item No 4 amp 5 of this Notice forapproval of the Members as Ordinary ResolutionExcept of Mrs Fatima Makdum Matikub and Mrs Priti Pralhad Soni none of theDirectors or Key Managerial Personnel of the Company or their relatives isconcerned or interested in the proposed ResolutionItem No 7

Mr Manoj Chauhan was appointed as Whole Time Director wef May 29 2017He is been rendering valuable services to the Company and has been lookingafter the compliances of applicable laws and regulationsThe Board of Directors have appointed Mr Manoj Chauhan for a period of 3 (Three)year wef May 29 2017 Now this resolution is put before the shareholders ofthe Company for ratification of appointment of Mr Manoj Chauhan as Whole TimeDirector of the CompanyThe Board recommends the Resolution set out at Item No 6 in this Notice forapproval of the Members as Special ResolutionNone of the Directors of Key Management Personnel of the Company or theirrelatives is concerned or interested in the proposed ResolutionItem No 8

Mrs Seema Khan was appointed on the Board of the Company on December 92016 and has been rendering valuable services to the Company Considering therequirement of the Company the Board of Directors of the Company has decidedto appoint Mrs Seema Khan as a Managing Director for a period of three years

Omansh Enterprises Limited Annual Report 2016-2017 8

from December 9 2016 to December 8 2019 subject to the approval of theshareholder and Central Government if requiredMrs Seema Khan us under graduate and posses a rich experience in the businessof trading in textile from a decade Your Board is of the opinion that consideringthe experience of Mrs Seema Khan in the business market her appointment asManaging Director will be beneficial to the Company The terms and conditionsincluding the remuneration to be paid in the event of loss or inadequacy of profitin any financial year during the tenure of her appointment is mentioned in thedraft letter of appointment placed before the meeting approved by the Board ofDirectorsNomination amp Remuneration Committee at their meeting held onDecember 9 20161 Basic Salary

Presently the Company is not proposing to pay any remuneration to theManaging Director However the terms of the appointment and remunerationmay be revised at a later stage and with an authority to the Board to increasethe same from time to time in accordance with the limits specified in ScheduleV of the Companies Act 2013 as amended from time to time The annual orother increments will be merit based and will take into account the Companyrsquosperformance No other Allowance or Perquisites are being offered to theManaging Director for the time being

2 General

i The Managing Director shall perform her duties as such with regard toall the work of the Company and shall manage and attend to such businessand carry out the orders and directions given by the Board from time totime in all respects

ii The Managing Director shall act in accordance with the Articles ofAssociation of the Company and shall abide by the provisions containedin Section 166 of the Act with regard to duties of Directors

iii The Managing Director shall adhere to the Companyrsquos Code of Ethics ampConduct The Remuneration CommitteeBoard of Directors will determinethe amount of remuneration and increments payable every yeardepending on the performance of the Managing Director profitability ofthe Company and other relevant factors Mrs Seema Khan satisfy allthe conditions set out in Part-I of Schedule V to the Act as also conditionsset out under subsection (3) of Section 196 of the Act for being eligiblefor her appointment She is not disqualified from being appointed asDirector in terms of Section 164 of the Act Brief resume of Mrs SeemaKhan nature of her expertise in specific functional areas names ofcompanies in which he holds Directorships and Memberships Chairmanships of Board Committees her shareholding etc areseparately annexed hereto Notwithstanding anything to the contraryherein contained where in any financial year during the currency of tenureof aforesaid Director the Company has no profits or inadequate profits

Omansh Enterprises Limited Annual Report 2016-2017 9

the Company will pay remuneration by way of salary perquisites andallowances to the said Director subject to compliance with the applicableprovisions of Schedule V of the Companies Act 2013 and if necessarywith the approval of Central GovernmentThe copy of resolution passed by the Board of Directors of the Companyin its meeting held on December 9 2016 approving the aforesaid proposalalong with other documents is available for inspection by the membersat the registered office between 1100 AM to 100 PM on all working daystill the date of the Annual General MeetingMrs Seema Khan is interested in this resolution which pertains to herappointment as Managing Director of the Company Save and exceptthe above none of the other Directors or Key Managerial Personnel ofthe Company (including relatives of Directors and Key ManagerialPersonnel) are in any way concerned or interested financially orotherwise in this resolutionThe Board recommends the Special Resolution set out at Item No 8 ofthe Notice for approval by the members

By order of the BoardOmansh Enterprises Limited

Manoj ChauhanDate September 4 2017 Whole Time DirectorPlace Delhi DIN 07835068

Registered OfficeShop No Shop No 37 QD Block DDA MarketPitampura New Delhi - 110034

Omansh Enterprises Limited Annual Report 2016-2017 10

lsquoAnnexure -Crsquo

Omansh Enterprises Limited Annual Report 2016-2017 11

DIRECTORrsquoS REPORT

ToThe Members ofMs Omansh Enterprises LimitedYour Directors have pleasure in presenting the 43rd Directorrsquos Report of your Companytogether with the Audited Statement of Accounts and the Auditorsrsquo Report of yourcompany for the financial year ended 31st March 20171 FINANCIAL HIGHLIGHTS AND STATE OF COMPANYrsquoS AFFAIRS

(Amount in Rs)Particulars Current year Previous Year

Total Revenue 1735111517 2303711625Total Expenses 1702558967 2264248262Profit Before Tax 33150792 39463363Tax ExpensesCurrent Tax 9700000 11638100Deferred Tax 534600 27512500Profit(Loss) after Tax 22916192 312763Net Profit Transferred to Reserves 22916192 312763Earnings per share (Rs)Basic 001 000Diluted 001 000

(b) During the year your Company recorded Total Revenue of Rs 1735111517(previous year Rs 2303711625) The Company recorded a Net Profit of Rs22916192 during the financial year ended 31st March 2017 as compared to aNet Profit of Rs 312763 in the previous year

(c) Transfer To Reserves In Terms Of Section 134 (3) (j) Of The Companies Act2013

No amount was transferred to reserves during the financial year ended 31st March2017

(d) Dividend

Your Directors do not recommend any dividend for the year ended 31st March2017

(e) Material Changes and Commitments

There are no material changes from the end of Financial Year till the date of thisreport

2 PUBLIC DEPOSITS

During the year under report your Company did not accept any deposits from thepublic in terms of the provisions of Chapter V of the Companies Act 2013

3 DIRECTORS AND KEY MANAGERIAL PERSONNEL

(a) Changes in Directors and Key Managerial Personnel during the year

On recommendation of Nomination and Remuneration Committee Mr Manoj

Omansh Enterprises Limited Annual Report 2016-2017 12

Chauhan was appointed as the Whole Time Director wef 29th May 2017 andMs Seema Khan (DIN 07639422) had also been appointed as the ManagingDirector of the Company for a period of three years wef 9th December 2016And after her appointment Ms Reena Sharma (DIN06883803) stepped downfrom post of the Managing DirectorMr Gaurav Mutreja resigned as the Director of the Company wef 29th May 2017and Mr Vidya Sagar Bhatia resigned from Directorship of the Company on 29th

June 2017 Further Mr Radhey Shayam resigned from the Directorship of theCompany on 4th September 2017Mrs Fatima Makdum Matikub and Mrs Preeti Pralhad Soni were appointed asthe Additional Directors on the Board of the Company only on 4th September 2017in the Category of the Independent Director and your directors recommend theirappointment in the forthcoming AGMIn accordance with the provisions of Section 167(1)(b) of Companies Act 2013Mr Divesh Kumar Bajaj vacated his office of Independent wef 11th August 2017as he had not attended any Board Meeting since 12th August 2016Mr Praveen Kumar had also resigned from the position of Company Secretaryand CFO of the Company wef 24th May 2016 and Mr Remo John was appointedas the Company Secretary and Compliance Officer wef 29th May 2017

(b) Retirement by rotation

In accordance with the provisions of Section 152(6) of the Act and the Articles ofAssociation of the Company Mrs Reena Sharma (DIN06883803) and Mrs SeemaKhan (DIN07639422) will retire by rotation at the ensuing Annual General Meeting(lsquoAGMrsquo) of the Company and being eligible offers themselves for re-appointmentYour Board has recommended their re-appointment

(c) Declaration of Independence by the Independent Directors

The Independent Directors of your Company have confirmed that they meet withthe criteria of Independence as prescribed under Section 149(6) of the Act readwith Rule 5 of the Companies (Appointment and Qualification of Directors) Rules2014Framework for Familiarization Programme for the Independent Directors and thedetails of Familiarization Programme imparted to Independent Directors is madeavailable on the website of the Company

(d) Attributes qualifications and appointment of Directors

The Nomination and Remuneration Committee has adopted the attributes andqualifications as provided in Section 149(6) of the Act and Rule 5 of the Companies(Appointment and Qualification of Directors) Rules 2014 in respect of IndependentDirectors The Committee has also adopted the same attributes and qualificationsto the extent applicable in respect of Non-Independent DirectorsAll the Non-Executive Directors of the Company fulfil the fit and proper criteria forappointment as Directors Further all Directors of the Company other thanIndependent Directors are liable to retire by rotation One-third of the Directorswho are liable to retire by rotation retire every year and are eligible for re-election

Omansh Enterprises Limited Annual Report 2016-2017 13

(e) Remuneration Policy

The Board on the recommendation of the Nomination and RemunerationCommittee approved the Remuneration Policy for the Directors Key ManagerialPersonnel and other employees of the Company a copy of which is enclosed asAnnexure I to this Report

(f) Board Evaluation

The Board carried out annual performance evaluation of its own performance andthat of the individual Directors as also functioning of the Board Committees asrequired in terms of Section 134(3)(p) of the Act The performance evaluation ofthe Board and individual Directors was based on criteria approved by theNomination and Remuneration Committee The Directors expressed theirsatisfaction with the overall evaluation process

4 NUMBER OF BOARD MEETINGS

During the year ended 31st March 2017 5 (Five) meetings of the Board were heldon 11th May 2016 12th August 2016 11th November 2016 9th December 2016 and11th February 2017

5 BOARD COMMITTEES

Presently the Company has three Board Committees with the following members

Audit Committee Ms Fatima Makdum Matikub ChairpersonMr Manoj Chauhan MemberMs Priti Pralhad Soni Member

Nomination and Ms Priti Pralhad Soni ChairpersonRemuneration Committee Mr Manoj Chauhan Member

Ms Fatima Makdum Matikub MemberStakeholders Relationship Committee Mr Manoj Chauhan Chairman

Ms Fatima Makdum Matikub MemberMs Priti Pralhad Soni Member

6 DIRECTORSrsquo RESPONSIBILITY STATEMENT

As required under Section 134(5) of the Act your Directors confirm having -i) followed in the preparation of the Annual Accounts the applicable

Accounting Standards with proper explanation relating to materialdepartures if any

ii) selected such accounting policies and applied them consistently andmade judgments and estimates that are reasonable and prudent so asto give a true and fair view of the state of affairs of the Company at theend of the financial year and of the profit of the Company for that period

iii) taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of the Act forsafeguarding the assets of your Company and for preventing anddetecting fraud and other irregularities

Omansh Enterprises Limited Annual Report 2016-2017 14

iv) prepared the Annual Accounts on a going concern basis andv) proper systems have been devised to ensure compliance with the

provisions of all applicable laws and such systems are adequate andoperating effectively

vi) having laid down the internal financial controls to be followed by theCompany and such internal financial controls are adequate and operatingeffectively

7 SUBSIDIARIES ASSOCIATES AND JOINT VENTURES

The Company does not have any subsidiary associate or joint venture8 LISTING INFORMATION

The Equity Shares of the Company are presently listed only at BSE Ltd Thelisting fee for the Financial Year 2017-18 is paid

9 DEMATERIALIZATION OF SHARES

The securities of the Company are admitted with NSDL and CDSL the ISINallotted to the Company is INE378P01028

10 REPORT ON CORPORATE GOVERNANCE

In terms of Regulation 15(2) of SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 the provision of Regulation 27 of the SEBI(Listing Obligations and Disclosure Requirements) Regulations 2015 are notapplicable to the Company since the paid up capital of the Company is belowRs 10 crores and also the net worth of the Company is below Rs 25 CroresThus the Company is not required to attach the Corporate Governance reportwith the Report of the Board of Directors

11 CORPORATE SOCIAL RESPONSIBILITY

During the financial year 2016-17 the Net Worth of the Company was Rs3640954266 Turnover of the Company was Rs 1735111517 and Netprofit of the Company was Rs 22916100 therefore provisions of Section135(1) of the Companies Act 2013 are not applicable

12 PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES

The Company provides a gender friendly workplace during the year underreview there were no cases filed pursuant to Sexual Harassment of Womenat Workplace (Prevention Prohibition and Redressal) Act 2013None of the employees of your Company is covered under the provisions ofRule 5(2) of the Companies (Appointment and Remuneration of ManagerialPersonnel) Rules 2014

13 RISK MANAGEMENT

The Board has approved the Risk Management Policy of the Company TheCompanyrsquos risk management framework is designed to address risks intrinsicto operations financials and compliances arising out of the overall strategy

Omansh Enterprises Limited Annual Report 2016-2017 15

of the Company The Company manages monitors and reports on the principalrisks and uncertainties that can impact its ability to achieve it objectives Theresponsibility for management of risks vests with the Managers officersresponsible for the day-to-day conduct of the affairs of the Company Riskfocused audits are carried out periodically by the Internal Auditors whichlead to identification of areas where risk management processes need to bestrengthened Annual update is provided to the Board on the effectiveness ofthe Companyrsquos risk management systems and policies

14 INTERNAL FINANCIAL CONTROLS amp INTERNAL AUDIT

The Company has adequate internal financial controls with respect to thefinancial statements commensurate with the size and scale of the operationsof the Company During the year such controls were tested and no reportablematerial weakness in operation has been observed Internal audit of theCompany has been carried out during the year The Audit Committee reviewsthe internal audit findings provides guidance on internal controls and ensuresthat the internal audit recommendations are implemented

15 PARTICULARS OF LOANS GUARANTEES AND INVESTMENTS

Particulars of loans given investments made guarantees given and securitiesprovided along with the purpose for which the loan or guarantee or security isproposed to be utilized by the recipient are provided in the FinancialStatements

16 RELATED PARTY TRANSACTIONS

During the year ended on 31st March 2017 the Company has not entered intoany contract arrangement transaction with related parties which could beconsidered as material in accordance with the policy of the Company onmateriality of related party transactionsThe Policy on materiality of related party transactions and dealing with relateddealing with related party transactions as approved by the Board is availableon the website of the Company at weblink httpwwwomanshenterprisescomwp-contentuploads201508Policy-on-materiality-of-Related-Party-Transactions-and-on-dealing-with-Related-Party-Transactionspdf

17 SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS COURTS TRIBUNALS

During the year under review no significant or material orders were passedby the Regulators Courts Tribunals which would impact the going concernstatus of the Company and its future operations

18 EXTRACT OF ANNUAL RETURN

The details forming part of the extract of the Annual Return in Form MGT-9are provided under Annexure II to this Report

Omansh Enterprises Limited Annual Report 2016-2017 16

19 AUDITORS AND AUDIT REPORT

Ms Satyendra Mrinal amp Associates Chartered Accountants who are thestatutory auditors of the Company hold office till the conclusion of theforthcoming AGM Since their term is expiring at the forthcoming AGM thuspursuant to the provisions of section 139 of the Companies Act 2013 and theRules framed thereunder it is proposed to appoint Ms Rajeev Singh amp CoChartered Accountants as the Statutory Auditors of the Company who havegiven their consent for the same from the conclusion of the 43rd AGM till theconclusion of the 48th AGM of the Company to be held in the year 2022 subjectto ratification of their appointment at every AGM to be held after this AGMThe comments made by the Auditorsrsquo in their Report are self explanatory anddo not call for any further comments The Auditorsrsquo Report does not containany qualification reservation or adverse remark

20 CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION FOREIGNEXCHANGE EARNINGS AND OUTGO

CONSERVATION OF ENERGY

Steps taken on conservation of energy and impact thereof Efforts to conserveelectricity by operating only necessary lights fittings and fixtures were madeduring the financial year 2016-17Steps taken by the company for utilizing alternate sources of energy NILCapital investment on energy conservation equipment NILTECHNOLOGY ABSORPTION

(I) Efforts in brief made towards technology absorption and benefits derivedas a result of the above efforts eg product improvement cost reductionproduct development import substitution etc Nil

(II) In case of imported technology (imported during the last 3 years reckonedfrom the beginning of the financial year) following information may befurnishedA) Details of technology imported - NILB) Year of import ndashNILC) Whether the technology been fully absorbed - NILD) If not fully absorbed areas where absorption has not taken place

and the reasons therefore ndash NILIII) Expenditure incurred on research and development ndash NILFOREIGN EXCHANGE EARNINGS AND OUTGO

There were no foreign exchange earnings or foreign exchange outflow duringthe year

Omansh Enterprises Limited Annual Report 2016-2017 17

21 SECRETARIAL AUDITOR amp SECRETARIAL AUDIT REPORT

In terms of Section 204 of the Companies Act 2013 the Company hasappointed Ms Amit R Dadheech amp Associates Practicing CompanySecretaries as the Secretarial Auditor of the Company for the financial year2016-17 The Secretarial Audit Report given by Ms Amit R Dadheech ampAssociates Practicing Company Secretary is provided under Annexure III tothis ReportThe comments made by the Secretarial Auditor are self explanatory and donot require and further comments The Secretarial Audit Report does notcontain any qualification reservation or adverse remark

22 ESTABLISHMENT OF VIGIL MACHENISM

The Vigil Mechanism Policy of the Company is formulated in terms of section177 (9) of the Companies Act 2013 read with the provisions of the ListingAgreement with the Stock Exchange(s) and thereby also incorporates WhistleBlower Policy That as per the said policy protected disclosures can be madeby the whistle blower to the dedicated e-mail telephone line letter to Chairmanof Audit CommitteeThe Policy on Vigil Mechanism and Whistle Blower Policy as approved by theBoard is available on the website of the Company at web-link httpwwwomanshenterprisescomwp-contentuploads201508Vigil-Mechanism-and-Whistle-Blower-Policypdf

23 ACKNOWLEDGEMENT

Your directors would like to express their sincere appreciation for theassistance and corporation received from the financial institutions banksGovernment authorities customers vendors and members during the yearunder review Your directors also wish to place on record their deep sense ofappreciation for the committed services by the Companyrsquos executives staffand workers

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanDate September 4 2017 Managing Director Wholetime DirectorPlace New Delhi DIN 07639422 DIN 07835068

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 18

Annexure-INOMINATION amp REMUNERATION POLICY

(DIRECTORS KMP amp SENIOR MANAGEMENT)

INTRODUCTION

In pursuance of the Companyrsquos philosophy to consider its employees as itsinvaluable assets to pay equitable remuneration to all Directors Key ManagerialPersonnel (KMP) and employees of the Company to harmonize the aspirationsof human resources consistent with the goals of the Company and in terms of theprovisions of the Companies Act 2013 this policy on nomination and remunerationof Directors Key Managerial Personnel and Senior Management has beenformulated by the Nomination amp Remuneration Committee and approved by theBoard of DirectorsOBJECTIVE

The objective and purpose of the Policy are as given below1 To lay down criteria and terms and conditions with regard to identifying persons

who are qualified to become Directors (Executive and Non-Executive) andpersons who may be appointed in Senior Management and Key Managerialpositions and to determine their remuneration

2 To carry out evaluation of the performance of Directors as well as KeyManagerial and Senior Management Personnel

3 To provide them reward linked directly to their effort performance dedicationand achievement of Organizationrsquos goals as entrusted on them

4 To retain motivate and promote talent and to ensure long term retention oftalented managerial persons and create competitive advantage In the contextof the aforesaid objectives the following policy has been framed andrecommended by the Nomination amp Remuneration Committee and adoptedby the Board of Directors

PART ndash A

POLICY FOR APPOINTMENT AND REMOVAL OF DIRECTOR KMP AND SENIORMANAGEMENTAPPOINTMENT

1 The candidate for a position at Director KMP or Senior Management level ismet by the Managing Director in consultation with the other Directors Theinterview is targeted at assessing the candidate on his her functional ampleadership capabilities and cultural fitment to the organization

2 The MD assesses the shortlisted candidates3 The selected candidatersquos details and the proposed compensation is shared

with the Nomination amp Remuneration Committee for their review andsuggestions The same is shared with the Board at the next board meeting

Omansh Enterprises Limited Annual Report 2016-2017 19

TERM TENURE

The tenure for Directors shall be governed by the terms defined in the CompaniesAct 2013 However the tenure for other KMP and Senior Management Personnelwill be governed by Terms of Appointment in accordance with the RecruitmentPolicy of the CompanyEVALUATION

The performance of the KMP and Senior Management Personnel is evaluated atregular intervals (half yearly yearly) by the Managing Director The performanceevaluation of Independent Directors shall be done by the Board excluding theDirector being evaluated basis the contributions made to the Board deliberationson various matters including business strategy financial strategy operations costand risk management etc and suggestions given in this regardREMOVAL

Due to reasons for any disqualification mentioned in the Companies Act 2013rules made thereunder or under any other applicable Act rules and regulationsthe Managing Director may recommend to the Committee and the Board withreasons recorded in writing removal of a Director subject to the provisions andcompliance of the said Act rules and regulationsFor other KMP or Senior Management Personnel the removal will be governedby the Terms of Appointment in accordance with the Recruitment Policy of theCompany and the subsequent approval of the Managing DirectorRETIREMENT

The Director KMP and Senior Management Personnel shall retire as per theapplicable provisions of the Companies Act 2013 and the prevailing policy of theCompany The Managing Director will have the discretion to retain the DirectorKMP Senior Management Personnel in the same position remuneration orotherwise even after attaining the retirement age for the benefit of the Company

PART ndash B

POLICY RELATING TO EVALUATION AND REMUNERATION OF THE KMP ANDSENIOR MANAGEMENT PERSONNELEVALUATION PROCESS

The three Point Rating scale for performance review of Executive Director KMPand Senior Management is to be followed1 Rating on Basic Job Responsibilities indicating whether the basic job

responsibilities have been met during the year2 Rating on Goals Annual rating on each goal on a five-point scale Weighted

average of the ratings is calculated to arrive at a lsquoWeighted Goal Scorersquo3 Rating on Capabilities Factors The qualitative aspects of the performance is

assessed using the Capabilities Factors by the supervisor on a five-pointscale

Omansh Enterprises Limited Annual Report 2016-2017 20

Based on a holistic view of the Three Point Rating the supervisor provides anoverall Rating This rating is reviewed by the Managing Director along with theimmediate reporting officer who does a Qualitative review of the performancebased on the efforts put in by the employee results achieved and impact of theexternal and internal factors to arrive at a lsquoFinal Annual RatingrsquoThe revision in the total remuneration is directly linked to the lsquoFinal Annual Ratingrsquofor all employees1 The remuneration compensation commission etc to the KMP and Senior

Management Personnel will be determined by the Managing Director inconsultation with other Directors (except the Independent Directors) inaccordance with the Recruitment Policy of the Company which is based uponthe Final Annual Rating employee potential and market benchmarkcompensation The revised remuneration is shared with the Nomination ampRemuneration Committee for review

2 The remuneration compensation commission etc shall be subject to theprior post approval of the shareholders of the Company and CentralGovernment wherever required

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanDate September 4 2017 Managing Director Wholetime DirectorPlace New Delhi DIN 07639422 DIN 07835068

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 21

Omansh Enterprises Limited Annual Report 2016-2017 22

lsquoAnnexure-IIrsquoForm No MGT-9

EXTRACT OF ANNUAL RETURNAs on the financial year ended on 31032017

[Pursuant to Section 92(3) of the Companies Act 2013 and rule 12(1)of the Companies (Management and Administration) Rules 2014]

I REGISTRATION AND OTHER DETAILS

i) CIN L21011DL1974PLC241646ii) Registration Date 20031974iii) Name of the Company OMANSH ENTERPRISES LIMITEDiv) Category Sub-Category of the Company Public Company Limited by Shares amp Having Share Capitalv) Address of the Registered office and contact details SHOP NO 37 QD BLOCK DDA MARKET

PITAMPURA NEW DELHI - 110034Email infoomanshenterprisescom

vi) Whether listed company Yesvii) Name and Address of Registrar amp Transfer Agents ( RTA )

Name of Registrar amp Transfer Agents Skyline Financial Services Private LimitedAddress D-153 A 1st Floor Okhla Industrial Area Phase-ITown City New DelhiState DelhiPin Code 110020Telephone +91-(0)11-6473 2681 6473 2682Fax Number +91-(0)11-2681 2682Email Address adminskylinertacom

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-SNo Name and Description of NIC Code of the to total turnover

main products services Product service of the company1 Whole sale of textiles and clothing 46411 9892

III PARTICULARS OF HOLDING SUBSIDIARY AND ASSOCIATE COMPANIES No of companies for which information is being filloed = NILSNo Name and Address of the Company CINGLN Holding of shares held Applicable Section

SubsidiaryAssociates

Not applicable

Omansh Enterprises Limited Annual Report 2016-2017 23

No of Shares held at the beginning of the year No of Shares held at the end of the year

C at eg o r y o f D e ma t P h y s i ca l T o t a l o f D e ma t P h y s i ca l T o t a l o f C h a n g eS h a r e h o ld er s Tot al S hares Tot al S hares d ur in g t he year

A Promoters(1) Indiana) IndividualHUF 3114500 0 3114500 1755 3114500 0 3114500 1755 000b) Central Govt 0 0 0 000 0 0 000 000 000c) State Govt (s) 0 0 0 000 0 0 000 000 000d) Bodies Corp 4532000 0 4532000 2553 4532000 0 4532000 2553 000e) Banks FI 0 0 0 000 0 0 000 000 000f) Any Otherhellip 0 0 0 000 0 0 000 000 000Sub-total (A) (1)- 7646500 0 7646500 4308 7646500 0 7646500 4308 000(2) Foreign 0 0 0 000 0 0 0 000 000a) NRIs - Individuals 0 0 0 000 0 0 0 000 000b) Other ndash Individuals 0 0 0 000 0 0 0 000 000c) Bodies Corp 0 0 0 000 0 0 0 000 000d) Banks FI 0 0 0 000 0 0 0 000 000e) Any Otherhellip 0 0 0 000 0 0 0 000 000Sub-total (A) (2)- 0 0 0 000 0 0 0 000 000Total shareholding of Promoter(A) = (A)(1)+(A)(2) 7646500 0 7646500 4308 7646500 0 7646500 4308 000B Public Shareholding 1 Insti tutions a) Mutual Funds 0 0 0 000 0 0 0 000 000b) Banks FI 0 0 0 000 0 0 0 000 000c) Central Govt 0 0 0 000 0 0 0 000 000d) State Govt(s) 0 0 0 000 0 0 0 000 000e) Venture Capital Funds 0 0 0 000 0 0 0 000 000f) Insurance Companies 0 0 0 000 0 0 0 000 000g) FIIs 0 0 0 000 0 0 0 000 000h) Foreign Venture Capital Funds 0 0 0 000 0 0 0 000 000i) Others (specify) 0 0 0 000 0 0 0 000 000Sub-total (B)(1)- 0 0 0 000 0 0 0 000 0002 Non-Institutions a) Bodies Corp i) Indian 3296183 25000 3321183 1871 2695355 25000 2720355 1533 -338ii) Overseas 0 0 0 000 0 0 0 000 000b) Individuals i) Individual shareholdersholding nominal share capitalupto Rs 1 lakh 1688546 410000 2098546 1182 718726 409050 1127776 635 -547ii) Individual shareholdersholding nominal sharecapital in excess of Rs 1 lakh ldquo 3745717 616000 4361717 2457 5227885 616000 5843885 3292 835c) Others (specify) 321054 1000 322054 181 410484 1000 411484 232 051Sub-total (B)(2)- 9051500 1052000 10103500 5692 9052450 1051050 10103500 5692 000Total Public Shareholding(B)=(B)(1)+(B)(2) 9051500 1052000 10103500 5692 9052450 1051050 10103500 5692 000C Shares held by Custodianfor GDRs amp ADRs 0 0 0 000 0 0 0 000 000Grand Total (A+B+C) 16698000 1052000 17750000 10000 16698950 1051050 17750000 10000 000

IV SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)A Category-wise Share Holding

Omansh Enterprises Limited Annual Report 2016-2017 24

B Shareholding of Promoters

S Shareholder rsquos Name No of of of shares No of of of shares changeNo Shares tota l pledged Shares tota l pledged in share

Shares encum- shares of encum- hold-of the bered to the bered to ing during

company tota lshares company tota lshares the year1 Mr Gaurav Mutreja 14500 008 000 14500 008 000 0002 Mr Chander Bhan 100000 056 000 100000 056 000 0003 Ms Atharva Professsional Consultants LLP 500000 282 000 500000 282 000 0004 Ms JK Lrsquoatelier Limited 2500000 1408 000 2500000 1408 000 0005 Mr Gaurav Bhatia 50000 028 000 50000 028 000 0006 Ms Gaurav Sukhija (HUF) 250000 141 000 250000 141 000 0007 Ms Komal Sukhi ja 250000 141 000 250000 141 000 0008 Ms Mukesh Sukhija (HUF) 50000 028 000 50000 028 000 0009 Ms Neelam Bhatia 600000 338 000 600000 338 000 00010 Ms Neelam Rani 100000 056 000 100000 056 000 00011 Mr Om Prakash Sukhi ja 700000 394 000 700000 394 000 00012 Ms Pooja Bhatia 150000 085 000 150000 085 000 00013 Ms Raj Kanta Sukhi ja 250000 141 000 250000 141 000 00014 Ms Rashmi Sukhi ja 550000 310 000 550000 310 000 00015 Ms Shi lpa Bhatia 50000 028 000 50000 028 000 00016 Ms Achyut Properties Private Limited 500000 282 000 500000 282 000 00017 Ms Ranji tgarh Finance Company PrivateLimited 1032000 581 000 1032000 581 000 000

Shareholding at the beginning of the year Shareholding at the end of the year

Omansh Enterprises Limited Annual Report 2016-2017 25

C Change in Promotersrsquo Shareholding

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company companySAME AS MENTIONED IN ldquoBrdquo ABOVE

Shareholding at the beginning of the year Shareholding at the end of the year

D Shareholding Pattern of top ten Shareholders (other than Directors Promoters and Holders ofGDRs and ADRs)

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 NAU NIDH FINANCE LIMITED BODY 2500000 1408 2500000 1408

CORPORATE2 KAMALJIT GHAI INDIVIDUAL 250000 141 250000 1413 BHALINDER GHAI INDIVIDUAL 250000 141 250000 1414 HARMEET GHAI INDIVIDUAL 250000 141 250000 1415 GEETA CHADHA INDIVIDUAL 250000 141 250000 1416 MANAN NARANG INDIVIDUAL 250000 141 500000 2827 RAJIV CHADHA INDIVIDUAL 250000 141 250000 1418 NAVEEN NARANG INDIVIDUAL 250000 141 500000 2829 SUMITRA NARANG INDIVIDUAL 250000 141 500000 28210 SATISH CHANDER NARANG INDIVIDUAL 250000 141 500000 282

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

Omansh Enterprises Limited Annual Report 2016-2017 26

E Shareholding of Directors and Key Managerial Personnel

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 Radhey Shayam Whole Time Director 500 000 500 0002 Gaurav Mutre ja Director 14500 008 14500 008

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

V INDEBTEDNESSParticulars Secured Loans Unsecured Deposi ts Total

excluding deposits Loans Indebtedness

VI REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL A Remuneration to Managing Director Whole-time Directors andor Manager

Gross Salary CommissionS Name of (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others Total CeilingNo MDWTD per provision perquisites in lieu of Option Equity profit as per

Manager contained us 17(2) salary the Actin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

NOT ANY

Indebtedness at the beginning of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

Change in Indebtedness during the financial yearAdditionReductionNet Change

Indebtedness at the end of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

NOT APPLICABLE

Omansh Enterprises Limited Annual Report 2016-2017 27

B Remuneration to other directors

Independent Directors Other Non-Executive DirectorS Name of Fee for Commission Others Total 1 Fee for Comm- Others Total Total Total Over-No Director attending attend- ission (2) (1+2) Mana- all

board ing gerial Ceilingcommittee board Remu- as permeetings commi- nerat- the Act

ttee ionmeet-ings

NOT ANY

C Remuneration to Key Managerial Personnel Other than MDManagerWTD

Gross Salary CommissionS Name of Key (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others TotalNo Managerial per provision perquisites in lieu of Option Equity profit

Personnel contained us 17(2) salaryin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

Not Any

Omansh Enterprises Limited Annual Report 2016-2017 28

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Manoj Ramesh Kumar Chauhan Seema KhanWhole Time Director Managing DirectorDIN 07835068 DIN 07639422

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

VII PENALTIES PUNISHMENT COMPOUNDING OF OFFENCES

Type Section of the Brief Detail of Authority [RDNCLT] Appeal made if anyCompanies Description Penalty Punishment Court] (give Details)

Act Compoundingfees imposed

A COMPANYPenaltyPunishment NOT ANYCompoundingB DIRECTORSPenaltyPunishment NOT ANYCompoundingC OTHER OFFICERS IN DEFAULTPenaltyPunishment NOT ANYCompounding

Omansh Enterprises Limited Annual Report 2016-2017 29

Annexure III

FORM NO MR-3SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED 31ST MARCH 2017[Pursuant to Section 204(1) of the Companies Act 2013 and Rule No9 of the

Companies (Appointment and Remuneration Personnel) Rules 2014]

ToThe MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034We have conducted the secretarial audit of the compliance of applicable statutoryprovisions and the adherence to good corporate practices by Omansh EnterprisesLimited (CIN L21011DL1974PLC241646) (hereinafter called ldquothe companyrdquo)Secretarial Audit was conducted in a manner that provided us a reasonable basisfor evaluating the corporate conductsstatutory compliances and expressing ouropinion thereonBased on our verification of Omansh Enterprises Limited books papers minutebooks forms and returns filed and other records maintained by the company andalso the information provided by the Company its officers agents and authorizedrepresentatives during the conduct of the Secretarial Audit we hereby report thatin our opinion the Company has during the audit period covering the financialyear ended on March 31 2017 complied with the statutory provisions listedhereunder and also that the Company has proper Board processes and compliancemechanism in place to the extent in the manner and subject to the reportingmade hereinafterWe have examined the books papers minute books forms and returns filedand other records maintained by Omansh Enterprises Limited for the financialyear ended on March 31 2017 according to the provisions of

1 The Companies Act 2013 (the Act) and the rules made thereunder2 The Securities Contracts (Regulation) Act 1956 (lsquoSCRArsquo) and the rules made

thereunder3 The Depositories Act 1996 and the Regulations and Bye-laws framed

thereunder4 Foreign Exchange Management Act 1999 and the rules and regulations made

thereunder to the extent of Foreign Direct Investment Overseas DirectInvestment and External Commercial Borrowings (During the period underreview the Company has not entered into any transaction requiring

Omansh Enterprises Limited Annual Report 2016-2017 30

compliances with the Foreign Exchange Management Act 1999 and therules and regulations made thereunder to the extent of Foreign DirectInvestment Overseas Direct Investment and External CommercialBorrowings)

5 The Securities and Exchange Board of India (Substantial Acquisition of Sharesand Takeovers) Regulations 2011

6 The Securities and Exchange Board of India (Prohibition of Insider Trading)Regulations 2015

7 The Securities and Exchange Board of India (Issue of Capital and DisclosureRequirements) Regulations 2009

8 The Securities and Exchange Board of India (Employee Stock Option Schemeand Employee Stock Purchase Scheme) Guidelines 1999 (During the periodunder review the Company has not entered into any transaction requiringcompliances with the Securities and Exchange Board of India (EmployeeStock Option Scheme and Employee Stock Purchase Scheme)Guidelines 1999)

9 The Securities and Exchange Board of India (Issue and Listing of DebtSecurities) Regulations 2008 (During the period under review theCompany has not entered into any transaction requiring complianceswith the Securities and Exchange Board of India (Issue and Listing ofDebt Securities) Regulations 2008)

10 The Securities and Exchange Board of India (Registrars to an Issue andShare Transfer Agents) Regulations 1993 regarding the Companies Act anddealing with client

11 The Securities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009)

12 The Securities and Exchange Board of India (Buyback of Securities)Regulations 1998 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Buyback of Securities)Regulations 1998)

OTHER APPLICABLE LAWS

With respect to the compliance system prevailing in the Company and onexamination of the relevant documents and records in pursuance thereof on testcheck basis the Company has complied with the following laws applicable to theCompany

Omansh Enterprises Limited Annual Report 2016-2017 31

1 Indian Contract Act 18722 Income Tax Act 1961 to the extent of Tax Deducted at Source under various

Section and TDS Returns filed3 Indirect Tax Laws relating to collections deductions wherever applicable

payments made and returns filedWe have also examined compliance with the applicable clauses of thefollowing

1 Secretarial Standards issued by The Institute of Company Secretaries of India2 The Listing Agreements entered into by the Company with BSE Ltd pursuant

to SEBI (Listing Obligation and Disclosure Requirement) Regulations 2015During the period under review the Company has complied with the provisions ofthe Act Rules Regulations Guidelines Standards etc mentioned aboveWe further report that

The Board of Directors of the Company is duly constituted with proper balance ofExecutive Directors Non-Executive Directors and Independent Directors Thechanges in the composition of the Board of Directors that took place during theperiod under review were carried out in compliance with the provisions of the ActAdequate notice is given to all directors to schedule the Board Meetings agendaand detailed notes on agenda were sent at least seven days in advance and asystem exists for seeking and obtaining further information and clarifications onthe agenda items before the meeting and for meaningful participation at themeetingMajority decision is carried unanimously however the dissenting membersrsquo viewsif any are captured and recorded as part of the minutesWe further report that there are adequate systems and processes in the companycommensurate with the size and operations of the company to monitor and ensurecompliance with applicable laws rules regulations and guidelinesWe further report that during the audit period

1 During the financial year ended March 31 2017 the Company has notappointed Company Secretary (CS) and Chief Financial Officer (CFO) on theBoard of the Company in compliance with Section 203 of the Companies Act2013 however the Company has appointed CS and CFO wef May 292017 and September 4 2017 respectively

2 The Company has not appointed an Internal Auditor in compliance withprovision of Section 138 of Companies Act 2013

3 There were instances of delay in filing the Forms as required to be filed withRegistrar of Companies Delhi and the Company has paid additional fees forthe same

Note This report is to be read with our letter of even date which annexed asAnnexure A and forms an integral part of this report

Omansh Enterprises Limited Annual Report 2016-2017 32

Annexure A to the Secretarial Audit Report

The MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034

1 We have not verified the correctness and appropriateness of financial recordsand Books of Accounts of the Company

2 Where ever required we have obtained the Management representation aboutthe compliance of laws rules and regulations and happening of events etc

3 The compliance of the provisions of Corporate and other applicable lawsrules regulations standards is the responsibility of management Ourexamination was limited to the verification of procedures on the random testbasis

4 We have followed the audit practices and processes as were appropriate toobtain reasonable assurance about the correctness of the contents of thesecretarial records The verification was done on the random test basis toensure that correct facts are reflected in secretarial records We believe thatthe processes and practices we followed provide a reasonable basis for ouropinion

5 The Secretarial Audit report is neither an assurance as to the future viabilityof the company nor of the efficacy or effectiveness with which the managementhas conducted the affairs of the Company

For Amit R Dadheech amp Associates

Amit R DadheechM No 22889 CP No 8952Mumbai September 4 2017

MANAGEMENT DISCUSSION AND ANALYSIS

Your Directors are pleased to present the Management Discussion and AnalysisReports for the year ended March 31 2017 as underbull Overview

The Indian textile industry is one the largest and oldest sectors in the country andamong the most important in the economy in terms of output investment andemployment The sector employs nearly 45 million people directly and it is one ofthe largest sources of employment generation in the country The textile industrycontributes to 10 of manufacturing production 2 of Indiarsquos GDP and to 13 ofthe countryrsquos export earnings With direct linkages to the rural economy and theagriculture sector it has been estimated that one of every six households in thecountry depends on this sector either directly or indirectly for its livelihoodbull Industry Structure

Raw material costs have been increasing globally coupled with a shortage ofskilled workers While a shift is taking place of textiles industries from China andBangladesh to India the industrial climate in India has also become adverse dueto regular increases in input costs Any further appreciation of the Rupee willadversely affect exports from India Though the spinning industry has faredsomewhat better those with a presence in weaving processing or even compositebusinesses are facing the heat due to increases in input cost without being ableto pass on such higher costs to customers as the market is simply unable toabsorb the samebull Opportunities and Threat

There is good scope for growth for the textile industry as Indiarsquos share in theglobal trade in textiles is weak compared to other countries The free tradeenvironment is a great opportunity for the Indian textile industry to increase itsshare in the global market Chinese exports are slowing down on account of variousfactors inclusive of increase in domestic demand and rising costs This is a goodopportunity of which our textile industry should make use but smaller countrieslike Bangladesh Sri Lanka Pakistan Turkey and Vietnam etc are becomingformidable challengersLack of uninterrupted power increased power costs higher transaction costshigh cost of labour is hindering the progress However we are making all outefforts to cope with all these challenges by continuous efforts at cost reductionprocess improvements diversification of products and improving productivity byimproving efficienciesbull Business operations

The Company is engaged in the business of Textile industry During the yearunder review the industry faced various challenges due to global and economicslowdown and increasing rates of interest rates But looking at the huge potentialin India for Textile the company is hopeful of reenter into this sector The growthin the sector is very good and Management expects better results in forth comingyearOmansh Enterprises Limited Annual Report 2016-2017 33

bull Outlook

In light of the new and vibrant management of the company and steady growth inthe operations of the company and looking at the huge demand for residential aswell as commercial space in Delhi the company is hopeful of its upwardperformance the future growth for the benefit of its stakeholders at largebull Internal control System

The company has an effective internal control environment which ensures thatoperation are managed efficiently and effectively assets are safeguardedregulatory are complied with and transactions are recorded after appropriateauthorization The Company has an adequate internal control systemcommensurate with the size of the company and the nature of its business whichensures that functioning of the Company is managed efficiently and effectivelyassets are safeguarded regulatory compliances are complied with and transactionsare recorded after appropriate authorizationbull Human relations

Human resources have always been most valuable assets for Omansh EnterprisesLimited During the year the company has once again gained the confidence of itsHuman Resource as well and company constantly seeks to attract and retain thebest available talent Human resources management incorporates a process drivenapproach that invest regularly in the extensive training programs The Companycontinued to enjoy healthy industrial relations during the yearbull Forward Looking and Cautionary Statements

Management Discussion and Analysis contains forward-looking statementsconcerning the Companyrsquos future plans strategies and performance Theseforward-looking statements are not historical facts rather they representassumptions and beliefs based on economic financial and competitive datacurrently available Furthermore they are subject to a number of risks anduncertainties that without limitation relate to economic conditions fiercecompetition in the information service industry customer demand tax rulesregulations and other factors Readers of this annual report are cautioned not toplace undue reliance on these forward-looking statements The Company thereforewishes to caution readers that actual results may differ materially

On behalf of Board of Directorsof Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanManaging Director Wholetime DirectorDIN 07639422 DIN 07835068

DateSeptember 4 2017Place New Delhi

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 34

Independent Auditorrsquos Report

To the Members of Omansh Enterprises Limited

Report on the Financial Statements

We have audited the accompanying standalone financial statements of OmanshEnterprises Limited (ldquothe Companyrdquo) which comprise the Balance Sheet as atMarch 31 2017 the Statement of Profit and Loss and Cash Flow Statement for theyear then ended and a summary of significant accounting policies and otherexplanatory information

Managementrsquos Responsibility for the Financial Statements

The Companyrsquos Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 (ldquothe Actrdquo) with respect to the preparation ofthese standalone financial statements that give a true and fair view of the financialposition financial performance and cash flows of the Company in accordancewith accounting principles generally accepted in India including the AccountingStandards specified under section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014 and the Companies (Accounting Standards) AmendmentRules 2016 This responsibility includes maintenance of adequate accountingrecords in accordance with the provisions of the Act for safeguarding of the assetsof the Company and for preventing and detecting frauds and other irregularitiesselection and application of appropriate accounting policies making judgmentsand estimates that are reasonable and prudent and the design implementationand maintenance of adequate internal financial control that were operatingeffectively for ensuring the accuracy and completeness of the accounting recordsrelevant to the preparation and presentation of the financial statements that givea true and fair view and are free from material misstatement whether due to fraudor error

Auditorrsquos Responsibility

Our responsibility is to express an opinion on these standalone financial statementsbased on our audit We have taken into account the provisions of the Act theaccounting and auditing standards and matters which are required to be includedin the audit report under the provisions of the Act and the Rules made thereunderWe conducted our audit in accordance with the Standards on Auditing issued bythe Institute of Chartered Accountants of India as specified under Section 143(10)of the Act Those Standards require that we comply with ethical requirements andplan and perform the audit to obtain reasonable assurance about whether thefinancial statements are free from material misstatement

An audit involves performing procedures to obtain audit evidence about theamounts and disclosures in the financial statements The procedures selecteddepend on the auditorrsquos judgment including the assessment of the risks of materialmisstatement of the financial statements whether due to fraud or error In making

Omansh Enterprises Limited Annual Report 2016-2017 35

those risk assessments the auditor considers internal financial control relevantto the Companyrsquos preparation of the financial statements that give a true and fairview in order to design audit procedures that are appropriate in the circumstancesAn audit also includes evaluating the appropriateness of accounting policies usedand the reasonableness of the accounting estimates made by the CompanyrsquosDirectors as well as evaluating the overall presentation of the financial statementsWe believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the standalone financial statements

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the standalone financial statements give the information required bythe Act in the manner so required and give a true and fair view in conformity withthe accounting principles generally accepted in India of the state of affairs of theCompany as at 31st March 2017 its profit and its cash flows for the year endedon that date

Report on Other Legal and Regulatory Requirements

1 As required by the Companies (Auditorrsquos report) Order 2016 (ldquothe Orderrdquo)issued by the Central Government of India in terms of sub-section (11) ofSection 143 of the Act we give in the Annexure 1 a statement on the mattersspecified 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 whichto the best of our knowledge and belief were necessary for the purposeof our audit

b) In our opinion proper books of account as required by law have beenkept by the Company so far as it appears from our examination of thosebooks

c) The Balance Sheet Statement of Profit and Loss and Cash FlowStatement dealt with by this Report are in agreement with the books ofaccount

d) In our opinion the aforesaid standalone financial statements comply withthe Accounting Standards specified under Section 133 of the Act readwith Rule 7 of the Companies (Accounts) Rules 2014 and the Companies(Accounting Standards) Amendment Rules 2016

e) On the basis of written representations received from the directors as on31st March 2017 and taken on record by the Board of Directors none ofthe directors is disqualified as on 31st March 2017 from being appointedas a director in terms of Section 164(2) of the Act

Omansh Enterprises Limited Annual Report 2016-2017 36

f) With respect to the adequacy of the internal financial controls overfinancial reporting of the Company and the operating effectiveness ofsuch controls refer to our separate Report in ldquoAnnexure 2rdquo to this report

g) With respect to the other matters to be included in the Auditorrsquos Reportin accordance with Rule 11 of the Companies (Audit and Auditors) Rules2014 in our opinion and to the best of our information and according tothe explanations given to us

i The Company does not have any pending litigations which wouldimpact its financial position

ii The Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeablelosses

iii There has not been an occasion in which the company during theyear under report to transfer any sum to the Investor Education andProtection Fund Hence the question of delay in transferring suchsum does not arise

iv The Company has provided requisite disclosures in Note No 27 tothese standalone financial statements as to the holding of SpecifiedBank Notes on November 8 2016 to December 30 2016 as well asdealings in Specified Bank Notes during the period from November8 2016 to December 30 2016 Based on our audit procedures andrelying on the management representation regarding the holdingand nature of cash transactions including Specified Bank Noteswe report that these disclosures are in accordance with the books ofaccounts maintained by the Company and as produced to us by theManagement

For Satyendra Mrinal amp AssociatesChartered Accountants

Firm Registration Number 017068N

SK JainPartner

Membership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 37

Annexure 1 referred to in paragraph 1 under the heading ldquoReport on OtherLegal and Regulatory Requirementsrdquo of our Report of even date

(i) (a) The Company has maintained proper records showing fullparticulars including quantitative details and situation of fixedassets

(b) All fixed assets have been physically verified by the managementat regular intervals as informed to us no material discrepancieswere noticed on such verification

(c) According to the information and explanations given by themanagement the Company has not acquired any immovableproperty during the year under audit no comments under thesub-clause are required

(ii) The Company does not have any inventory and accordingly therequirements under paragraph 3(ii) of the Order are not applicable to theCompany

(iii) According to the information and explanation given to us the Companyhas not granted any loans secured or unsecured to companies firmsLimited Liability Partnerships or other parties covered in the registermaintained under Section 189 of the Act and hence clause 3(iii)(a) (b)and (c) of the Order are not applicable to the Company and hence notcommented upon

(iv) In our opinion and according to the information and explanations givento us there are no loans investments guarantees and securities grantedin respect of which provisions of Section 185 and 186 of the Act areapplicable and hence not commented upon

(v) The Company has not accepted any deposits within the meaning ofSections 73 to 76 of the Act and the Companies (Acceptance of Deposits)Rules 2014 (as amended) Accordingly the provisions of clause 3(v) ofthe Order are not applicable

(vi) To the best of our knowledge and as explained the Central Governmenthas not specified the maintenance of cost records under Section 148(1)of the Act for the productsservices of the Company

(vii) (a) According to the information and explanations given to us andbased on the records of the company examined by us thecompany is regular in depositing the undisputed statutory duesincluding income-tax and other statutory dues as applicablewith the appropriate authorities in India

(b) According to the information and explanations given to us andbased on the records of the company examined by us thereare no dues of Income tax which have not been deposited onaccount of any disputes However the remaining taxes specifiedunder the said sub-clause are not applicable to the company

Omansh Enterprises Limited Annual Report 2016-2017 38

(viii) In our opinion and according to the information and explanations givenby the management the Company has not availed of any loans from anyfinancial institution bank or government and not issued any debentures

(ix) In our opinion and according to the information and explanations givenby the management the Company has not raised any money by way ofinitial public offer or further public offer (including debt instruments) andthe company has not raisedtaken any term loan

(x) Based upon the audit procedures performed for the purpose of reportingthe true and fair view of the financial statements and according to theinformation and explanations given by the management we report thatno fraud by the company or no fraud on the company by the officers andemployees of the Company has been noticed or reported during the year

(xi) According to the information and explanations given by the managementthe company has complied with the provisions of Section 197 read withSchedule V of the Companies Act 2013

(xii) In our opinion the Company is not a nidhi company Therefore theprovisions of clause 3(xii) of the order are not applicable to the Companyand hence not commented upon

(xiii) According to the information and explanations given by the managementthere were no transactions with the related parties during the year hencenot commented upon

(xiv) According to the information and explanations given to us and on anoverall examination of the Balance Sheet the Company has not madeany preferential allotment or private placement of shares or fully or partlyconvertible debentures during the year under review and hence reportingrequirements under clause 3(xiv) are not applicable to the Company andnot commented upon

(xv) According to the information and explanations given by the managementthe Company has not entered into any non-cash transactions with thedirectors or persons connected with him as referred to in Section 192 ofCompanies Act 2013

(xvi) According to the information and explanations given to us the provisionsof Section 45-IA of the Reserve Bank of India Act 1934 are not applicableto the Company

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 39

ANNEXURE 2 TO THE INDEPENDENT AUDITORrsquoS REPORT OF EVEN DATEON THE STANDALONE FINANCIAL STATEMENTS OF OMANSHENTERPRISES LIMITED

Report on the Internal Financial Controls under Clause (i) of Sub-section 3of Section 143 of the Companies Act 2013 (ldquothe Actrdquo)

To the Members of Omansh Enterprises Limited

We have audited the internal financial controls over financial reporting of OmanshEnterprises Limited (ldquothe Companyrdquo) as of 31st March 2017 in conjunction withour audit of the standalone financial statements of the Company for the year endedon that date

Managementrsquos Responsibility for Internal Financial Controls

The Companyrsquos Management is responsible for establishing and maintaininginternal financial controls based on the internal control over financial reportingcriteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial ControlsOver Financial Reporting issued by the Institute of Chartered Accountants of IndiaThese responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuringthe orderly and efficient conduct of its business including adherence to theCompanyrsquos policies the safeguarding of its assets the prevention and detectionof frauds and errors the accuracy and completeness of the accounting recordsand the timely preparation of reliable financial information as required under theCompanies Act 2013 (lsquothe Actrsquo)

Auditorrsquos Responsibility

Our responsibility is to express an opinion on the Companyrsquos internal financialcontrols over financial reporting based on our audit We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting (the ldquoGuidance Noterdquo) and the Standards on Auditing asspecified under section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls both applicable to an audit of Internal Financial Controlsand both issued by the Institute of Chartered Accountants of India ThoseStandards and the Guidance Note require that we comply with ethical requirementsand plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects

Our audit involves performing procedures to obtain audit evidence about theadequacy of the internal financial controls system over financial reporting andtheir operating effectiveness Our audit of internal financial controls over financialreporting included obtaining an understanding of internal financial controls overfinancial reporting assessing the risk that a material weakness exists and testing

Omansh Enterprises Limited Annual Report 2016-2017 40

and evaluating the design and operating effectiveness of internal control basedon the assessed risk The procedures selected depend on the auditorrsquos judgementincluding the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error

We believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the internal financial controls systemover financial reporting

Meaning of Internal Financial Controls Over Financial Reporting

A companyrsquos internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles A companyrsquos internal financialcontrol over financial reporting includes those policies and procedures that (1)pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company (2)provide reasonable assurance that transactions are recorded as necessary topermit preparation of financial statements in accordance with generally acceptedaccounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorisations of management and directorsof the company and (3) provide reasonable assurance regarding prevention ortimely detection of unauthorised acquisition use or disposition of the companyrsquosassets 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 financialreporting including the possibility of collusion or improper management overrideof controls material misstatements due to error or fraud may occur and not bedetected Also projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes inconditions or that the degree of compliance with the policies or procedures maydeteriorate

Omansh Enterprises Limited Annual Report 2016-2017 41

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at 31st March 2017 basedon the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls Over Financial Reporting issued bythe Institute of Chartered Accountants of India

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 42

Amount in Particulars Note As At As At

No 31032017 31032016

OMANSH ENTERPRISES LIMITEDRegd off SHOP NO QD-37 DDA MARKET PITAMPURA NEW DELHI-110034

BALANCE SHEET AS AT 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I EQUITY AND LIABILITIES(1) Shareholderrsquos Funds

(a) Share Capital 2 3550000000 3550000000(b) Reserves and Surplus 3 90954266 68038074(c) Money received against share warrants - 3640954266 - 3618038074

(2) Share application money pending allotment - -(3) Non-Current Liabilities

(a) Long-term borrowings - -(b) Deferred tax liabilities (Net) 121300 -(c) Other Long term liabilities - -(d) Long term provisions - 121300 - -

(4) Current Liabilities(a) Short-term borrowings - -(b) Trade payables 4 2658855175 2385034725(c) Other current liabilities 5 13400000 31328100(d) Short-term provisions - 2672255175 - 2416362825

Total 6313330741 6034400899II ASSETS(1) Non-current assets

(a) Fixed assets (i) Tangible assets 6 2888600 4902500 (ii) Intangible assets - - (iii) Capital work-in-progress - - (iv) Intangible assets under development - -(b) Non-current investments 7 801500000 801500000(c) Deferred tax assets (net) - 413300(d) Long term loans and advances 8 910000000 1232160100(e) Other non-current assets - 1714388600 - 2038975900

(2) Current assets(a) Current investments - -(b) Inventories - -(c) Trade receivables 9 4311808246 3931054446(d) Cash and cash equivalents 10 262853595 19436253(e) Short-term loans and advances 11 10054300 16482300(f) Other current assets 12 14226000 4598942141 28452000 3995424999

Total 6313330741 6034400899Significant Accounting PoliciesNotes on financial Statements 1-27

Omansh Enterprises Limited Annual Report 2016-2017 43

Amount in

Particulars Note 2016-17 2015-16No

OMANSH ENTERPRISES LIMITED

STATEMENT OF PROFIT amp LOSS FOR THE YEAR ENDED 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I Revenue from operations 20 1735111517 2138004325II Other Income 21 598242 165707300III Total Revenue I+II 1735709759 2303711625IV Expenses

Purchase of Stock-in-Trade (Net of Return) 1556101986 2019177290Changes in inventories of finished goods work-in-progress and Stock-in-Trade - -Employee benefit expense 22 38500000 92100000Financial costs 23 - 371112Depreciation and amortization expense 24 16239900 22358900Other expenses 25 91717081 130240960

IV Total Expenses 1702558967 2264248262V Profit before exceptional and extraordinary items and tax III-IV 33150792 39463363VI Exceptional Items - -VII Profit before extraordinary items and tax V-VI 33150792 39463363VIII Extraordinary Items - -IX Profit before tax VII-VIII 33150792 39463363X Tax expense

(1) Current tax 9700000 11638100(2) Deferred tax 534600 27512500

XI Profit(Loss) from the perid from continuing operations IX-X 22916192 312763XII Profit(Loss) from discontinuing operations - -XIII Tax expense of discounting operations - -XIV Profit(Loss) from Discontinuing operations XII-XIII - -XV Profit(Loss) for the period XI+XIV 22916192 312763XVI Earning per equity share 26

(1) Basic 001 000(2) Diluted 001 000

Omansh Enterprises Limited Annual Report 2016-2017 44

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2017(Amount in )

Particulars 2016-17 2015-16A Cash Flow from Operating Activities

Profit(Loss) before Taxation 331508 394634Adjustments for Depreciation 20139 81329Preliminary expenses 142260 142260Loss (Profit) on Sale of assets - -Finance cost - 3711Interest Income - -Operating Profit(Loss) before Working Capital Changes 493907 621934Adjustments for Trade and Other Receivables (3807538) 198975Inventories - -Loans and Advances 3285881 (4365027)Trade and Other Payables 2558924 859666Provisions - -Other current Assets - 6837Cash Generated from Operations 2531173 (2677615)Direct Tax Paid (97000) (116381)Net Cash generated from Operating Activities 2434173 (2793996)

B Cash Flow from Investing ActivitiesPurchase of Fixed Assets - -Sale of assets - -Investments - -Interest Income - -Net Cash used in Investing Activities - -

C Cash Flow from Financing ActivitiesProceeds of Borrowings - -Finance cost - (3711)Net Cash generated from in Financing Activities - (3711)Net Increase(Decrease) in Cash and Cash Equivalents (A+B+C) 2434173 (2797708)Cash and Cash Equivalents Opening 194362 2992070Cash and Cash Equivalents Closing 2628536 194362

Notes1 The above Cash Flow Statement has been prepared under the indirect method as set out in the Accounting Standard on Cash Flow Statement

(AS-3)2 Figures in Brackets indicate Cash Outflow3 Previous Year rsquos figures have been recast regrouped and restated where ever necessary

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 45

Notes Forming Part of Financial Statements

NOTE 1

A CORPORATE INFORMATION

The company is engaged in the business of trading in ClothClothingFabric in India the disclosure requirements of AccountingStandard-17 Segment Reporting are not applicable

B SIGNIFICANT ACCOUNTING POLICIES

I BASIS OF PREPARATION

The accompanying financial statements have been prepared andpresented as a going concern under historical cost convention onthe accrual basis of accounting unless otherwise stated inaccordance with the generally accepted accounting principles inIndia (Indian GAAP) and comply with the Accounting Standardsspecified under Section 133 of the Companies Act 2013 (The Act)read with paragraph 7 of the Companies (Accounts) Rules 2014and relevant provisions of the Companies Act 2013

The accounting policies have been consistently applied by theCompany and are consistent with those used in the previous year

All assets and liabilities have been classified as current or non-current as per the Companyrsquos normal operating cycle and othercriteria set out in the Schedule III of the Companies Act 2013Based on the nature of products and the time between theacquisition of assets for processing and their realisation in cashand cash equivalents the Company has ascertained its operatingcycle as up to twelve months for the purpose of currentnon-currentclassification of assets and liabilities

II USE OF ESTIMATES

The preparation of financial statements in conformity with IndianGAAP requires the management to make judgements estimatesand assumptions that affect the reported amounts of revenuesexpenses assets and liabilities and disclosure of contingentliabilities at the end of the reporting period Although these

Omansh Enterprises Limited Annual Report 2016-2017 46

estimates are based on the managementrsquos best knowledge ofcurrent events and actions uncertainty about these assumptionsand estimates could result in the outcomes requiring a materialadjustment to the carrying amounts of assets or liabilities in futureperiods

Significant estimates used by the management in the preparationof these financial statements include the useful life of fixed assetsand intangible assets and provisions for doubtful debtsadvancesDifference if any between the actual results and estimates arerecognized in the period in which the results are knownmaterialized

III FIXED ASSETS AND DEPRECIATION

Fixed assets are recorded at cost of acquisition and installationincluding freight duties levies less accumulated depreciation Costof acquisition includes rates taxes and any other directlyattributable cost for bringing the asset to its working condition forintended use

Depreciation on Tangible Fixed Assets is provided on Written DownValue method using the rates arrived at based on the useful livesas specified in the Schedule II of the Companies Act 2013 orestimated by the management The Company has used thefollowing useful life to provide depreciation on its fixed assets

Omansh Enterprises Limited Annual Report 2016-2017 47

(a) Assets where useful life is same as Schedule II

Assets Useful Life as Prescribedby Schedule II of theCompanies Act 2013

Factory Building 30 years

Plant amp Machinery (other thancontinuous process plant notcovered under specific industries) 15 years

Furniture amp Fittings 10 years

Motor Cycles scooters and other mopeds 10 years

Vehicles (Motor Cars) 8 years

Office Equipments 5 years

Computer printers amp data processing units 3 years

Electrical Installations 10 years

(b) Assets where useful life differ from Schedule II

Fixed Assets individually costing less than Rupees five thousandare fully depreciated in the year of purchase

(c) Depreciation

Depreciation on the Fixed Assets addeddisposed offdiscardedduring the year is provided on pro-rata basis with reference to thedate of additiondisposaldiscarding and in the case of capitalisationof any asset depreciation is charged from the date the same isreadyput to use to the Statement of Profit and Loss

IV INTANGIBLE ASSETS AND AMORTISATION

Intangible Assets are stated at acquisition cost net of accumulatedamortisation and accumulated impairment losses if any Intangibleassets are amortised on a straight-line basis over their estimateduseful lives

Omansh Enterprises Limited Annual Report 2016-2017 48

The Company amortises miscellaneous expenditure representingthe Companyrsquos formation expenses over a period of 5 yearsFurther the cost of Direct Listing of Equity Shares on BSE Limitedhas also been included in the same

V BORROWING COSTS

Borrowing Costs attributable to acquisition and construction ofqualifying assets are capitalised as a part of the cost of such assetsup to the date when such assets are ready for its intended useOther borrowing costs are charged to the Statement of Profit andLoss in the period in which they are incurred

VI FOREIGN CURRENCY TRANSACTIONS

The Company has not dealt with any foreign currency transactionduring the Financial Year

VII INVESTMENTS

Investments which are readily realisable and intended to be heldfor not more than one year from the date on which such investmentsare made are classified as current investments All otherinvestments are classified as long-term investments

Investments are recorded at cost on the date of purchase whichinclude acquisition charges such as brokerage stamp duty taxesetc Current Investments are stated at lower of cost and netrealisable value Long-term investments are stated at cost afterdeducting provisions made if any for other than temporarydiminution in the value

VIII REVENUE RECOGNITION

Revenue is recognised to the extent that it is probable that theeconomic benefits will flow to the Company and can be reliablymeasured

Revenue from sale of products is recognised when the significantrisks and rewards of ownership of the goods have passed to thebuyer Sale of goods are recorded net of trade discounts rebatesSales Tax Value Added Tax and gross of Excise Duty

Omansh Enterprises Limited Annual Report 2016-2017 49

Interest income is recognized on a time proportion basis takinginto account the amount outstanding and the rate applicable

Dividend income on investments is accounted for on receipt of thesame

All expenses and income to the extent considered payable andreceivable respectively unless specifically stated be otherwise areaccounted for on mercantile basis

IX RETIREMENT AND OTHER EMPLOYEE BENEFITS

(a) Provident Fund

Provision of Provident Fund is not applicable to theCompany

(b) Gratuity

No provision for gratuity has been made as there is noamount due towards Gratuity payable

(c) Compensated Leaves

Unutilized leave of staff lapses as at the year end and isnot encashable Accordingly no provision is made forcompensated Leaves

X TAXATION

Tax expense comprises of current and deferred tax

Current Tax

Provision for current tax is made after taking into considerationbenefits admissible under the provisions of the Income-tax Act1961 Minimum Alternative Tax (MAT) credit is recognized wherethere is convincing evidence that the same can be utilized in future

Current tax assets and current tax liabilities are offset when thereis a legally enforceable right to set off the recognized amounts andthere is an intention to settle the asset and the liability on a netbasis

Omansh Enterprises Limited Annual Report 2016-2017 50

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 8: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

9 Members seeking the information with regards to the proposed resolutionare requested to write to the Company at least one week in advance so as toenable the management to keep the information ready

10 Pursuant to the provision of Section 107 and 108 read with companies(Management and Administration) Rules 2014 the company is pleased tooffer the option of E-Voting facility to all the members of the company Forthis purpose the company has entered into an agreement with CentralDepository Services (India) Limited (CDSL) for facilitating E-voting Thecompany has appointed Amit R Dadheech amp Associates Practicing CompanySecretaries (Membership No 22889 Certificate of Practice No 8952) asScrutinizer for conducting the e-voting process in a fair and transparentmanner

4 Voting through electronic means

(i) In compliance with provisions of section 108 of the Act and Rule 20 ofThe Companies [Management and Administration] Rules 2014 andRegulation 44 of the SEBI (Listing Obligations amp DisclosureRequirements) Regulations 2015 the Company is providing e-votingfacility as an alternative mode of voting which will enable the membersto cast their votes electronicallyNecessary arrangements have been made by the Company with CentralDepository Services [India] Limited [CDSL] to facilitate e-voting Thedetailed process instructions and manner for availing e-Voting facility isannexed to the Notice as AnnexurendashB

(ii) Mr Amit R Dadheech Practicing Company Secretary [Membership NoA22889] has been appointed as the Scrutinizer to scrutinize the votingand remote e-voting process in a fair and transparent manner

(iii) Members who have cast their vote by remote e-voting prior to the meetingmay also attend the meeting but shall not be entitled to cast their voteagain

(iv) Members can opt for only one mode of voting ie either by e-voting orpoll paper In case Members cast their votes through both the modesvoting done by e-voting shall prevail and votes cast through Poll Papershall be treated as invalid

(v) The e-voting period commences on Monday 25th September 2017 [900am] and ends on Wednesday 27th September 2017 [500 pm] Duringthis period Members holding shares either in physical form or dematform as on 22nd September 2017 ie cut-off date may cast their voteelectronically The e-voting module shall be disabled for voting thereafterOnce the vote on a resolution is cast by the Member he she shall notbe allowed to change it subsequently or cast vote again

(vi) The voting rights of members shall be in proportion to their shares in thepaid up equity share capital of the Company as on cut-off date A person

Omansh Enterprises Limited Annual Report 2016-2017 5

whose name is recorded in the register of members or in the register ofbeneficial owners maintained by the depositories as on cut-off date onlyshall be entitled to avail facility of remote e-voting and poll process at thevenue of the meeting

(vii) Any person who acquires shares of the Company and becomes amember of the Company after dispatch of the Notice and holding sharesas on cut-off date may cast vote after following the instructions for e-voting as provided in the Notice convening the Meeting which is availableon the website of the Company and CDSL However if you are alreadyregistered with CDSL for remote e-voting then you can use your existingUser ID and password for casting vote

(viii)The Scrutinizer shall immediately after the conclusion of voting at themeeting would count the votes cast at the meeting thereafter unblockthe votes cast through remote e-voting in the presence of at least twowitnesses not in the employment of the Company and make not laterthan 48 hours from conclusion of the meeting a consolidated ScrutinizerrsquosReport of the total votes cast in favour or against to the Chairman whoshall countersign the same

(ix) The results declared along with the Scrutinizerrsquos Report shall be placedon the Companyrsquos website wwwomanshenterprisescom and on thewebsite of CDSL ie wwwevotingindiacom immediately after the resultis declared The Company shall simultaneously forward the results toBSE Limited [BSE] where the equity shares of the Company are listed

5 The route map giving the directions to the venue of the AGM is annexed tothe Notice as AnnexurendashC

6 REQUEST TO MEMBERS

(i) MembersProxies attending the meeting are requested to bring theirattendance slip along with their copy of Annual Report to the Meeting

(ii) Queries proposed to be raised at the Annual General Meeting may besent to the Company at its registered office at least seven days prior tothe date of AGM to enable the management to compile the relevantinformation to reply the same in the meeting

(iii) Members holding shares in demat form are requested to intimate allchanges pertaining to their bank details National Electronic ClearingService [NECS] Electronic Clearing Services [ECS] mandatesnominations power of attorneys change in address change of nameemail address contact numbers etc to their Depository Participant [DP]Changes intimated to the DP will then be automatically reflected in theCompanyrsquos records which will help the Company and the CompanyrsquosRegistrar and Transfer Agents to provide efficient and better servicesMembers holding shares in physical form are requested to intimate suchchanges to Registrar and Transfer Agents of the Company

Omansh Enterprises Limited Annual Report 2016-2017 6

(iv) In case of joint holders attending the Meeting only such joint holder whois higher in the order of names will be entitled to vote Members who holdshares in physical form in multiple folios in identical names or joint holdingin the same order of names are requested to send the share certificatesto Registrar for consolidation into a single folio

(v) The Securities and Exchange Board of India (SEBI) has mandated thesubmission of Permanent Account Number (PAN) by every participant insecurities market Members holding shares in electronic form aretherefore requested to submit their PAN to their Depository Participantswith whom they are maintaining their demat accounts Members holdingshares in physical form can submit their PAN details to the Company registrar and Share Transfer Agents

DETAILS OF DIRECTORS SEEKING APPOINTMENT RE-APPOINTMENTIN ANNUAL GENERAL MEETING FIXED FOR SEPTEMBER 28 2017

Sr No

1

2

3

4

5

Name of theDirector

Manoj Chauhan

Seema Khan

Reena Sharma

Fatima Matikub

Prit i PralhadSoni

Date of Birth

07101988

14011990

20121973

01051984

30061983

Date ofAppointment

29052017

09122016

07102015

04092017

04092017

Qualification

HSC

Cleared SSC

Graduate

BCom

HSC

Expertise in SpecificArea

Having vast knowledge infield of financing activitieshe is keenly engaged in thegrowth and development ofthe CompanyShe posses a r ichexperience in the businessof trading in textile

Experienced as Director ofCompany for about 2 years

Business of Beauty ampHealth product

Expertise in the field oftextile

List of otherPublic

Companies inwhich

directorship isheld

Nil

Nil

Nil

Nil

Nil

Omansh Enterprises Limited Annual Report 2016-2017 7

STATEMENT PURSUANT TO SECTION 102(1) OF THE COMPANIES ACT 2013

Item No 5 amp 6

As per the provisions of Section 149 of the Act which has come into force witheffect from April 1 2014 an Independent Director shall hold office for a term up tofive consecutive years on the Board of a company and is not liable to retire byrotationThe Nomination amp Remuneration Committee has recommended the appointmentof Mrs Fatima Makdum Matikub (DIN 07927573) and Mrs Priti Pralhad Soni(DIN 07927441) as Independent Director of the CompanyThe Company has obtained a declaration that they meet the criteria of IndependentDirector as provided under section 149(6) of the Act In the opinion of the Boardthe proposed directors has fulfilled the conditions specified in the Act and theRules framed there under for appointment as Independent Director and they areindependent of the management Notices as required under Section 160 of thecompanies act 2013 have been received from some members proposingcandidature of the said Independent Directors Upon the confirmation ofappointment of these individuals as independent Director by the members of theCompany the appointment shall be formalized by the issue of a letter ofappointment by the company to the said Independent DirectorsThe Board recommends the Resolution set out at Item No 4 amp 5 of this Notice forapproval of the Members as Ordinary ResolutionExcept of Mrs Fatima Makdum Matikub and Mrs Priti Pralhad Soni none of theDirectors or Key Managerial Personnel of the Company or their relatives isconcerned or interested in the proposed ResolutionItem No 7

Mr Manoj Chauhan was appointed as Whole Time Director wef May 29 2017He is been rendering valuable services to the Company and has been lookingafter the compliances of applicable laws and regulationsThe Board of Directors have appointed Mr Manoj Chauhan for a period of 3 (Three)year wef May 29 2017 Now this resolution is put before the shareholders ofthe Company for ratification of appointment of Mr Manoj Chauhan as Whole TimeDirector of the CompanyThe Board recommends the Resolution set out at Item No 6 in this Notice forapproval of the Members as Special ResolutionNone of the Directors of Key Management Personnel of the Company or theirrelatives is concerned or interested in the proposed ResolutionItem No 8

Mrs Seema Khan was appointed on the Board of the Company on December 92016 and has been rendering valuable services to the Company Considering therequirement of the Company the Board of Directors of the Company has decidedto appoint Mrs Seema Khan as a Managing Director for a period of three years

Omansh Enterprises Limited Annual Report 2016-2017 8

from December 9 2016 to December 8 2019 subject to the approval of theshareholder and Central Government if requiredMrs Seema Khan us under graduate and posses a rich experience in the businessof trading in textile from a decade Your Board is of the opinion that consideringthe experience of Mrs Seema Khan in the business market her appointment asManaging Director will be beneficial to the Company The terms and conditionsincluding the remuneration to be paid in the event of loss or inadequacy of profitin any financial year during the tenure of her appointment is mentioned in thedraft letter of appointment placed before the meeting approved by the Board ofDirectorsNomination amp Remuneration Committee at their meeting held onDecember 9 20161 Basic Salary

Presently the Company is not proposing to pay any remuneration to theManaging Director However the terms of the appointment and remunerationmay be revised at a later stage and with an authority to the Board to increasethe same from time to time in accordance with the limits specified in ScheduleV of the Companies Act 2013 as amended from time to time The annual orother increments will be merit based and will take into account the Companyrsquosperformance No other Allowance or Perquisites are being offered to theManaging Director for the time being

2 General

i The Managing Director shall perform her duties as such with regard toall the work of the Company and shall manage and attend to such businessand carry out the orders and directions given by the Board from time totime in all respects

ii The Managing Director shall act in accordance with the Articles ofAssociation of the Company and shall abide by the provisions containedin Section 166 of the Act with regard to duties of Directors

iii The Managing Director shall adhere to the Companyrsquos Code of Ethics ampConduct The Remuneration CommitteeBoard of Directors will determinethe amount of remuneration and increments payable every yeardepending on the performance of the Managing Director profitability ofthe Company and other relevant factors Mrs Seema Khan satisfy allthe conditions set out in Part-I of Schedule V to the Act as also conditionsset out under subsection (3) of Section 196 of the Act for being eligiblefor her appointment She is not disqualified from being appointed asDirector in terms of Section 164 of the Act Brief resume of Mrs SeemaKhan nature of her expertise in specific functional areas names ofcompanies in which he holds Directorships and Memberships Chairmanships of Board Committees her shareholding etc areseparately annexed hereto Notwithstanding anything to the contraryherein contained where in any financial year during the currency of tenureof aforesaid Director the Company has no profits or inadequate profits

Omansh Enterprises Limited Annual Report 2016-2017 9

the Company will pay remuneration by way of salary perquisites andallowances to the said Director subject to compliance with the applicableprovisions of Schedule V of the Companies Act 2013 and if necessarywith the approval of Central GovernmentThe copy of resolution passed by the Board of Directors of the Companyin its meeting held on December 9 2016 approving the aforesaid proposalalong with other documents is available for inspection by the membersat the registered office between 1100 AM to 100 PM on all working daystill the date of the Annual General MeetingMrs Seema Khan is interested in this resolution which pertains to herappointment as Managing Director of the Company Save and exceptthe above none of the other Directors or Key Managerial Personnel ofthe Company (including relatives of Directors and Key ManagerialPersonnel) are in any way concerned or interested financially orotherwise in this resolutionThe Board recommends the Special Resolution set out at Item No 8 ofthe Notice for approval by the members

By order of the BoardOmansh Enterprises Limited

Manoj ChauhanDate September 4 2017 Whole Time DirectorPlace Delhi DIN 07835068

Registered OfficeShop No Shop No 37 QD Block DDA MarketPitampura New Delhi - 110034

Omansh Enterprises Limited Annual Report 2016-2017 10

lsquoAnnexure -Crsquo

Omansh Enterprises Limited Annual Report 2016-2017 11

DIRECTORrsquoS REPORT

ToThe Members ofMs Omansh Enterprises LimitedYour Directors have pleasure in presenting the 43rd Directorrsquos Report of your Companytogether with the Audited Statement of Accounts and the Auditorsrsquo Report of yourcompany for the financial year ended 31st March 20171 FINANCIAL HIGHLIGHTS AND STATE OF COMPANYrsquoS AFFAIRS

(Amount in Rs)Particulars Current year Previous Year

Total Revenue 1735111517 2303711625Total Expenses 1702558967 2264248262Profit Before Tax 33150792 39463363Tax ExpensesCurrent Tax 9700000 11638100Deferred Tax 534600 27512500Profit(Loss) after Tax 22916192 312763Net Profit Transferred to Reserves 22916192 312763Earnings per share (Rs)Basic 001 000Diluted 001 000

(b) During the year your Company recorded Total Revenue of Rs 1735111517(previous year Rs 2303711625) The Company recorded a Net Profit of Rs22916192 during the financial year ended 31st March 2017 as compared to aNet Profit of Rs 312763 in the previous year

(c) Transfer To Reserves In Terms Of Section 134 (3) (j) Of The Companies Act2013

No amount was transferred to reserves during the financial year ended 31st March2017

(d) Dividend

Your Directors do not recommend any dividend for the year ended 31st March2017

(e) Material Changes and Commitments

There are no material changes from the end of Financial Year till the date of thisreport

2 PUBLIC DEPOSITS

During the year under report your Company did not accept any deposits from thepublic in terms of the provisions of Chapter V of the Companies Act 2013

3 DIRECTORS AND KEY MANAGERIAL PERSONNEL

(a) Changes in Directors and Key Managerial Personnel during the year

On recommendation of Nomination and Remuneration Committee Mr Manoj

Omansh Enterprises Limited Annual Report 2016-2017 12

Chauhan was appointed as the Whole Time Director wef 29th May 2017 andMs Seema Khan (DIN 07639422) had also been appointed as the ManagingDirector of the Company for a period of three years wef 9th December 2016And after her appointment Ms Reena Sharma (DIN06883803) stepped downfrom post of the Managing DirectorMr Gaurav Mutreja resigned as the Director of the Company wef 29th May 2017and Mr Vidya Sagar Bhatia resigned from Directorship of the Company on 29th

June 2017 Further Mr Radhey Shayam resigned from the Directorship of theCompany on 4th September 2017Mrs Fatima Makdum Matikub and Mrs Preeti Pralhad Soni were appointed asthe Additional Directors on the Board of the Company only on 4th September 2017in the Category of the Independent Director and your directors recommend theirappointment in the forthcoming AGMIn accordance with the provisions of Section 167(1)(b) of Companies Act 2013Mr Divesh Kumar Bajaj vacated his office of Independent wef 11th August 2017as he had not attended any Board Meeting since 12th August 2016Mr Praveen Kumar had also resigned from the position of Company Secretaryand CFO of the Company wef 24th May 2016 and Mr Remo John was appointedas the Company Secretary and Compliance Officer wef 29th May 2017

(b) Retirement by rotation

In accordance with the provisions of Section 152(6) of the Act and the Articles ofAssociation of the Company Mrs Reena Sharma (DIN06883803) and Mrs SeemaKhan (DIN07639422) will retire by rotation at the ensuing Annual General Meeting(lsquoAGMrsquo) of the Company and being eligible offers themselves for re-appointmentYour Board has recommended their re-appointment

(c) Declaration of Independence by the Independent Directors

The Independent Directors of your Company have confirmed that they meet withthe criteria of Independence as prescribed under Section 149(6) of the Act readwith Rule 5 of the Companies (Appointment and Qualification of Directors) Rules2014Framework for Familiarization Programme for the Independent Directors and thedetails of Familiarization Programme imparted to Independent Directors is madeavailable on the website of the Company

(d) Attributes qualifications and appointment of Directors

The Nomination and Remuneration Committee has adopted the attributes andqualifications as provided in Section 149(6) of the Act and Rule 5 of the Companies(Appointment and Qualification of Directors) Rules 2014 in respect of IndependentDirectors The Committee has also adopted the same attributes and qualificationsto the extent applicable in respect of Non-Independent DirectorsAll the Non-Executive Directors of the Company fulfil the fit and proper criteria forappointment as Directors Further all Directors of the Company other thanIndependent Directors are liable to retire by rotation One-third of the Directorswho are liable to retire by rotation retire every year and are eligible for re-election

Omansh Enterprises Limited Annual Report 2016-2017 13

(e) Remuneration Policy

The Board on the recommendation of the Nomination and RemunerationCommittee approved the Remuneration Policy for the Directors Key ManagerialPersonnel and other employees of the Company a copy of which is enclosed asAnnexure I to this Report

(f) Board Evaluation

The Board carried out annual performance evaluation of its own performance andthat of the individual Directors as also functioning of the Board Committees asrequired in terms of Section 134(3)(p) of the Act The performance evaluation ofthe Board and individual Directors was based on criteria approved by theNomination and Remuneration Committee The Directors expressed theirsatisfaction with the overall evaluation process

4 NUMBER OF BOARD MEETINGS

During the year ended 31st March 2017 5 (Five) meetings of the Board were heldon 11th May 2016 12th August 2016 11th November 2016 9th December 2016 and11th February 2017

5 BOARD COMMITTEES

Presently the Company has three Board Committees with the following members

Audit Committee Ms Fatima Makdum Matikub ChairpersonMr Manoj Chauhan MemberMs Priti Pralhad Soni Member

Nomination and Ms Priti Pralhad Soni ChairpersonRemuneration Committee Mr Manoj Chauhan Member

Ms Fatima Makdum Matikub MemberStakeholders Relationship Committee Mr Manoj Chauhan Chairman

Ms Fatima Makdum Matikub MemberMs Priti Pralhad Soni Member

6 DIRECTORSrsquo RESPONSIBILITY STATEMENT

As required under Section 134(5) of the Act your Directors confirm having -i) followed in the preparation of the Annual Accounts the applicable

Accounting Standards with proper explanation relating to materialdepartures if any

ii) selected such accounting policies and applied them consistently andmade judgments and estimates that are reasonable and prudent so asto give a true and fair view of the state of affairs of the Company at theend of the financial year and of the profit of the Company for that period

iii) taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of the Act forsafeguarding the assets of your Company and for preventing anddetecting fraud and other irregularities

Omansh Enterprises Limited Annual Report 2016-2017 14

iv) prepared the Annual Accounts on a going concern basis andv) proper systems have been devised to ensure compliance with the

provisions of all applicable laws and such systems are adequate andoperating effectively

vi) having laid down the internal financial controls to be followed by theCompany and such internal financial controls are adequate and operatingeffectively

7 SUBSIDIARIES ASSOCIATES AND JOINT VENTURES

The Company does not have any subsidiary associate or joint venture8 LISTING INFORMATION

The Equity Shares of the Company are presently listed only at BSE Ltd Thelisting fee for the Financial Year 2017-18 is paid

9 DEMATERIALIZATION OF SHARES

The securities of the Company are admitted with NSDL and CDSL the ISINallotted to the Company is INE378P01028

10 REPORT ON CORPORATE GOVERNANCE

In terms of Regulation 15(2) of SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 the provision of Regulation 27 of the SEBI(Listing Obligations and Disclosure Requirements) Regulations 2015 are notapplicable to the Company since the paid up capital of the Company is belowRs 10 crores and also the net worth of the Company is below Rs 25 CroresThus the Company is not required to attach the Corporate Governance reportwith the Report of the Board of Directors

11 CORPORATE SOCIAL RESPONSIBILITY

During the financial year 2016-17 the Net Worth of the Company was Rs3640954266 Turnover of the Company was Rs 1735111517 and Netprofit of the Company was Rs 22916100 therefore provisions of Section135(1) of the Companies Act 2013 are not applicable

12 PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES

The Company provides a gender friendly workplace during the year underreview there were no cases filed pursuant to Sexual Harassment of Womenat Workplace (Prevention Prohibition and Redressal) Act 2013None of the employees of your Company is covered under the provisions ofRule 5(2) of the Companies (Appointment and Remuneration of ManagerialPersonnel) Rules 2014

13 RISK MANAGEMENT

The Board has approved the Risk Management Policy of the Company TheCompanyrsquos risk management framework is designed to address risks intrinsicto operations financials and compliances arising out of the overall strategy

Omansh Enterprises Limited Annual Report 2016-2017 15

of the Company The Company manages monitors and reports on the principalrisks and uncertainties that can impact its ability to achieve it objectives Theresponsibility for management of risks vests with the Managers officersresponsible for the day-to-day conduct of the affairs of the Company Riskfocused audits are carried out periodically by the Internal Auditors whichlead to identification of areas where risk management processes need to bestrengthened Annual update is provided to the Board on the effectiveness ofthe Companyrsquos risk management systems and policies

14 INTERNAL FINANCIAL CONTROLS amp INTERNAL AUDIT

The Company has adequate internal financial controls with respect to thefinancial statements commensurate with the size and scale of the operationsof the Company During the year such controls were tested and no reportablematerial weakness in operation has been observed Internal audit of theCompany has been carried out during the year The Audit Committee reviewsthe internal audit findings provides guidance on internal controls and ensuresthat the internal audit recommendations are implemented

15 PARTICULARS OF LOANS GUARANTEES AND INVESTMENTS

Particulars of loans given investments made guarantees given and securitiesprovided along with the purpose for which the loan or guarantee or security isproposed to be utilized by the recipient are provided in the FinancialStatements

16 RELATED PARTY TRANSACTIONS

During the year ended on 31st March 2017 the Company has not entered intoany contract arrangement transaction with related parties which could beconsidered as material in accordance with the policy of the Company onmateriality of related party transactionsThe Policy on materiality of related party transactions and dealing with relateddealing with related party transactions as approved by the Board is availableon the website of the Company at weblink httpwwwomanshenterprisescomwp-contentuploads201508Policy-on-materiality-of-Related-Party-Transactions-and-on-dealing-with-Related-Party-Transactionspdf

17 SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS COURTS TRIBUNALS

During the year under review no significant or material orders were passedby the Regulators Courts Tribunals which would impact the going concernstatus of the Company and its future operations

18 EXTRACT OF ANNUAL RETURN

The details forming part of the extract of the Annual Return in Form MGT-9are provided under Annexure II to this Report

Omansh Enterprises Limited Annual Report 2016-2017 16

19 AUDITORS AND AUDIT REPORT

Ms Satyendra Mrinal amp Associates Chartered Accountants who are thestatutory auditors of the Company hold office till the conclusion of theforthcoming AGM Since their term is expiring at the forthcoming AGM thuspursuant to the provisions of section 139 of the Companies Act 2013 and theRules framed thereunder it is proposed to appoint Ms Rajeev Singh amp CoChartered Accountants as the Statutory Auditors of the Company who havegiven their consent for the same from the conclusion of the 43rd AGM till theconclusion of the 48th AGM of the Company to be held in the year 2022 subjectto ratification of their appointment at every AGM to be held after this AGMThe comments made by the Auditorsrsquo in their Report are self explanatory anddo not call for any further comments The Auditorsrsquo Report does not containany qualification reservation or adverse remark

20 CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION FOREIGNEXCHANGE EARNINGS AND OUTGO

CONSERVATION OF ENERGY

Steps taken on conservation of energy and impact thereof Efforts to conserveelectricity by operating only necessary lights fittings and fixtures were madeduring the financial year 2016-17Steps taken by the company for utilizing alternate sources of energy NILCapital investment on energy conservation equipment NILTECHNOLOGY ABSORPTION

(I) Efforts in brief made towards technology absorption and benefits derivedas a result of the above efforts eg product improvement cost reductionproduct development import substitution etc Nil

(II) In case of imported technology (imported during the last 3 years reckonedfrom the beginning of the financial year) following information may befurnishedA) Details of technology imported - NILB) Year of import ndashNILC) Whether the technology been fully absorbed - NILD) If not fully absorbed areas where absorption has not taken place

and the reasons therefore ndash NILIII) Expenditure incurred on research and development ndash NILFOREIGN EXCHANGE EARNINGS AND OUTGO

There were no foreign exchange earnings or foreign exchange outflow duringthe year

Omansh Enterprises Limited Annual Report 2016-2017 17

21 SECRETARIAL AUDITOR amp SECRETARIAL AUDIT REPORT

In terms of Section 204 of the Companies Act 2013 the Company hasappointed Ms Amit R Dadheech amp Associates Practicing CompanySecretaries as the Secretarial Auditor of the Company for the financial year2016-17 The Secretarial Audit Report given by Ms Amit R Dadheech ampAssociates Practicing Company Secretary is provided under Annexure III tothis ReportThe comments made by the Secretarial Auditor are self explanatory and donot require and further comments The Secretarial Audit Report does notcontain any qualification reservation or adverse remark

22 ESTABLISHMENT OF VIGIL MACHENISM

The Vigil Mechanism Policy of the Company is formulated in terms of section177 (9) of the Companies Act 2013 read with the provisions of the ListingAgreement with the Stock Exchange(s) and thereby also incorporates WhistleBlower Policy That as per the said policy protected disclosures can be madeby the whistle blower to the dedicated e-mail telephone line letter to Chairmanof Audit CommitteeThe Policy on Vigil Mechanism and Whistle Blower Policy as approved by theBoard is available on the website of the Company at web-link httpwwwomanshenterprisescomwp-contentuploads201508Vigil-Mechanism-and-Whistle-Blower-Policypdf

23 ACKNOWLEDGEMENT

Your directors would like to express their sincere appreciation for theassistance and corporation received from the financial institutions banksGovernment authorities customers vendors and members during the yearunder review Your directors also wish to place on record their deep sense ofappreciation for the committed services by the Companyrsquos executives staffand workers

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanDate September 4 2017 Managing Director Wholetime DirectorPlace New Delhi DIN 07639422 DIN 07835068

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 18

Annexure-INOMINATION amp REMUNERATION POLICY

(DIRECTORS KMP amp SENIOR MANAGEMENT)

INTRODUCTION

In pursuance of the Companyrsquos philosophy to consider its employees as itsinvaluable assets to pay equitable remuneration to all Directors Key ManagerialPersonnel (KMP) and employees of the Company to harmonize the aspirationsof human resources consistent with the goals of the Company and in terms of theprovisions of the Companies Act 2013 this policy on nomination and remunerationof Directors Key Managerial Personnel and Senior Management has beenformulated by the Nomination amp Remuneration Committee and approved by theBoard of DirectorsOBJECTIVE

The objective and purpose of the Policy are as given below1 To lay down criteria and terms and conditions with regard to identifying persons

who are qualified to become Directors (Executive and Non-Executive) andpersons who may be appointed in Senior Management and Key Managerialpositions and to determine their remuneration

2 To carry out evaluation of the performance of Directors as well as KeyManagerial and Senior Management Personnel

3 To provide them reward linked directly to their effort performance dedicationand achievement of Organizationrsquos goals as entrusted on them

4 To retain motivate and promote talent and to ensure long term retention oftalented managerial persons and create competitive advantage In the contextof the aforesaid objectives the following policy has been framed andrecommended by the Nomination amp Remuneration Committee and adoptedby the Board of Directors

PART ndash A

POLICY FOR APPOINTMENT AND REMOVAL OF DIRECTOR KMP AND SENIORMANAGEMENTAPPOINTMENT

1 The candidate for a position at Director KMP or Senior Management level ismet by the Managing Director in consultation with the other Directors Theinterview is targeted at assessing the candidate on his her functional ampleadership capabilities and cultural fitment to the organization

2 The MD assesses the shortlisted candidates3 The selected candidatersquos details and the proposed compensation is shared

with the Nomination amp Remuneration Committee for their review andsuggestions The same is shared with the Board at the next board meeting

Omansh Enterprises Limited Annual Report 2016-2017 19

TERM TENURE

The tenure for Directors shall be governed by the terms defined in the CompaniesAct 2013 However the tenure for other KMP and Senior Management Personnelwill be governed by Terms of Appointment in accordance with the RecruitmentPolicy of the CompanyEVALUATION

The performance of the KMP and Senior Management Personnel is evaluated atregular intervals (half yearly yearly) by the Managing Director The performanceevaluation of Independent Directors shall be done by the Board excluding theDirector being evaluated basis the contributions made to the Board deliberationson various matters including business strategy financial strategy operations costand risk management etc and suggestions given in this regardREMOVAL

Due to reasons for any disqualification mentioned in the Companies Act 2013rules made thereunder or under any other applicable Act rules and regulationsthe Managing Director may recommend to the Committee and the Board withreasons recorded in writing removal of a Director subject to the provisions andcompliance of the said Act rules and regulationsFor other KMP or Senior Management Personnel the removal will be governedby the Terms of Appointment in accordance with the Recruitment Policy of theCompany and the subsequent approval of the Managing DirectorRETIREMENT

The Director KMP and Senior Management Personnel shall retire as per theapplicable provisions of the Companies Act 2013 and the prevailing policy of theCompany The Managing Director will have the discretion to retain the DirectorKMP Senior Management Personnel in the same position remuneration orotherwise even after attaining the retirement age for the benefit of the Company

PART ndash B

POLICY RELATING TO EVALUATION AND REMUNERATION OF THE KMP ANDSENIOR MANAGEMENT PERSONNELEVALUATION PROCESS

The three Point Rating scale for performance review of Executive Director KMPand Senior Management is to be followed1 Rating on Basic Job Responsibilities indicating whether the basic job

responsibilities have been met during the year2 Rating on Goals Annual rating on each goal on a five-point scale Weighted

average of the ratings is calculated to arrive at a lsquoWeighted Goal Scorersquo3 Rating on Capabilities Factors The qualitative aspects of the performance is

assessed using the Capabilities Factors by the supervisor on a five-pointscale

Omansh Enterprises Limited Annual Report 2016-2017 20

Based on a holistic view of the Three Point Rating the supervisor provides anoverall Rating This rating is reviewed by the Managing Director along with theimmediate reporting officer who does a Qualitative review of the performancebased on the efforts put in by the employee results achieved and impact of theexternal and internal factors to arrive at a lsquoFinal Annual RatingrsquoThe revision in the total remuneration is directly linked to the lsquoFinal Annual Ratingrsquofor all employees1 The remuneration compensation commission etc to the KMP and Senior

Management Personnel will be determined by the Managing Director inconsultation with other Directors (except the Independent Directors) inaccordance with the Recruitment Policy of the Company which is based uponthe Final Annual Rating employee potential and market benchmarkcompensation The revised remuneration is shared with the Nomination ampRemuneration Committee for review

2 The remuneration compensation commission etc shall be subject to theprior post approval of the shareholders of the Company and CentralGovernment wherever required

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanDate September 4 2017 Managing Director Wholetime DirectorPlace New Delhi DIN 07639422 DIN 07835068

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 21

Omansh Enterprises Limited Annual Report 2016-2017 22

lsquoAnnexure-IIrsquoForm No MGT-9

EXTRACT OF ANNUAL RETURNAs on the financial year ended on 31032017

[Pursuant to Section 92(3) of the Companies Act 2013 and rule 12(1)of the Companies (Management and Administration) Rules 2014]

I REGISTRATION AND OTHER DETAILS

i) CIN L21011DL1974PLC241646ii) Registration Date 20031974iii) Name of the Company OMANSH ENTERPRISES LIMITEDiv) Category Sub-Category of the Company Public Company Limited by Shares amp Having Share Capitalv) Address of the Registered office and contact details SHOP NO 37 QD BLOCK DDA MARKET

PITAMPURA NEW DELHI - 110034Email infoomanshenterprisescom

vi) Whether listed company Yesvii) Name and Address of Registrar amp Transfer Agents ( RTA )

Name of Registrar amp Transfer Agents Skyline Financial Services Private LimitedAddress D-153 A 1st Floor Okhla Industrial Area Phase-ITown City New DelhiState DelhiPin Code 110020Telephone +91-(0)11-6473 2681 6473 2682Fax Number +91-(0)11-2681 2682Email Address adminskylinertacom

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-SNo Name and Description of NIC Code of the to total turnover

main products services Product service of the company1 Whole sale of textiles and clothing 46411 9892

III PARTICULARS OF HOLDING SUBSIDIARY AND ASSOCIATE COMPANIES No of companies for which information is being filloed = NILSNo Name and Address of the Company CINGLN Holding of shares held Applicable Section

SubsidiaryAssociates

Not applicable

Omansh Enterprises Limited Annual Report 2016-2017 23

No of Shares held at the beginning of the year No of Shares held at the end of the year

C at eg o r y o f D e ma t P h y s i ca l T o t a l o f D e ma t P h y s i ca l T o t a l o f C h a n g eS h a r e h o ld er s Tot al S hares Tot al S hares d ur in g t he year

A Promoters(1) Indiana) IndividualHUF 3114500 0 3114500 1755 3114500 0 3114500 1755 000b) Central Govt 0 0 0 000 0 0 000 000 000c) State Govt (s) 0 0 0 000 0 0 000 000 000d) Bodies Corp 4532000 0 4532000 2553 4532000 0 4532000 2553 000e) Banks FI 0 0 0 000 0 0 000 000 000f) Any Otherhellip 0 0 0 000 0 0 000 000 000Sub-total (A) (1)- 7646500 0 7646500 4308 7646500 0 7646500 4308 000(2) Foreign 0 0 0 000 0 0 0 000 000a) NRIs - Individuals 0 0 0 000 0 0 0 000 000b) Other ndash Individuals 0 0 0 000 0 0 0 000 000c) Bodies Corp 0 0 0 000 0 0 0 000 000d) Banks FI 0 0 0 000 0 0 0 000 000e) Any Otherhellip 0 0 0 000 0 0 0 000 000Sub-total (A) (2)- 0 0 0 000 0 0 0 000 000Total shareholding of Promoter(A) = (A)(1)+(A)(2) 7646500 0 7646500 4308 7646500 0 7646500 4308 000B Public Shareholding 1 Insti tutions a) Mutual Funds 0 0 0 000 0 0 0 000 000b) Banks FI 0 0 0 000 0 0 0 000 000c) Central Govt 0 0 0 000 0 0 0 000 000d) State Govt(s) 0 0 0 000 0 0 0 000 000e) Venture Capital Funds 0 0 0 000 0 0 0 000 000f) Insurance Companies 0 0 0 000 0 0 0 000 000g) FIIs 0 0 0 000 0 0 0 000 000h) Foreign Venture Capital Funds 0 0 0 000 0 0 0 000 000i) Others (specify) 0 0 0 000 0 0 0 000 000Sub-total (B)(1)- 0 0 0 000 0 0 0 000 0002 Non-Institutions a) Bodies Corp i) Indian 3296183 25000 3321183 1871 2695355 25000 2720355 1533 -338ii) Overseas 0 0 0 000 0 0 0 000 000b) Individuals i) Individual shareholdersholding nominal share capitalupto Rs 1 lakh 1688546 410000 2098546 1182 718726 409050 1127776 635 -547ii) Individual shareholdersholding nominal sharecapital in excess of Rs 1 lakh ldquo 3745717 616000 4361717 2457 5227885 616000 5843885 3292 835c) Others (specify) 321054 1000 322054 181 410484 1000 411484 232 051Sub-total (B)(2)- 9051500 1052000 10103500 5692 9052450 1051050 10103500 5692 000Total Public Shareholding(B)=(B)(1)+(B)(2) 9051500 1052000 10103500 5692 9052450 1051050 10103500 5692 000C Shares held by Custodianfor GDRs amp ADRs 0 0 0 000 0 0 0 000 000Grand Total (A+B+C) 16698000 1052000 17750000 10000 16698950 1051050 17750000 10000 000

IV SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)A Category-wise Share Holding

Omansh Enterprises Limited Annual Report 2016-2017 24

B Shareholding of Promoters

S Shareholder rsquos Name No of of of shares No of of of shares changeNo Shares tota l pledged Shares tota l pledged in share

Shares encum- shares of encum- hold-of the bered to the bered to ing during

company tota lshares company tota lshares the year1 Mr Gaurav Mutreja 14500 008 000 14500 008 000 0002 Mr Chander Bhan 100000 056 000 100000 056 000 0003 Ms Atharva Professsional Consultants LLP 500000 282 000 500000 282 000 0004 Ms JK Lrsquoatelier Limited 2500000 1408 000 2500000 1408 000 0005 Mr Gaurav Bhatia 50000 028 000 50000 028 000 0006 Ms Gaurav Sukhija (HUF) 250000 141 000 250000 141 000 0007 Ms Komal Sukhi ja 250000 141 000 250000 141 000 0008 Ms Mukesh Sukhija (HUF) 50000 028 000 50000 028 000 0009 Ms Neelam Bhatia 600000 338 000 600000 338 000 00010 Ms Neelam Rani 100000 056 000 100000 056 000 00011 Mr Om Prakash Sukhi ja 700000 394 000 700000 394 000 00012 Ms Pooja Bhatia 150000 085 000 150000 085 000 00013 Ms Raj Kanta Sukhi ja 250000 141 000 250000 141 000 00014 Ms Rashmi Sukhi ja 550000 310 000 550000 310 000 00015 Ms Shi lpa Bhatia 50000 028 000 50000 028 000 00016 Ms Achyut Properties Private Limited 500000 282 000 500000 282 000 00017 Ms Ranji tgarh Finance Company PrivateLimited 1032000 581 000 1032000 581 000 000

Shareholding at the beginning of the year Shareholding at the end of the year

Omansh Enterprises Limited Annual Report 2016-2017 25

C Change in Promotersrsquo Shareholding

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company companySAME AS MENTIONED IN ldquoBrdquo ABOVE

Shareholding at the beginning of the year Shareholding at the end of the year

D Shareholding Pattern of top ten Shareholders (other than Directors Promoters and Holders ofGDRs and ADRs)

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 NAU NIDH FINANCE LIMITED BODY 2500000 1408 2500000 1408

CORPORATE2 KAMALJIT GHAI INDIVIDUAL 250000 141 250000 1413 BHALINDER GHAI INDIVIDUAL 250000 141 250000 1414 HARMEET GHAI INDIVIDUAL 250000 141 250000 1415 GEETA CHADHA INDIVIDUAL 250000 141 250000 1416 MANAN NARANG INDIVIDUAL 250000 141 500000 2827 RAJIV CHADHA INDIVIDUAL 250000 141 250000 1418 NAVEEN NARANG INDIVIDUAL 250000 141 500000 2829 SUMITRA NARANG INDIVIDUAL 250000 141 500000 28210 SATISH CHANDER NARANG INDIVIDUAL 250000 141 500000 282

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

Omansh Enterprises Limited Annual Report 2016-2017 26

E Shareholding of Directors and Key Managerial Personnel

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 Radhey Shayam Whole Time Director 500 000 500 0002 Gaurav Mutre ja Director 14500 008 14500 008

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

V INDEBTEDNESSParticulars Secured Loans Unsecured Deposi ts Total

excluding deposits Loans Indebtedness

VI REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL A Remuneration to Managing Director Whole-time Directors andor Manager

Gross Salary CommissionS Name of (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others Total CeilingNo MDWTD per provision perquisites in lieu of Option Equity profit as per

Manager contained us 17(2) salary the Actin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

NOT ANY

Indebtedness at the beginning of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

Change in Indebtedness during the financial yearAdditionReductionNet Change

Indebtedness at the end of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

NOT APPLICABLE

Omansh Enterprises Limited Annual Report 2016-2017 27

B Remuneration to other directors

Independent Directors Other Non-Executive DirectorS Name of Fee for Commission Others Total 1 Fee for Comm- Others Total Total Total Over-No Director attending attend- ission (2) (1+2) Mana- all

board ing gerial Ceilingcommittee board Remu- as permeetings commi- nerat- the Act

ttee ionmeet-ings

NOT ANY

C Remuneration to Key Managerial Personnel Other than MDManagerWTD

Gross Salary CommissionS Name of Key (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others TotalNo Managerial per provision perquisites in lieu of Option Equity profit

Personnel contained us 17(2) salaryin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

Not Any

Omansh Enterprises Limited Annual Report 2016-2017 28

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Manoj Ramesh Kumar Chauhan Seema KhanWhole Time Director Managing DirectorDIN 07835068 DIN 07639422

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

VII PENALTIES PUNISHMENT COMPOUNDING OF OFFENCES

Type Section of the Brief Detail of Authority [RDNCLT] Appeal made if anyCompanies Description Penalty Punishment Court] (give Details)

Act Compoundingfees imposed

A COMPANYPenaltyPunishment NOT ANYCompoundingB DIRECTORSPenaltyPunishment NOT ANYCompoundingC OTHER OFFICERS IN DEFAULTPenaltyPunishment NOT ANYCompounding

Omansh Enterprises Limited Annual Report 2016-2017 29

Annexure III

FORM NO MR-3SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED 31ST MARCH 2017[Pursuant to Section 204(1) of the Companies Act 2013 and Rule No9 of the

Companies (Appointment and Remuneration Personnel) Rules 2014]

ToThe MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034We have conducted the secretarial audit of the compliance of applicable statutoryprovisions and the adherence to good corporate practices by Omansh EnterprisesLimited (CIN L21011DL1974PLC241646) (hereinafter called ldquothe companyrdquo)Secretarial Audit was conducted in a manner that provided us a reasonable basisfor evaluating the corporate conductsstatutory compliances and expressing ouropinion thereonBased on our verification of Omansh Enterprises Limited books papers minutebooks forms and returns filed and other records maintained by the company andalso the information provided by the Company its officers agents and authorizedrepresentatives during the conduct of the Secretarial Audit we hereby report thatin our opinion the Company has during the audit period covering the financialyear ended on March 31 2017 complied with the statutory provisions listedhereunder and also that the Company has proper Board processes and compliancemechanism in place to the extent in the manner and subject to the reportingmade hereinafterWe have examined the books papers minute books forms and returns filedand other records maintained by Omansh Enterprises Limited for the financialyear ended on March 31 2017 according to the provisions of

1 The Companies Act 2013 (the Act) and the rules made thereunder2 The Securities Contracts (Regulation) Act 1956 (lsquoSCRArsquo) and the rules made

thereunder3 The Depositories Act 1996 and the Regulations and Bye-laws framed

thereunder4 Foreign Exchange Management Act 1999 and the rules and regulations made

thereunder to the extent of Foreign Direct Investment Overseas DirectInvestment and External Commercial Borrowings (During the period underreview the Company has not entered into any transaction requiring

Omansh Enterprises Limited Annual Report 2016-2017 30

compliances with the Foreign Exchange Management Act 1999 and therules and regulations made thereunder to the extent of Foreign DirectInvestment Overseas Direct Investment and External CommercialBorrowings)

5 The Securities and Exchange Board of India (Substantial Acquisition of Sharesand Takeovers) Regulations 2011

6 The Securities and Exchange Board of India (Prohibition of Insider Trading)Regulations 2015

7 The Securities and Exchange Board of India (Issue of Capital and DisclosureRequirements) Regulations 2009

8 The Securities and Exchange Board of India (Employee Stock Option Schemeand Employee Stock Purchase Scheme) Guidelines 1999 (During the periodunder review the Company has not entered into any transaction requiringcompliances with the Securities and Exchange Board of India (EmployeeStock Option Scheme and Employee Stock Purchase Scheme)Guidelines 1999)

9 The Securities and Exchange Board of India (Issue and Listing of DebtSecurities) Regulations 2008 (During the period under review theCompany has not entered into any transaction requiring complianceswith the Securities and Exchange Board of India (Issue and Listing ofDebt Securities) Regulations 2008)

10 The Securities and Exchange Board of India (Registrars to an Issue andShare Transfer Agents) Regulations 1993 regarding the Companies Act anddealing with client

11 The Securities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009)

12 The Securities and Exchange Board of India (Buyback of Securities)Regulations 1998 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Buyback of Securities)Regulations 1998)

OTHER APPLICABLE LAWS

With respect to the compliance system prevailing in the Company and onexamination of the relevant documents and records in pursuance thereof on testcheck basis the Company has complied with the following laws applicable to theCompany

Omansh Enterprises Limited Annual Report 2016-2017 31

1 Indian Contract Act 18722 Income Tax Act 1961 to the extent of Tax Deducted at Source under various

Section and TDS Returns filed3 Indirect Tax Laws relating to collections deductions wherever applicable

payments made and returns filedWe have also examined compliance with the applicable clauses of thefollowing

1 Secretarial Standards issued by The Institute of Company Secretaries of India2 The Listing Agreements entered into by the Company with BSE Ltd pursuant

to SEBI (Listing Obligation and Disclosure Requirement) Regulations 2015During the period under review the Company has complied with the provisions ofthe Act Rules Regulations Guidelines Standards etc mentioned aboveWe further report that

The Board of Directors of the Company is duly constituted with proper balance ofExecutive Directors Non-Executive Directors and Independent Directors Thechanges in the composition of the Board of Directors that took place during theperiod under review were carried out in compliance with the provisions of the ActAdequate notice is given to all directors to schedule the Board Meetings agendaand detailed notes on agenda were sent at least seven days in advance and asystem exists for seeking and obtaining further information and clarifications onthe agenda items before the meeting and for meaningful participation at themeetingMajority decision is carried unanimously however the dissenting membersrsquo viewsif any are captured and recorded as part of the minutesWe further report that there are adequate systems and processes in the companycommensurate with the size and operations of the company to monitor and ensurecompliance with applicable laws rules regulations and guidelinesWe further report that during the audit period

1 During the financial year ended March 31 2017 the Company has notappointed Company Secretary (CS) and Chief Financial Officer (CFO) on theBoard of the Company in compliance with Section 203 of the Companies Act2013 however the Company has appointed CS and CFO wef May 292017 and September 4 2017 respectively

2 The Company has not appointed an Internal Auditor in compliance withprovision of Section 138 of Companies Act 2013

3 There were instances of delay in filing the Forms as required to be filed withRegistrar of Companies Delhi and the Company has paid additional fees forthe same

Note This report is to be read with our letter of even date which annexed asAnnexure A and forms an integral part of this report

Omansh Enterprises Limited Annual Report 2016-2017 32

Annexure A to the Secretarial Audit Report

The MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034

1 We have not verified the correctness and appropriateness of financial recordsand Books of Accounts of the Company

2 Where ever required we have obtained the Management representation aboutthe compliance of laws rules and regulations and happening of events etc

3 The compliance of the provisions of Corporate and other applicable lawsrules regulations standards is the responsibility of management Ourexamination was limited to the verification of procedures on the random testbasis

4 We have followed the audit practices and processes as were appropriate toobtain reasonable assurance about the correctness of the contents of thesecretarial records The verification was done on the random test basis toensure that correct facts are reflected in secretarial records We believe thatthe processes and practices we followed provide a reasonable basis for ouropinion

5 The Secretarial Audit report is neither an assurance as to the future viabilityof the company nor of the efficacy or effectiveness with which the managementhas conducted the affairs of the Company

For Amit R Dadheech amp Associates

Amit R DadheechM No 22889 CP No 8952Mumbai September 4 2017

MANAGEMENT DISCUSSION AND ANALYSIS

Your Directors are pleased to present the Management Discussion and AnalysisReports for the year ended March 31 2017 as underbull Overview

The Indian textile industry is one the largest and oldest sectors in the country andamong the most important in the economy in terms of output investment andemployment The sector employs nearly 45 million people directly and it is one ofthe largest sources of employment generation in the country The textile industrycontributes to 10 of manufacturing production 2 of Indiarsquos GDP and to 13 ofthe countryrsquos export earnings With direct linkages to the rural economy and theagriculture sector it has been estimated that one of every six households in thecountry depends on this sector either directly or indirectly for its livelihoodbull Industry Structure

Raw material costs have been increasing globally coupled with a shortage ofskilled workers While a shift is taking place of textiles industries from China andBangladesh to India the industrial climate in India has also become adverse dueto regular increases in input costs Any further appreciation of the Rupee willadversely affect exports from India Though the spinning industry has faredsomewhat better those with a presence in weaving processing or even compositebusinesses are facing the heat due to increases in input cost without being ableto pass on such higher costs to customers as the market is simply unable toabsorb the samebull Opportunities and Threat

There is good scope for growth for the textile industry as Indiarsquos share in theglobal trade in textiles is weak compared to other countries The free tradeenvironment is a great opportunity for the Indian textile industry to increase itsshare in the global market Chinese exports are slowing down on account of variousfactors inclusive of increase in domestic demand and rising costs This is a goodopportunity of which our textile industry should make use but smaller countrieslike Bangladesh Sri Lanka Pakistan Turkey and Vietnam etc are becomingformidable challengersLack of uninterrupted power increased power costs higher transaction costshigh cost of labour is hindering the progress However we are making all outefforts to cope with all these challenges by continuous efforts at cost reductionprocess improvements diversification of products and improving productivity byimproving efficienciesbull Business operations

The Company is engaged in the business of Textile industry During the yearunder review the industry faced various challenges due to global and economicslowdown and increasing rates of interest rates But looking at the huge potentialin India for Textile the company is hopeful of reenter into this sector The growthin the sector is very good and Management expects better results in forth comingyearOmansh Enterprises Limited Annual Report 2016-2017 33

bull Outlook

In light of the new and vibrant management of the company and steady growth inthe operations of the company and looking at the huge demand for residential aswell as commercial space in Delhi the company is hopeful of its upwardperformance the future growth for the benefit of its stakeholders at largebull Internal control System

The company has an effective internal control environment which ensures thatoperation are managed efficiently and effectively assets are safeguardedregulatory are complied with and transactions are recorded after appropriateauthorization The Company has an adequate internal control systemcommensurate with the size of the company and the nature of its business whichensures that functioning of the Company is managed efficiently and effectivelyassets are safeguarded regulatory compliances are complied with and transactionsare recorded after appropriate authorizationbull Human relations

Human resources have always been most valuable assets for Omansh EnterprisesLimited During the year the company has once again gained the confidence of itsHuman Resource as well and company constantly seeks to attract and retain thebest available talent Human resources management incorporates a process drivenapproach that invest regularly in the extensive training programs The Companycontinued to enjoy healthy industrial relations during the yearbull Forward Looking and Cautionary Statements

Management Discussion and Analysis contains forward-looking statementsconcerning the Companyrsquos future plans strategies and performance Theseforward-looking statements are not historical facts rather they representassumptions and beliefs based on economic financial and competitive datacurrently available Furthermore they are subject to a number of risks anduncertainties that without limitation relate to economic conditions fiercecompetition in the information service industry customer demand tax rulesregulations and other factors Readers of this annual report are cautioned not toplace undue reliance on these forward-looking statements The Company thereforewishes to caution readers that actual results may differ materially

On behalf of Board of Directorsof Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanManaging Director Wholetime DirectorDIN 07639422 DIN 07835068

DateSeptember 4 2017Place New Delhi

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 34

Independent Auditorrsquos Report

To the Members of Omansh Enterprises Limited

Report on the Financial Statements

We have audited the accompanying standalone financial statements of OmanshEnterprises Limited (ldquothe Companyrdquo) which comprise the Balance Sheet as atMarch 31 2017 the Statement of Profit and Loss and Cash Flow Statement for theyear then ended and a summary of significant accounting policies and otherexplanatory information

Managementrsquos Responsibility for the Financial Statements

The Companyrsquos Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 (ldquothe Actrdquo) with respect to the preparation ofthese standalone financial statements that give a true and fair view of the financialposition financial performance and cash flows of the Company in accordancewith accounting principles generally accepted in India including the AccountingStandards specified under section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014 and the Companies (Accounting Standards) AmendmentRules 2016 This responsibility includes maintenance of adequate accountingrecords in accordance with the provisions of the Act for safeguarding of the assetsof the Company and for preventing and detecting frauds and other irregularitiesselection and application of appropriate accounting policies making judgmentsand estimates that are reasonable and prudent and the design implementationand maintenance of adequate internal financial control that were operatingeffectively for ensuring the accuracy and completeness of the accounting recordsrelevant to the preparation and presentation of the financial statements that givea true and fair view and are free from material misstatement whether due to fraudor error

Auditorrsquos Responsibility

Our responsibility is to express an opinion on these standalone financial statementsbased on our audit We have taken into account the provisions of the Act theaccounting and auditing standards and matters which are required to be includedin the audit report under the provisions of the Act and the Rules made thereunderWe conducted our audit in accordance with the Standards on Auditing issued bythe Institute of Chartered Accountants of India as specified under Section 143(10)of the Act Those Standards require that we comply with ethical requirements andplan and perform the audit to obtain reasonable assurance about whether thefinancial statements are free from material misstatement

An audit involves performing procedures to obtain audit evidence about theamounts and disclosures in the financial statements The procedures selecteddepend on the auditorrsquos judgment including the assessment of the risks of materialmisstatement of the financial statements whether due to fraud or error In making

Omansh Enterprises Limited Annual Report 2016-2017 35

those risk assessments the auditor considers internal financial control relevantto the Companyrsquos preparation of the financial statements that give a true and fairview in order to design audit procedures that are appropriate in the circumstancesAn audit also includes evaluating the appropriateness of accounting policies usedand the reasonableness of the accounting estimates made by the CompanyrsquosDirectors as well as evaluating the overall presentation of the financial statementsWe believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the standalone financial statements

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the standalone financial statements give the information required bythe Act in the manner so required and give a true and fair view in conformity withthe accounting principles generally accepted in India of the state of affairs of theCompany as at 31st March 2017 its profit and its cash flows for the year endedon that date

Report on Other Legal and Regulatory Requirements

1 As required by the Companies (Auditorrsquos report) Order 2016 (ldquothe Orderrdquo)issued by the Central Government of India in terms of sub-section (11) ofSection 143 of the Act we give in the Annexure 1 a statement on the mattersspecified 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 whichto the best of our knowledge and belief were necessary for the purposeof our audit

b) In our opinion proper books of account as required by law have beenkept by the Company so far as it appears from our examination of thosebooks

c) The Balance Sheet Statement of Profit and Loss and Cash FlowStatement dealt with by this Report are in agreement with the books ofaccount

d) In our opinion the aforesaid standalone financial statements comply withthe Accounting Standards specified under Section 133 of the Act readwith Rule 7 of the Companies (Accounts) Rules 2014 and the Companies(Accounting Standards) Amendment Rules 2016

e) On the basis of written representations received from the directors as on31st March 2017 and taken on record by the Board of Directors none ofthe directors is disqualified as on 31st March 2017 from being appointedas a director in terms of Section 164(2) of the Act

Omansh Enterprises Limited Annual Report 2016-2017 36

f) With respect to the adequacy of the internal financial controls overfinancial reporting of the Company and the operating effectiveness ofsuch controls refer to our separate Report in ldquoAnnexure 2rdquo to this report

g) With respect to the other matters to be included in the Auditorrsquos Reportin accordance with Rule 11 of the Companies (Audit and Auditors) Rules2014 in our opinion and to the best of our information and according tothe explanations given to us

i The Company does not have any pending litigations which wouldimpact its financial position

ii The Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeablelosses

iii There has not been an occasion in which the company during theyear under report to transfer any sum to the Investor Education andProtection Fund Hence the question of delay in transferring suchsum does not arise

iv The Company has provided requisite disclosures in Note No 27 tothese standalone financial statements as to the holding of SpecifiedBank Notes on November 8 2016 to December 30 2016 as well asdealings in Specified Bank Notes during the period from November8 2016 to December 30 2016 Based on our audit procedures andrelying on the management representation regarding the holdingand nature of cash transactions including Specified Bank Noteswe report that these disclosures are in accordance with the books ofaccounts maintained by the Company and as produced to us by theManagement

For Satyendra Mrinal amp AssociatesChartered Accountants

Firm Registration Number 017068N

SK JainPartner

Membership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 37

Annexure 1 referred to in paragraph 1 under the heading ldquoReport on OtherLegal and Regulatory Requirementsrdquo of our Report of even date

(i) (a) The Company has maintained proper records showing fullparticulars including quantitative details and situation of fixedassets

(b) All fixed assets have been physically verified by the managementat regular intervals as informed to us no material discrepancieswere noticed on such verification

(c) According to the information and explanations given by themanagement the Company has not acquired any immovableproperty during the year under audit no comments under thesub-clause are required

(ii) The Company does not have any inventory and accordingly therequirements under paragraph 3(ii) of the Order are not applicable to theCompany

(iii) According to the information and explanation given to us the Companyhas not granted any loans secured or unsecured to companies firmsLimited Liability Partnerships or other parties covered in the registermaintained under Section 189 of the Act and hence clause 3(iii)(a) (b)and (c) of the Order are not applicable to the Company and hence notcommented upon

(iv) In our opinion and according to the information and explanations givento us there are no loans investments guarantees and securities grantedin respect of which provisions of Section 185 and 186 of the Act areapplicable and hence not commented upon

(v) The Company has not accepted any deposits within the meaning ofSections 73 to 76 of the Act and the Companies (Acceptance of Deposits)Rules 2014 (as amended) Accordingly the provisions of clause 3(v) ofthe Order are not applicable

(vi) To the best of our knowledge and as explained the Central Governmenthas not specified the maintenance of cost records under Section 148(1)of the Act for the productsservices of the Company

(vii) (a) According to the information and explanations given to us andbased on the records of the company examined by us thecompany is regular in depositing the undisputed statutory duesincluding income-tax and other statutory dues as applicablewith the appropriate authorities in India

(b) According to the information and explanations given to us andbased on the records of the company examined by us thereare no dues of Income tax which have not been deposited onaccount of any disputes However the remaining taxes specifiedunder the said sub-clause are not applicable to the company

Omansh Enterprises Limited Annual Report 2016-2017 38

(viii) In our opinion and according to the information and explanations givenby the management the Company has not availed of any loans from anyfinancial institution bank or government and not issued any debentures

(ix) In our opinion and according to the information and explanations givenby the management the Company has not raised any money by way ofinitial public offer or further public offer (including debt instruments) andthe company has not raisedtaken any term loan

(x) Based upon the audit procedures performed for the purpose of reportingthe true and fair view of the financial statements and according to theinformation and explanations given by the management we report thatno fraud by the company or no fraud on the company by the officers andemployees of the Company has been noticed or reported during the year

(xi) According to the information and explanations given by the managementthe company has complied with the provisions of Section 197 read withSchedule V of the Companies Act 2013

(xii) In our opinion the Company is not a nidhi company Therefore theprovisions of clause 3(xii) of the order are not applicable to the Companyand hence not commented upon

(xiii) According to the information and explanations given by the managementthere were no transactions with the related parties during the year hencenot commented upon

(xiv) According to the information and explanations given to us and on anoverall examination of the Balance Sheet the Company has not madeany preferential allotment or private placement of shares or fully or partlyconvertible debentures during the year under review and hence reportingrequirements under clause 3(xiv) are not applicable to the Company andnot commented upon

(xv) According to the information and explanations given by the managementthe Company has not entered into any non-cash transactions with thedirectors or persons connected with him as referred to in Section 192 ofCompanies Act 2013

(xvi) According to the information and explanations given to us the provisionsof Section 45-IA of the Reserve Bank of India Act 1934 are not applicableto the Company

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 39

ANNEXURE 2 TO THE INDEPENDENT AUDITORrsquoS REPORT OF EVEN DATEON THE STANDALONE FINANCIAL STATEMENTS OF OMANSHENTERPRISES LIMITED

Report on the Internal Financial Controls under Clause (i) of Sub-section 3of Section 143 of the Companies Act 2013 (ldquothe Actrdquo)

To the Members of Omansh Enterprises Limited

We have audited the internal financial controls over financial reporting of OmanshEnterprises Limited (ldquothe Companyrdquo) as of 31st March 2017 in conjunction withour audit of the standalone financial statements of the Company for the year endedon that date

Managementrsquos Responsibility for Internal Financial Controls

The Companyrsquos Management is responsible for establishing and maintaininginternal financial controls based on the internal control over financial reportingcriteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial ControlsOver Financial Reporting issued by the Institute of Chartered Accountants of IndiaThese responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuringthe orderly and efficient conduct of its business including adherence to theCompanyrsquos policies the safeguarding of its assets the prevention and detectionof frauds and errors the accuracy and completeness of the accounting recordsand the timely preparation of reliable financial information as required under theCompanies Act 2013 (lsquothe Actrsquo)

Auditorrsquos Responsibility

Our responsibility is to express an opinion on the Companyrsquos internal financialcontrols over financial reporting based on our audit We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting (the ldquoGuidance Noterdquo) and the Standards on Auditing asspecified under section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls both applicable to an audit of Internal Financial Controlsand both issued by the Institute of Chartered Accountants of India ThoseStandards and the Guidance Note require that we comply with ethical requirementsand plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects

Our audit involves performing procedures to obtain audit evidence about theadequacy of the internal financial controls system over financial reporting andtheir operating effectiveness Our audit of internal financial controls over financialreporting included obtaining an understanding of internal financial controls overfinancial reporting assessing the risk that a material weakness exists and testing

Omansh Enterprises Limited Annual Report 2016-2017 40

and evaluating the design and operating effectiveness of internal control basedon the assessed risk The procedures selected depend on the auditorrsquos judgementincluding the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error

We believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the internal financial controls systemover financial reporting

Meaning of Internal Financial Controls Over Financial Reporting

A companyrsquos internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles A companyrsquos internal financialcontrol over financial reporting includes those policies and procedures that (1)pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company (2)provide reasonable assurance that transactions are recorded as necessary topermit preparation of financial statements in accordance with generally acceptedaccounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorisations of management and directorsof the company and (3) provide reasonable assurance regarding prevention ortimely detection of unauthorised acquisition use or disposition of the companyrsquosassets 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 financialreporting including the possibility of collusion or improper management overrideof controls material misstatements due to error or fraud may occur and not bedetected Also projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes inconditions or that the degree of compliance with the policies or procedures maydeteriorate

Omansh Enterprises Limited Annual Report 2016-2017 41

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at 31st March 2017 basedon the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls Over Financial Reporting issued bythe Institute of Chartered Accountants of India

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 42

Amount in Particulars Note As At As At

No 31032017 31032016

OMANSH ENTERPRISES LIMITEDRegd off SHOP NO QD-37 DDA MARKET PITAMPURA NEW DELHI-110034

BALANCE SHEET AS AT 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I EQUITY AND LIABILITIES(1) Shareholderrsquos Funds

(a) Share Capital 2 3550000000 3550000000(b) Reserves and Surplus 3 90954266 68038074(c) Money received against share warrants - 3640954266 - 3618038074

(2) Share application money pending allotment - -(3) Non-Current Liabilities

(a) Long-term borrowings - -(b) Deferred tax liabilities (Net) 121300 -(c) Other Long term liabilities - -(d) Long term provisions - 121300 - -

(4) Current Liabilities(a) Short-term borrowings - -(b) Trade payables 4 2658855175 2385034725(c) Other current liabilities 5 13400000 31328100(d) Short-term provisions - 2672255175 - 2416362825

Total 6313330741 6034400899II ASSETS(1) Non-current assets

(a) Fixed assets (i) Tangible assets 6 2888600 4902500 (ii) Intangible assets - - (iii) Capital work-in-progress - - (iv) Intangible assets under development - -(b) Non-current investments 7 801500000 801500000(c) Deferred tax assets (net) - 413300(d) Long term loans and advances 8 910000000 1232160100(e) Other non-current assets - 1714388600 - 2038975900

(2) Current assets(a) Current investments - -(b) Inventories - -(c) Trade receivables 9 4311808246 3931054446(d) Cash and cash equivalents 10 262853595 19436253(e) Short-term loans and advances 11 10054300 16482300(f) Other current assets 12 14226000 4598942141 28452000 3995424999

Total 6313330741 6034400899Significant Accounting PoliciesNotes on financial Statements 1-27

Omansh Enterprises Limited Annual Report 2016-2017 43

Amount in

Particulars Note 2016-17 2015-16No

OMANSH ENTERPRISES LIMITED

STATEMENT OF PROFIT amp LOSS FOR THE YEAR ENDED 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I Revenue from operations 20 1735111517 2138004325II Other Income 21 598242 165707300III Total Revenue I+II 1735709759 2303711625IV Expenses

Purchase of Stock-in-Trade (Net of Return) 1556101986 2019177290Changes in inventories of finished goods work-in-progress and Stock-in-Trade - -Employee benefit expense 22 38500000 92100000Financial costs 23 - 371112Depreciation and amortization expense 24 16239900 22358900Other expenses 25 91717081 130240960

IV Total Expenses 1702558967 2264248262V Profit before exceptional and extraordinary items and tax III-IV 33150792 39463363VI Exceptional Items - -VII Profit before extraordinary items and tax V-VI 33150792 39463363VIII Extraordinary Items - -IX Profit before tax VII-VIII 33150792 39463363X Tax expense

(1) Current tax 9700000 11638100(2) Deferred tax 534600 27512500

XI Profit(Loss) from the perid from continuing operations IX-X 22916192 312763XII Profit(Loss) from discontinuing operations - -XIII Tax expense of discounting operations - -XIV Profit(Loss) from Discontinuing operations XII-XIII - -XV Profit(Loss) for the period XI+XIV 22916192 312763XVI Earning per equity share 26

(1) Basic 001 000(2) Diluted 001 000

Omansh Enterprises Limited Annual Report 2016-2017 44

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2017(Amount in )

Particulars 2016-17 2015-16A Cash Flow from Operating Activities

Profit(Loss) before Taxation 331508 394634Adjustments for Depreciation 20139 81329Preliminary expenses 142260 142260Loss (Profit) on Sale of assets - -Finance cost - 3711Interest Income - -Operating Profit(Loss) before Working Capital Changes 493907 621934Adjustments for Trade and Other Receivables (3807538) 198975Inventories - -Loans and Advances 3285881 (4365027)Trade and Other Payables 2558924 859666Provisions - -Other current Assets - 6837Cash Generated from Operations 2531173 (2677615)Direct Tax Paid (97000) (116381)Net Cash generated from Operating Activities 2434173 (2793996)

B Cash Flow from Investing ActivitiesPurchase of Fixed Assets - -Sale of assets - -Investments - -Interest Income - -Net Cash used in Investing Activities - -

C Cash Flow from Financing ActivitiesProceeds of Borrowings - -Finance cost - (3711)Net Cash generated from in Financing Activities - (3711)Net Increase(Decrease) in Cash and Cash Equivalents (A+B+C) 2434173 (2797708)Cash and Cash Equivalents Opening 194362 2992070Cash and Cash Equivalents Closing 2628536 194362

Notes1 The above Cash Flow Statement has been prepared under the indirect method as set out in the Accounting Standard on Cash Flow Statement

(AS-3)2 Figures in Brackets indicate Cash Outflow3 Previous Year rsquos figures have been recast regrouped and restated where ever necessary

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 45

Notes Forming Part of Financial Statements

NOTE 1

A CORPORATE INFORMATION

The company is engaged in the business of trading in ClothClothingFabric in India the disclosure requirements of AccountingStandard-17 Segment Reporting are not applicable

B SIGNIFICANT ACCOUNTING POLICIES

I BASIS OF PREPARATION

The accompanying financial statements have been prepared andpresented as a going concern under historical cost convention onthe accrual basis of accounting unless otherwise stated inaccordance with the generally accepted accounting principles inIndia (Indian GAAP) and comply with the Accounting Standardsspecified under Section 133 of the Companies Act 2013 (The Act)read with paragraph 7 of the Companies (Accounts) Rules 2014and relevant provisions of the Companies Act 2013

The accounting policies have been consistently applied by theCompany and are consistent with those used in the previous year

All assets and liabilities have been classified as current or non-current as per the Companyrsquos normal operating cycle and othercriteria set out in the Schedule III of the Companies Act 2013Based on the nature of products and the time between theacquisition of assets for processing and their realisation in cashand cash equivalents the Company has ascertained its operatingcycle as up to twelve months for the purpose of currentnon-currentclassification of assets and liabilities

II USE OF ESTIMATES

The preparation of financial statements in conformity with IndianGAAP requires the management to make judgements estimatesand assumptions that affect the reported amounts of revenuesexpenses assets and liabilities and disclosure of contingentliabilities at the end of the reporting period Although these

Omansh Enterprises Limited Annual Report 2016-2017 46

estimates are based on the managementrsquos best knowledge ofcurrent events and actions uncertainty about these assumptionsand estimates could result in the outcomes requiring a materialadjustment to the carrying amounts of assets or liabilities in futureperiods

Significant estimates used by the management in the preparationof these financial statements include the useful life of fixed assetsand intangible assets and provisions for doubtful debtsadvancesDifference if any between the actual results and estimates arerecognized in the period in which the results are knownmaterialized

III FIXED ASSETS AND DEPRECIATION

Fixed assets are recorded at cost of acquisition and installationincluding freight duties levies less accumulated depreciation Costof acquisition includes rates taxes and any other directlyattributable cost for bringing the asset to its working condition forintended use

Depreciation on Tangible Fixed Assets is provided on Written DownValue method using the rates arrived at based on the useful livesas specified in the Schedule II of the Companies Act 2013 orestimated by the management The Company has used thefollowing useful life to provide depreciation on its fixed assets

Omansh Enterprises Limited Annual Report 2016-2017 47

(a) Assets where useful life is same as Schedule II

Assets Useful Life as Prescribedby Schedule II of theCompanies Act 2013

Factory Building 30 years

Plant amp Machinery (other thancontinuous process plant notcovered under specific industries) 15 years

Furniture amp Fittings 10 years

Motor Cycles scooters and other mopeds 10 years

Vehicles (Motor Cars) 8 years

Office Equipments 5 years

Computer printers amp data processing units 3 years

Electrical Installations 10 years

(b) Assets where useful life differ from Schedule II

Fixed Assets individually costing less than Rupees five thousandare fully depreciated in the year of purchase

(c) Depreciation

Depreciation on the Fixed Assets addeddisposed offdiscardedduring the year is provided on pro-rata basis with reference to thedate of additiondisposaldiscarding and in the case of capitalisationof any asset depreciation is charged from the date the same isreadyput to use to the Statement of Profit and Loss

IV INTANGIBLE ASSETS AND AMORTISATION

Intangible Assets are stated at acquisition cost net of accumulatedamortisation and accumulated impairment losses if any Intangibleassets are amortised on a straight-line basis over their estimateduseful lives

Omansh Enterprises Limited Annual Report 2016-2017 48

The Company amortises miscellaneous expenditure representingthe Companyrsquos formation expenses over a period of 5 yearsFurther the cost of Direct Listing of Equity Shares on BSE Limitedhas also been included in the same

V BORROWING COSTS

Borrowing Costs attributable to acquisition and construction ofqualifying assets are capitalised as a part of the cost of such assetsup to the date when such assets are ready for its intended useOther borrowing costs are charged to the Statement of Profit andLoss in the period in which they are incurred

VI FOREIGN CURRENCY TRANSACTIONS

The Company has not dealt with any foreign currency transactionduring the Financial Year

VII INVESTMENTS

Investments which are readily realisable and intended to be heldfor not more than one year from the date on which such investmentsare made are classified as current investments All otherinvestments are classified as long-term investments

Investments are recorded at cost on the date of purchase whichinclude acquisition charges such as brokerage stamp duty taxesetc Current Investments are stated at lower of cost and netrealisable value Long-term investments are stated at cost afterdeducting provisions made if any for other than temporarydiminution in the value

VIII REVENUE RECOGNITION

Revenue is recognised to the extent that it is probable that theeconomic benefits will flow to the Company and can be reliablymeasured

Revenue from sale of products is recognised when the significantrisks and rewards of ownership of the goods have passed to thebuyer Sale of goods are recorded net of trade discounts rebatesSales Tax Value Added Tax and gross of Excise Duty

Omansh Enterprises Limited Annual Report 2016-2017 49

Interest income is recognized on a time proportion basis takinginto account the amount outstanding and the rate applicable

Dividend income on investments is accounted for on receipt of thesame

All expenses and income to the extent considered payable andreceivable respectively unless specifically stated be otherwise areaccounted for on mercantile basis

IX RETIREMENT AND OTHER EMPLOYEE BENEFITS

(a) Provident Fund

Provision of Provident Fund is not applicable to theCompany

(b) Gratuity

No provision for gratuity has been made as there is noamount due towards Gratuity payable

(c) Compensated Leaves

Unutilized leave of staff lapses as at the year end and isnot encashable Accordingly no provision is made forcompensated Leaves

X TAXATION

Tax expense comprises of current and deferred tax

Current Tax

Provision for current tax is made after taking into considerationbenefits admissible under the provisions of the Income-tax Act1961 Minimum Alternative Tax (MAT) credit is recognized wherethere is convincing evidence that the same can be utilized in future

Current tax assets and current tax liabilities are offset when thereis a legally enforceable right to set off the recognized amounts andthere is an intention to settle the asset and the liability on a netbasis

Omansh Enterprises Limited Annual Report 2016-2017 50

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 9: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

whose name is recorded in the register of members or in the register ofbeneficial owners maintained by the depositories as on cut-off date onlyshall be entitled to avail facility of remote e-voting and poll process at thevenue of the meeting

(vii) Any person who acquires shares of the Company and becomes amember of the Company after dispatch of the Notice and holding sharesas on cut-off date may cast vote after following the instructions for e-voting as provided in the Notice convening the Meeting which is availableon the website of the Company and CDSL However if you are alreadyregistered with CDSL for remote e-voting then you can use your existingUser ID and password for casting vote

(viii)The Scrutinizer shall immediately after the conclusion of voting at themeeting would count the votes cast at the meeting thereafter unblockthe votes cast through remote e-voting in the presence of at least twowitnesses not in the employment of the Company and make not laterthan 48 hours from conclusion of the meeting a consolidated ScrutinizerrsquosReport of the total votes cast in favour or against to the Chairman whoshall countersign the same

(ix) The results declared along with the Scrutinizerrsquos Report shall be placedon the Companyrsquos website wwwomanshenterprisescom and on thewebsite of CDSL ie wwwevotingindiacom immediately after the resultis declared The Company shall simultaneously forward the results toBSE Limited [BSE] where the equity shares of the Company are listed

5 The route map giving the directions to the venue of the AGM is annexed tothe Notice as AnnexurendashC

6 REQUEST TO MEMBERS

(i) MembersProxies attending the meeting are requested to bring theirattendance slip along with their copy of Annual Report to the Meeting

(ii) Queries proposed to be raised at the Annual General Meeting may besent to the Company at its registered office at least seven days prior tothe date of AGM to enable the management to compile the relevantinformation to reply the same in the meeting

(iii) Members holding shares in demat form are requested to intimate allchanges pertaining to their bank details National Electronic ClearingService [NECS] Electronic Clearing Services [ECS] mandatesnominations power of attorneys change in address change of nameemail address contact numbers etc to their Depository Participant [DP]Changes intimated to the DP will then be automatically reflected in theCompanyrsquos records which will help the Company and the CompanyrsquosRegistrar and Transfer Agents to provide efficient and better servicesMembers holding shares in physical form are requested to intimate suchchanges to Registrar and Transfer Agents of the Company

Omansh Enterprises Limited Annual Report 2016-2017 6

(iv) In case of joint holders attending the Meeting only such joint holder whois higher in the order of names will be entitled to vote Members who holdshares in physical form in multiple folios in identical names or joint holdingin the same order of names are requested to send the share certificatesto Registrar for consolidation into a single folio

(v) The Securities and Exchange Board of India (SEBI) has mandated thesubmission of Permanent Account Number (PAN) by every participant insecurities market Members holding shares in electronic form aretherefore requested to submit their PAN to their Depository Participantswith whom they are maintaining their demat accounts Members holdingshares in physical form can submit their PAN details to the Company registrar and Share Transfer Agents

DETAILS OF DIRECTORS SEEKING APPOINTMENT RE-APPOINTMENTIN ANNUAL GENERAL MEETING FIXED FOR SEPTEMBER 28 2017

Sr No

1

2

3

4

5

Name of theDirector

Manoj Chauhan

Seema Khan

Reena Sharma

Fatima Matikub

Prit i PralhadSoni

Date of Birth

07101988

14011990

20121973

01051984

30061983

Date ofAppointment

29052017

09122016

07102015

04092017

04092017

Qualification

HSC

Cleared SSC

Graduate

BCom

HSC

Expertise in SpecificArea

Having vast knowledge infield of financing activitieshe is keenly engaged in thegrowth and development ofthe CompanyShe posses a r ichexperience in the businessof trading in textile

Experienced as Director ofCompany for about 2 years

Business of Beauty ampHealth product

Expertise in the field oftextile

List of otherPublic

Companies inwhich

directorship isheld

Nil

Nil

Nil

Nil

Nil

Omansh Enterprises Limited Annual Report 2016-2017 7

STATEMENT PURSUANT TO SECTION 102(1) OF THE COMPANIES ACT 2013

Item No 5 amp 6

As per the provisions of Section 149 of the Act which has come into force witheffect from April 1 2014 an Independent Director shall hold office for a term up tofive consecutive years on the Board of a company and is not liable to retire byrotationThe Nomination amp Remuneration Committee has recommended the appointmentof Mrs Fatima Makdum Matikub (DIN 07927573) and Mrs Priti Pralhad Soni(DIN 07927441) as Independent Director of the CompanyThe Company has obtained a declaration that they meet the criteria of IndependentDirector as provided under section 149(6) of the Act In the opinion of the Boardthe proposed directors has fulfilled the conditions specified in the Act and theRules framed there under for appointment as Independent Director and they areindependent of the management Notices as required under Section 160 of thecompanies act 2013 have been received from some members proposingcandidature of the said Independent Directors Upon the confirmation ofappointment of these individuals as independent Director by the members of theCompany the appointment shall be formalized by the issue of a letter ofappointment by the company to the said Independent DirectorsThe Board recommends the Resolution set out at Item No 4 amp 5 of this Notice forapproval of the Members as Ordinary ResolutionExcept of Mrs Fatima Makdum Matikub and Mrs Priti Pralhad Soni none of theDirectors or Key Managerial Personnel of the Company or their relatives isconcerned or interested in the proposed ResolutionItem No 7

Mr Manoj Chauhan was appointed as Whole Time Director wef May 29 2017He is been rendering valuable services to the Company and has been lookingafter the compliances of applicable laws and regulationsThe Board of Directors have appointed Mr Manoj Chauhan for a period of 3 (Three)year wef May 29 2017 Now this resolution is put before the shareholders ofthe Company for ratification of appointment of Mr Manoj Chauhan as Whole TimeDirector of the CompanyThe Board recommends the Resolution set out at Item No 6 in this Notice forapproval of the Members as Special ResolutionNone of the Directors of Key Management Personnel of the Company or theirrelatives is concerned or interested in the proposed ResolutionItem No 8

Mrs Seema Khan was appointed on the Board of the Company on December 92016 and has been rendering valuable services to the Company Considering therequirement of the Company the Board of Directors of the Company has decidedto appoint Mrs Seema Khan as a Managing Director for a period of three years

Omansh Enterprises Limited Annual Report 2016-2017 8

from December 9 2016 to December 8 2019 subject to the approval of theshareholder and Central Government if requiredMrs Seema Khan us under graduate and posses a rich experience in the businessof trading in textile from a decade Your Board is of the opinion that consideringthe experience of Mrs Seema Khan in the business market her appointment asManaging Director will be beneficial to the Company The terms and conditionsincluding the remuneration to be paid in the event of loss or inadequacy of profitin any financial year during the tenure of her appointment is mentioned in thedraft letter of appointment placed before the meeting approved by the Board ofDirectorsNomination amp Remuneration Committee at their meeting held onDecember 9 20161 Basic Salary

Presently the Company is not proposing to pay any remuneration to theManaging Director However the terms of the appointment and remunerationmay be revised at a later stage and with an authority to the Board to increasethe same from time to time in accordance with the limits specified in ScheduleV of the Companies Act 2013 as amended from time to time The annual orother increments will be merit based and will take into account the Companyrsquosperformance No other Allowance or Perquisites are being offered to theManaging Director for the time being

2 General

i The Managing Director shall perform her duties as such with regard toall the work of the Company and shall manage and attend to such businessand carry out the orders and directions given by the Board from time totime in all respects

ii The Managing Director shall act in accordance with the Articles ofAssociation of the Company and shall abide by the provisions containedin Section 166 of the Act with regard to duties of Directors

iii The Managing Director shall adhere to the Companyrsquos Code of Ethics ampConduct The Remuneration CommitteeBoard of Directors will determinethe amount of remuneration and increments payable every yeardepending on the performance of the Managing Director profitability ofthe Company and other relevant factors Mrs Seema Khan satisfy allthe conditions set out in Part-I of Schedule V to the Act as also conditionsset out under subsection (3) of Section 196 of the Act for being eligiblefor her appointment She is not disqualified from being appointed asDirector in terms of Section 164 of the Act Brief resume of Mrs SeemaKhan nature of her expertise in specific functional areas names ofcompanies in which he holds Directorships and Memberships Chairmanships of Board Committees her shareholding etc areseparately annexed hereto Notwithstanding anything to the contraryherein contained where in any financial year during the currency of tenureof aforesaid Director the Company has no profits or inadequate profits

Omansh Enterprises Limited Annual Report 2016-2017 9

the Company will pay remuneration by way of salary perquisites andallowances to the said Director subject to compliance with the applicableprovisions of Schedule V of the Companies Act 2013 and if necessarywith the approval of Central GovernmentThe copy of resolution passed by the Board of Directors of the Companyin its meeting held on December 9 2016 approving the aforesaid proposalalong with other documents is available for inspection by the membersat the registered office between 1100 AM to 100 PM on all working daystill the date of the Annual General MeetingMrs Seema Khan is interested in this resolution which pertains to herappointment as Managing Director of the Company Save and exceptthe above none of the other Directors or Key Managerial Personnel ofthe Company (including relatives of Directors and Key ManagerialPersonnel) are in any way concerned or interested financially orotherwise in this resolutionThe Board recommends the Special Resolution set out at Item No 8 ofthe Notice for approval by the members

By order of the BoardOmansh Enterprises Limited

Manoj ChauhanDate September 4 2017 Whole Time DirectorPlace Delhi DIN 07835068

Registered OfficeShop No Shop No 37 QD Block DDA MarketPitampura New Delhi - 110034

Omansh Enterprises Limited Annual Report 2016-2017 10

lsquoAnnexure -Crsquo

Omansh Enterprises Limited Annual Report 2016-2017 11

DIRECTORrsquoS REPORT

ToThe Members ofMs Omansh Enterprises LimitedYour Directors have pleasure in presenting the 43rd Directorrsquos Report of your Companytogether with the Audited Statement of Accounts and the Auditorsrsquo Report of yourcompany for the financial year ended 31st March 20171 FINANCIAL HIGHLIGHTS AND STATE OF COMPANYrsquoS AFFAIRS

(Amount in Rs)Particulars Current year Previous Year

Total Revenue 1735111517 2303711625Total Expenses 1702558967 2264248262Profit Before Tax 33150792 39463363Tax ExpensesCurrent Tax 9700000 11638100Deferred Tax 534600 27512500Profit(Loss) after Tax 22916192 312763Net Profit Transferred to Reserves 22916192 312763Earnings per share (Rs)Basic 001 000Diluted 001 000

(b) During the year your Company recorded Total Revenue of Rs 1735111517(previous year Rs 2303711625) The Company recorded a Net Profit of Rs22916192 during the financial year ended 31st March 2017 as compared to aNet Profit of Rs 312763 in the previous year

(c) Transfer To Reserves In Terms Of Section 134 (3) (j) Of The Companies Act2013

No amount was transferred to reserves during the financial year ended 31st March2017

(d) Dividend

Your Directors do not recommend any dividend for the year ended 31st March2017

(e) Material Changes and Commitments

There are no material changes from the end of Financial Year till the date of thisreport

2 PUBLIC DEPOSITS

During the year under report your Company did not accept any deposits from thepublic in terms of the provisions of Chapter V of the Companies Act 2013

3 DIRECTORS AND KEY MANAGERIAL PERSONNEL

(a) Changes in Directors and Key Managerial Personnel during the year

On recommendation of Nomination and Remuneration Committee Mr Manoj

Omansh Enterprises Limited Annual Report 2016-2017 12

Chauhan was appointed as the Whole Time Director wef 29th May 2017 andMs Seema Khan (DIN 07639422) had also been appointed as the ManagingDirector of the Company for a period of three years wef 9th December 2016And after her appointment Ms Reena Sharma (DIN06883803) stepped downfrom post of the Managing DirectorMr Gaurav Mutreja resigned as the Director of the Company wef 29th May 2017and Mr Vidya Sagar Bhatia resigned from Directorship of the Company on 29th

June 2017 Further Mr Radhey Shayam resigned from the Directorship of theCompany on 4th September 2017Mrs Fatima Makdum Matikub and Mrs Preeti Pralhad Soni were appointed asthe Additional Directors on the Board of the Company only on 4th September 2017in the Category of the Independent Director and your directors recommend theirappointment in the forthcoming AGMIn accordance with the provisions of Section 167(1)(b) of Companies Act 2013Mr Divesh Kumar Bajaj vacated his office of Independent wef 11th August 2017as he had not attended any Board Meeting since 12th August 2016Mr Praveen Kumar had also resigned from the position of Company Secretaryand CFO of the Company wef 24th May 2016 and Mr Remo John was appointedas the Company Secretary and Compliance Officer wef 29th May 2017

(b) Retirement by rotation

In accordance with the provisions of Section 152(6) of the Act and the Articles ofAssociation of the Company Mrs Reena Sharma (DIN06883803) and Mrs SeemaKhan (DIN07639422) will retire by rotation at the ensuing Annual General Meeting(lsquoAGMrsquo) of the Company and being eligible offers themselves for re-appointmentYour Board has recommended their re-appointment

(c) Declaration of Independence by the Independent Directors

The Independent Directors of your Company have confirmed that they meet withthe criteria of Independence as prescribed under Section 149(6) of the Act readwith Rule 5 of the Companies (Appointment and Qualification of Directors) Rules2014Framework for Familiarization Programme for the Independent Directors and thedetails of Familiarization Programme imparted to Independent Directors is madeavailable on the website of the Company

(d) Attributes qualifications and appointment of Directors

The Nomination and Remuneration Committee has adopted the attributes andqualifications as provided in Section 149(6) of the Act and Rule 5 of the Companies(Appointment and Qualification of Directors) Rules 2014 in respect of IndependentDirectors The Committee has also adopted the same attributes and qualificationsto the extent applicable in respect of Non-Independent DirectorsAll the Non-Executive Directors of the Company fulfil the fit and proper criteria forappointment as Directors Further all Directors of the Company other thanIndependent Directors are liable to retire by rotation One-third of the Directorswho are liable to retire by rotation retire every year and are eligible for re-election

Omansh Enterprises Limited Annual Report 2016-2017 13

(e) Remuneration Policy

The Board on the recommendation of the Nomination and RemunerationCommittee approved the Remuneration Policy for the Directors Key ManagerialPersonnel and other employees of the Company a copy of which is enclosed asAnnexure I to this Report

(f) Board Evaluation

The Board carried out annual performance evaluation of its own performance andthat of the individual Directors as also functioning of the Board Committees asrequired in terms of Section 134(3)(p) of the Act The performance evaluation ofthe Board and individual Directors was based on criteria approved by theNomination and Remuneration Committee The Directors expressed theirsatisfaction with the overall evaluation process

4 NUMBER OF BOARD MEETINGS

During the year ended 31st March 2017 5 (Five) meetings of the Board were heldon 11th May 2016 12th August 2016 11th November 2016 9th December 2016 and11th February 2017

5 BOARD COMMITTEES

Presently the Company has three Board Committees with the following members

Audit Committee Ms Fatima Makdum Matikub ChairpersonMr Manoj Chauhan MemberMs Priti Pralhad Soni Member

Nomination and Ms Priti Pralhad Soni ChairpersonRemuneration Committee Mr Manoj Chauhan Member

Ms Fatima Makdum Matikub MemberStakeholders Relationship Committee Mr Manoj Chauhan Chairman

Ms Fatima Makdum Matikub MemberMs Priti Pralhad Soni Member

6 DIRECTORSrsquo RESPONSIBILITY STATEMENT

As required under Section 134(5) of the Act your Directors confirm having -i) followed in the preparation of the Annual Accounts the applicable

Accounting Standards with proper explanation relating to materialdepartures if any

ii) selected such accounting policies and applied them consistently andmade judgments and estimates that are reasonable and prudent so asto give a true and fair view of the state of affairs of the Company at theend of the financial year and of the profit of the Company for that period

iii) taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of the Act forsafeguarding the assets of your Company and for preventing anddetecting fraud and other irregularities

Omansh Enterprises Limited Annual Report 2016-2017 14

iv) prepared the Annual Accounts on a going concern basis andv) proper systems have been devised to ensure compliance with the

provisions of all applicable laws and such systems are adequate andoperating effectively

vi) having laid down the internal financial controls to be followed by theCompany and such internal financial controls are adequate and operatingeffectively

7 SUBSIDIARIES ASSOCIATES AND JOINT VENTURES

The Company does not have any subsidiary associate or joint venture8 LISTING INFORMATION

The Equity Shares of the Company are presently listed only at BSE Ltd Thelisting fee for the Financial Year 2017-18 is paid

9 DEMATERIALIZATION OF SHARES

The securities of the Company are admitted with NSDL and CDSL the ISINallotted to the Company is INE378P01028

10 REPORT ON CORPORATE GOVERNANCE

In terms of Regulation 15(2) of SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 the provision of Regulation 27 of the SEBI(Listing Obligations and Disclosure Requirements) Regulations 2015 are notapplicable to the Company since the paid up capital of the Company is belowRs 10 crores and also the net worth of the Company is below Rs 25 CroresThus the Company is not required to attach the Corporate Governance reportwith the Report of the Board of Directors

11 CORPORATE SOCIAL RESPONSIBILITY

During the financial year 2016-17 the Net Worth of the Company was Rs3640954266 Turnover of the Company was Rs 1735111517 and Netprofit of the Company was Rs 22916100 therefore provisions of Section135(1) of the Companies Act 2013 are not applicable

12 PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES

The Company provides a gender friendly workplace during the year underreview there were no cases filed pursuant to Sexual Harassment of Womenat Workplace (Prevention Prohibition and Redressal) Act 2013None of the employees of your Company is covered under the provisions ofRule 5(2) of the Companies (Appointment and Remuneration of ManagerialPersonnel) Rules 2014

13 RISK MANAGEMENT

The Board has approved the Risk Management Policy of the Company TheCompanyrsquos risk management framework is designed to address risks intrinsicto operations financials and compliances arising out of the overall strategy

Omansh Enterprises Limited Annual Report 2016-2017 15

of the Company The Company manages monitors and reports on the principalrisks and uncertainties that can impact its ability to achieve it objectives Theresponsibility for management of risks vests with the Managers officersresponsible for the day-to-day conduct of the affairs of the Company Riskfocused audits are carried out periodically by the Internal Auditors whichlead to identification of areas where risk management processes need to bestrengthened Annual update is provided to the Board on the effectiveness ofthe Companyrsquos risk management systems and policies

14 INTERNAL FINANCIAL CONTROLS amp INTERNAL AUDIT

The Company has adequate internal financial controls with respect to thefinancial statements commensurate with the size and scale of the operationsof the Company During the year such controls were tested and no reportablematerial weakness in operation has been observed Internal audit of theCompany has been carried out during the year The Audit Committee reviewsthe internal audit findings provides guidance on internal controls and ensuresthat the internal audit recommendations are implemented

15 PARTICULARS OF LOANS GUARANTEES AND INVESTMENTS

Particulars of loans given investments made guarantees given and securitiesprovided along with the purpose for which the loan or guarantee or security isproposed to be utilized by the recipient are provided in the FinancialStatements

16 RELATED PARTY TRANSACTIONS

During the year ended on 31st March 2017 the Company has not entered intoany contract arrangement transaction with related parties which could beconsidered as material in accordance with the policy of the Company onmateriality of related party transactionsThe Policy on materiality of related party transactions and dealing with relateddealing with related party transactions as approved by the Board is availableon the website of the Company at weblink httpwwwomanshenterprisescomwp-contentuploads201508Policy-on-materiality-of-Related-Party-Transactions-and-on-dealing-with-Related-Party-Transactionspdf

17 SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS COURTS TRIBUNALS

During the year under review no significant or material orders were passedby the Regulators Courts Tribunals which would impact the going concernstatus of the Company and its future operations

18 EXTRACT OF ANNUAL RETURN

The details forming part of the extract of the Annual Return in Form MGT-9are provided under Annexure II to this Report

Omansh Enterprises Limited Annual Report 2016-2017 16

19 AUDITORS AND AUDIT REPORT

Ms Satyendra Mrinal amp Associates Chartered Accountants who are thestatutory auditors of the Company hold office till the conclusion of theforthcoming AGM Since their term is expiring at the forthcoming AGM thuspursuant to the provisions of section 139 of the Companies Act 2013 and theRules framed thereunder it is proposed to appoint Ms Rajeev Singh amp CoChartered Accountants as the Statutory Auditors of the Company who havegiven their consent for the same from the conclusion of the 43rd AGM till theconclusion of the 48th AGM of the Company to be held in the year 2022 subjectto ratification of their appointment at every AGM to be held after this AGMThe comments made by the Auditorsrsquo in their Report are self explanatory anddo not call for any further comments The Auditorsrsquo Report does not containany qualification reservation or adverse remark

20 CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION FOREIGNEXCHANGE EARNINGS AND OUTGO

CONSERVATION OF ENERGY

Steps taken on conservation of energy and impact thereof Efforts to conserveelectricity by operating only necessary lights fittings and fixtures were madeduring the financial year 2016-17Steps taken by the company for utilizing alternate sources of energy NILCapital investment on energy conservation equipment NILTECHNOLOGY ABSORPTION

(I) Efforts in brief made towards technology absorption and benefits derivedas a result of the above efforts eg product improvement cost reductionproduct development import substitution etc Nil

(II) In case of imported technology (imported during the last 3 years reckonedfrom the beginning of the financial year) following information may befurnishedA) Details of technology imported - NILB) Year of import ndashNILC) Whether the technology been fully absorbed - NILD) If not fully absorbed areas where absorption has not taken place

and the reasons therefore ndash NILIII) Expenditure incurred on research and development ndash NILFOREIGN EXCHANGE EARNINGS AND OUTGO

There were no foreign exchange earnings or foreign exchange outflow duringthe year

Omansh Enterprises Limited Annual Report 2016-2017 17

21 SECRETARIAL AUDITOR amp SECRETARIAL AUDIT REPORT

In terms of Section 204 of the Companies Act 2013 the Company hasappointed Ms Amit R Dadheech amp Associates Practicing CompanySecretaries as the Secretarial Auditor of the Company for the financial year2016-17 The Secretarial Audit Report given by Ms Amit R Dadheech ampAssociates Practicing Company Secretary is provided under Annexure III tothis ReportThe comments made by the Secretarial Auditor are self explanatory and donot require and further comments The Secretarial Audit Report does notcontain any qualification reservation or adverse remark

22 ESTABLISHMENT OF VIGIL MACHENISM

The Vigil Mechanism Policy of the Company is formulated in terms of section177 (9) of the Companies Act 2013 read with the provisions of the ListingAgreement with the Stock Exchange(s) and thereby also incorporates WhistleBlower Policy That as per the said policy protected disclosures can be madeby the whistle blower to the dedicated e-mail telephone line letter to Chairmanof Audit CommitteeThe Policy on Vigil Mechanism and Whistle Blower Policy as approved by theBoard is available on the website of the Company at web-link httpwwwomanshenterprisescomwp-contentuploads201508Vigil-Mechanism-and-Whistle-Blower-Policypdf

23 ACKNOWLEDGEMENT

Your directors would like to express their sincere appreciation for theassistance and corporation received from the financial institutions banksGovernment authorities customers vendors and members during the yearunder review Your directors also wish to place on record their deep sense ofappreciation for the committed services by the Companyrsquos executives staffand workers

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanDate September 4 2017 Managing Director Wholetime DirectorPlace New Delhi DIN 07639422 DIN 07835068

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 18

Annexure-INOMINATION amp REMUNERATION POLICY

(DIRECTORS KMP amp SENIOR MANAGEMENT)

INTRODUCTION

In pursuance of the Companyrsquos philosophy to consider its employees as itsinvaluable assets to pay equitable remuneration to all Directors Key ManagerialPersonnel (KMP) and employees of the Company to harmonize the aspirationsof human resources consistent with the goals of the Company and in terms of theprovisions of the Companies Act 2013 this policy on nomination and remunerationof Directors Key Managerial Personnel and Senior Management has beenformulated by the Nomination amp Remuneration Committee and approved by theBoard of DirectorsOBJECTIVE

The objective and purpose of the Policy are as given below1 To lay down criteria and terms and conditions with regard to identifying persons

who are qualified to become Directors (Executive and Non-Executive) andpersons who may be appointed in Senior Management and Key Managerialpositions and to determine their remuneration

2 To carry out evaluation of the performance of Directors as well as KeyManagerial and Senior Management Personnel

3 To provide them reward linked directly to their effort performance dedicationand achievement of Organizationrsquos goals as entrusted on them

4 To retain motivate and promote talent and to ensure long term retention oftalented managerial persons and create competitive advantage In the contextof the aforesaid objectives the following policy has been framed andrecommended by the Nomination amp Remuneration Committee and adoptedby the Board of Directors

PART ndash A

POLICY FOR APPOINTMENT AND REMOVAL OF DIRECTOR KMP AND SENIORMANAGEMENTAPPOINTMENT

1 The candidate for a position at Director KMP or Senior Management level ismet by the Managing Director in consultation with the other Directors Theinterview is targeted at assessing the candidate on his her functional ampleadership capabilities and cultural fitment to the organization

2 The MD assesses the shortlisted candidates3 The selected candidatersquos details and the proposed compensation is shared

with the Nomination amp Remuneration Committee for their review andsuggestions The same is shared with the Board at the next board meeting

Omansh Enterprises Limited Annual Report 2016-2017 19

TERM TENURE

The tenure for Directors shall be governed by the terms defined in the CompaniesAct 2013 However the tenure for other KMP and Senior Management Personnelwill be governed by Terms of Appointment in accordance with the RecruitmentPolicy of the CompanyEVALUATION

The performance of the KMP and Senior Management Personnel is evaluated atregular intervals (half yearly yearly) by the Managing Director The performanceevaluation of Independent Directors shall be done by the Board excluding theDirector being evaluated basis the contributions made to the Board deliberationson various matters including business strategy financial strategy operations costand risk management etc and suggestions given in this regardREMOVAL

Due to reasons for any disqualification mentioned in the Companies Act 2013rules made thereunder or under any other applicable Act rules and regulationsthe Managing Director may recommend to the Committee and the Board withreasons recorded in writing removal of a Director subject to the provisions andcompliance of the said Act rules and regulationsFor other KMP or Senior Management Personnel the removal will be governedby the Terms of Appointment in accordance with the Recruitment Policy of theCompany and the subsequent approval of the Managing DirectorRETIREMENT

The Director KMP and Senior Management Personnel shall retire as per theapplicable provisions of the Companies Act 2013 and the prevailing policy of theCompany The Managing Director will have the discretion to retain the DirectorKMP Senior Management Personnel in the same position remuneration orotherwise even after attaining the retirement age for the benefit of the Company

PART ndash B

POLICY RELATING TO EVALUATION AND REMUNERATION OF THE KMP ANDSENIOR MANAGEMENT PERSONNELEVALUATION PROCESS

The three Point Rating scale for performance review of Executive Director KMPand Senior Management is to be followed1 Rating on Basic Job Responsibilities indicating whether the basic job

responsibilities have been met during the year2 Rating on Goals Annual rating on each goal on a five-point scale Weighted

average of the ratings is calculated to arrive at a lsquoWeighted Goal Scorersquo3 Rating on Capabilities Factors The qualitative aspects of the performance is

assessed using the Capabilities Factors by the supervisor on a five-pointscale

Omansh Enterprises Limited Annual Report 2016-2017 20

Based on a holistic view of the Three Point Rating the supervisor provides anoverall Rating This rating is reviewed by the Managing Director along with theimmediate reporting officer who does a Qualitative review of the performancebased on the efforts put in by the employee results achieved and impact of theexternal and internal factors to arrive at a lsquoFinal Annual RatingrsquoThe revision in the total remuneration is directly linked to the lsquoFinal Annual Ratingrsquofor all employees1 The remuneration compensation commission etc to the KMP and Senior

Management Personnel will be determined by the Managing Director inconsultation with other Directors (except the Independent Directors) inaccordance with the Recruitment Policy of the Company which is based uponthe Final Annual Rating employee potential and market benchmarkcompensation The revised remuneration is shared with the Nomination ampRemuneration Committee for review

2 The remuneration compensation commission etc shall be subject to theprior post approval of the shareholders of the Company and CentralGovernment wherever required

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanDate September 4 2017 Managing Director Wholetime DirectorPlace New Delhi DIN 07639422 DIN 07835068

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 21

Omansh Enterprises Limited Annual Report 2016-2017 22

lsquoAnnexure-IIrsquoForm No MGT-9

EXTRACT OF ANNUAL RETURNAs on the financial year ended on 31032017

[Pursuant to Section 92(3) of the Companies Act 2013 and rule 12(1)of the Companies (Management and Administration) Rules 2014]

I REGISTRATION AND OTHER DETAILS

i) CIN L21011DL1974PLC241646ii) Registration Date 20031974iii) Name of the Company OMANSH ENTERPRISES LIMITEDiv) Category Sub-Category of the Company Public Company Limited by Shares amp Having Share Capitalv) Address of the Registered office and contact details SHOP NO 37 QD BLOCK DDA MARKET

PITAMPURA NEW DELHI - 110034Email infoomanshenterprisescom

vi) Whether listed company Yesvii) Name and Address of Registrar amp Transfer Agents ( RTA )

Name of Registrar amp Transfer Agents Skyline Financial Services Private LimitedAddress D-153 A 1st Floor Okhla Industrial Area Phase-ITown City New DelhiState DelhiPin Code 110020Telephone +91-(0)11-6473 2681 6473 2682Fax Number +91-(0)11-2681 2682Email Address adminskylinertacom

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-SNo Name and Description of NIC Code of the to total turnover

main products services Product service of the company1 Whole sale of textiles and clothing 46411 9892

III PARTICULARS OF HOLDING SUBSIDIARY AND ASSOCIATE COMPANIES No of companies for which information is being filloed = NILSNo Name and Address of the Company CINGLN Holding of shares held Applicable Section

SubsidiaryAssociates

Not applicable

Omansh Enterprises Limited Annual Report 2016-2017 23

No of Shares held at the beginning of the year No of Shares held at the end of the year

C at eg o r y o f D e ma t P h y s i ca l T o t a l o f D e ma t P h y s i ca l T o t a l o f C h a n g eS h a r e h o ld er s Tot al S hares Tot al S hares d ur in g t he year

A Promoters(1) Indiana) IndividualHUF 3114500 0 3114500 1755 3114500 0 3114500 1755 000b) Central Govt 0 0 0 000 0 0 000 000 000c) State Govt (s) 0 0 0 000 0 0 000 000 000d) Bodies Corp 4532000 0 4532000 2553 4532000 0 4532000 2553 000e) Banks FI 0 0 0 000 0 0 000 000 000f) Any Otherhellip 0 0 0 000 0 0 000 000 000Sub-total (A) (1)- 7646500 0 7646500 4308 7646500 0 7646500 4308 000(2) Foreign 0 0 0 000 0 0 0 000 000a) NRIs - Individuals 0 0 0 000 0 0 0 000 000b) Other ndash Individuals 0 0 0 000 0 0 0 000 000c) Bodies Corp 0 0 0 000 0 0 0 000 000d) Banks FI 0 0 0 000 0 0 0 000 000e) Any Otherhellip 0 0 0 000 0 0 0 000 000Sub-total (A) (2)- 0 0 0 000 0 0 0 000 000Total shareholding of Promoter(A) = (A)(1)+(A)(2) 7646500 0 7646500 4308 7646500 0 7646500 4308 000B Public Shareholding 1 Insti tutions a) Mutual Funds 0 0 0 000 0 0 0 000 000b) Banks FI 0 0 0 000 0 0 0 000 000c) Central Govt 0 0 0 000 0 0 0 000 000d) State Govt(s) 0 0 0 000 0 0 0 000 000e) Venture Capital Funds 0 0 0 000 0 0 0 000 000f) Insurance Companies 0 0 0 000 0 0 0 000 000g) FIIs 0 0 0 000 0 0 0 000 000h) Foreign Venture Capital Funds 0 0 0 000 0 0 0 000 000i) Others (specify) 0 0 0 000 0 0 0 000 000Sub-total (B)(1)- 0 0 0 000 0 0 0 000 0002 Non-Institutions a) Bodies Corp i) Indian 3296183 25000 3321183 1871 2695355 25000 2720355 1533 -338ii) Overseas 0 0 0 000 0 0 0 000 000b) Individuals i) Individual shareholdersholding nominal share capitalupto Rs 1 lakh 1688546 410000 2098546 1182 718726 409050 1127776 635 -547ii) Individual shareholdersholding nominal sharecapital in excess of Rs 1 lakh ldquo 3745717 616000 4361717 2457 5227885 616000 5843885 3292 835c) Others (specify) 321054 1000 322054 181 410484 1000 411484 232 051Sub-total (B)(2)- 9051500 1052000 10103500 5692 9052450 1051050 10103500 5692 000Total Public Shareholding(B)=(B)(1)+(B)(2) 9051500 1052000 10103500 5692 9052450 1051050 10103500 5692 000C Shares held by Custodianfor GDRs amp ADRs 0 0 0 000 0 0 0 000 000Grand Total (A+B+C) 16698000 1052000 17750000 10000 16698950 1051050 17750000 10000 000

IV SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)A Category-wise Share Holding

Omansh Enterprises Limited Annual Report 2016-2017 24

B Shareholding of Promoters

S Shareholder rsquos Name No of of of shares No of of of shares changeNo Shares tota l pledged Shares tota l pledged in share

Shares encum- shares of encum- hold-of the bered to the bered to ing during

company tota lshares company tota lshares the year1 Mr Gaurav Mutreja 14500 008 000 14500 008 000 0002 Mr Chander Bhan 100000 056 000 100000 056 000 0003 Ms Atharva Professsional Consultants LLP 500000 282 000 500000 282 000 0004 Ms JK Lrsquoatelier Limited 2500000 1408 000 2500000 1408 000 0005 Mr Gaurav Bhatia 50000 028 000 50000 028 000 0006 Ms Gaurav Sukhija (HUF) 250000 141 000 250000 141 000 0007 Ms Komal Sukhi ja 250000 141 000 250000 141 000 0008 Ms Mukesh Sukhija (HUF) 50000 028 000 50000 028 000 0009 Ms Neelam Bhatia 600000 338 000 600000 338 000 00010 Ms Neelam Rani 100000 056 000 100000 056 000 00011 Mr Om Prakash Sukhi ja 700000 394 000 700000 394 000 00012 Ms Pooja Bhatia 150000 085 000 150000 085 000 00013 Ms Raj Kanta Sukhi ja 250000 141 000 250000 141 000 00014 Ms Rashmi Sukhi ja 550000 310 000 550000 310 000 00015 Ms Shi lpa Bhatia 50000 028 000 50000 028 000 00016 Ms Achyut Properties Private Limited 500000 282 000 500000 282 000 00017 Ms Ranji tgarh Finance Company PrivateLimited 1032000 581 000 1032000 581 000 000

Shareholding at the beginning of the year Shareholding at the end of the year

Omansh Enterprises Limited Annual Report 2016-2017 25

C Change in Promotersrsquo Shareholding

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company companySAME AS MENTIONED IN ldquoBrdquo ABOVE

Shareholding at the beginning of the year Shareholding at the end of the year

D Shareholding Pattern of top ten Shareholders (other than Directors Promoters and Holders ofGDRs and ADRs)

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 NAU NIDH FINANCE LIMITED BODY 2500000 1408 2500000 1408

CORPORATE2 KAMALJIT GHAI INDIVIDUAL 250000 141 250000 1413 BHALINDER GHAI INDIVIDUAL 250000 141 250000 1414 HARMEET GHAI INDIVIDUAL 250000 141 250000 1415 GEETA CHADHA INDIVIDUAL 250000 141 250000 1416 MANAN NARANG INDIVIDUAL 250000 141 500000 2827 RAJIV CHADHA INDIVIDUAL 250000 141 250000 1418 NAVEEN NARANG INDIVIDUAL 250000 141 500000 2829 SUMITRA NARANG INDIVIDUAL 250000 141 500000 28210 SATISH CHANDER NARANG INDIVIDUAL 250000 141 500000 282

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

Omansh Enterprises Limited Annual Report 2016-2017 26

E Shareholding of Directors and Key Managerial Personnel

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 Radhey Shayam Whole Time Director 500 000 500 0002 Gaurav Mutre ja Director 14500 008 14500 008

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

V INDEBTEDNESSParticulars Secured Loans Unsecured Deposi ts Total

excluding deposits Loans Indebtedness

VI REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL A Remuneration to Managing Director Whole-time Directors andor Manager

Gross Salary CommissionS Name of (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others Total CeilingNo MDWTD per provision perquisites in lieu of Option Equity profit as per

Manager contained us 17(2) salary the Actin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

NOT ANY

Indebtedness at the beginning of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

Change in Indebtedness during the financial yearAdditionReductionNet Change

Indebtedness at the end of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

NOT APPLICABLE

Omansh Enterprises Limited Annual Report 2016-2017 27

B Remuneration to other directors

Independent Directors Other Non-Executive DirectorS Name of Fee for Commission Others Total 1 Fee for Comm- Others Total Total Total Over-No Director attending attend- ission (2) (1+2) Mana- all

board ing gerial Ceilingcommittee board Remu- as permeetings commi- nerat- the Act

ttee ionmeet-ings

NOT ANY

C Remuneration to Key Managerial Personnel Other than MDManagerWTD

Gross Salary CommissionS Name of Key (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others TotalNo Managerial per provision perquisites in lieu of Option Equity profit

Personnel contained us 17(2) salaryin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

Not Any

Omansh Enterprises Limited Annual Report 2016-2017 28

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Manoj Ramesh Kumar Chauhan Seema KhanWhole Time Director Managing DirectorDIN 07835068 DIN 07639422

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

VII PENALTIES PUNISHMENT COMPOUNDING OF OFFENCES

Type Section of the Brief Detail of Authority [RDNCLT] Appeal made if anyCompanies Description Penalty Punishment Court] (give Details)

Act Compoundingfees imposed

A COMPANYPenaltyPunishment NOT ANYCompoundingB DIRECTORSPenaltyPunishment NOT ANYCompoundingC OTHER OFFICERS IN DEFAULTPenaltyPunishment NOT ANYCompounding

Omansh Enterprises Limited Annual Report 2016-2017 29

Annexure III

FORM NO MR-3SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED 31ST MARCH 2017[Pursuant to Section 204(1) of the Companies Act 2013 and Rule No9 of the

Companies (Appointment and Remuneration Personnel) Rules 2014]

ToThe MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034We have conducted the secretarial audit of the compliance of applicable statutoryprovisions and the adherence to good corporate practices by Omansh EnterprisesLimited (CIN L21011DL1974PLC241646) (hereinafter called ldquothe companyrdquo)Secretarial Audit was conducted in a manner that provided us a reasonable basisfor evaluating the corporate conductsstatutory compliances and expressing ouropinion thereonBased on our verification of Omansh Enterprises Limited books papers minutebooks forms and returns filed and other records maintained by the company andalso the information provided by the Company its officers agents and authorizedrepresentatives during the conduct of the Secretarial Audit we hereby report thatin our opinion the Company has during the audit period covering the financialyear ended on March 31 2017 complied with the statutory provisions listedhereunder and also that the Company has proper Board processes and compliancemechanism in place to the extent in the manner and subject to the reportingmade hereinafterWe have examined the books papers minute books forms and returns filedand other records maintained by Omansh Enterprises Limited for the financialyear ended on March 31 2017 according to the provisions of

1 The Companies Act 2013 (the Act) and the rules made thereunder2 The Securities Contracts (Regulation) Act 1956 (lsquoSCRArsquo) and the rules made

thereunder3 The Depositories Act 1996 and the Regulations and Bye-laws framed

thereunder4 Foreign Exchange Management Act 1999 and the rules and regulations made

thereunder to the extent of Foreign Direct Investment Overseas DirectInvestment and External Commercial Borrowings (During the period underreview the Company has not entered into any transaction requiring

Omansh Enterprises Limited Annual Report 2016-2017 30

compliances with the Foreign Exchange Management Act 1999 and therules and regulations made thereunder to the extent of Foreign DirectInvestment Overseas Direct Investment and External CommercialBorrowings)

5 The Securities and Exchange Board of India (Substantial Acquisition of Sharesand Takeovers) Regulations 2011

6 The Securities and Exchange Board of India (Prohibition of Insider Trading)Regulations 2015

7 The Securities and Exchange Board of India (Issue of Capital and DisclosureRequirements) Regulations 2009

8 The Securities and Exchange Board of India (Employee Stock Option Schemeand Employee Stock Purchase Scheme) Guidelines 1999 (During the periodunder review the Company has not entered into any transaction requiringcompliances with the Securities and Exchange Board of India (EmployeeStock Option Scheme and Employee Stock Purchase Scheme)Guidelines 1999)

9 The Securities and Exchange Board of India (Issue and Listing of DebtSecurities) Regulations 2008 (During the period under review theCompany has not entered into any transaction requiring complianceswith the Securities and Exchange Board of India (Issue and Listing ofDebt Securities) Regulations 2008)

10 The Securities and Exchange Board of India (Registrars to an Issue andShare Transfer Agents) Regulations 1993 regarding the Companies Act anddealing with client

11 The Securities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009)

12 The Securities and Exchange Board of India (Buyback of Securities)Regulations 1998 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Buyback of Securities)Regulations 1998)

OTHER APPLICABLE LAWS

With respect to the compliance system prevailing in the Company and onexamination of the relevant documents and records in pursuance thereof on testcheck basis the Company has complied with the following laws applicable to theCompany

Omansh Enterprises Limited Annual Report 2016-2017 31

1 Indian Contract Act 18722 Income Tax Act 1961 to the extent of Tax Deducted at Source under various

Section and TDS Returns filed3 Indirect Tax Laws relating to collections deductions wherever applicable

payments made and returns filedWe have also examined compliance with the applicable clauses of thefollowing

1 Secretarial Standards issued by The Institute of Company Secretaries of India2 The Listing Agreements entered into by the Company with BSE Ltd pursuant

to SEBI (Listing Obligation and Disclosure Requirement) Regulations 2015During the period under review the Company has complied with the provisions ofthe Act Rules Regulations Guidelines Standards etc mentioned aboveWe further report that

The Board of Directors of the Company is duly constituted with proper balance ofExecutive Directors Non-Executive Directors and Independent Directors Thechanges in the composition of the Board of Directors that took place during theperiod under review were carried out in compliance with the provisions of the ActAdequate notice is given to all directors to schedule the Board Meetings agendaand detailed notes on agenda were sent at least seven days in advance and asystem exists for seeking and obtaining further information and clarifications onthe agenda items before the meeting and for meaningful participation at themeetingMajority decision is carried unanimously however the dissenting membersrsquo viewsif any are captured and recorded as part of the minutesWe further report that there are adequate systems and processes in the companycommensurate with the size and operations of the company to monitor and ensurecompliance with applicable laws rules regulations and guidelinesWe further report that during the audit period

1 During the financial year ended March 31 2017 the Company has notappointed Company Secretary (CS) and Chief Financial Officer (CFO) on theBoard of the Company in compliance with Section 203 of the Companies Act2013 however the Company has appointed CS and CFO wef May 292017 and September 4 2017 respectively

2 The Company has not appointed an Internal Auditor in compliance withprovision of Section 138 of Companies Act 2013

3 There were instances of delay in filing the Forms as required to be filed withRegistrar of Companies Delhi and the Company has paid additional fees forthe same

Note This report is to be read with our letter of even date which annexed asAnnexure A and forms an integral part of this report

Omansh Enterprises Limited Annual Report 2016-2017 32

Annexure A to the Secretarial Audit Report

The MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034

1 We have not verified the correctness and appropriateness of financial recordsand Books of Accounts of the Company

2 Where ever required we have obtained the Management representation aboutthe compliance of laws rules and regulations and happening of events etc

3 The compliance of the provisions of Corporate and other applicable lawsrules regulations standards is the responsibility of management Ourexamination was limited to the verification of procedures on the random testbasis

4 We have followed the audit practices and processes as were appropriate toobtain reasonable assurance about the correctness of the contents of thesecretarial records The verification was done on the random test basis toensure that correct facts are reflected in secretarial records We believe thatthe processes and practices we followed provide a reasonable basis for ouropinion

5 The Secretarial Audit report is neither an assurance as to the future viabilityof the company nor of the efficacy or effectiveness with which the managementhas conducted the affairs of the Company

For Amit R Dadheech amp Associates

Amit R DadheechM No 22889 CP No 8952Mumbai September 4 2017

MANAGEMENT DISCUSSION AND ANALYSIS

Your Directors are pleased to present the Management Discussion and AnalysisReports for the year ended March 31 2017 as underbull Overview

The Indian textile industry is one the largest and oldest sectors in the country andamong the most important in the economy in terms of output investment andemployment The sector employs nearly 45 million people directly and it is one ofthe largest sources of employment generation in the country The textile industrycontributes to 10 of manufacturing production 2 of Indiarsquos GDP and to 13 ofthe countryrsquos export earnings With direct linkages to the rural economy and theagriculture sector it has been estimated that one of every six households in thecountry depends on this sector either directly or indirectly for its livelihoodbull Industry Structure

Raw material costs have been increasing globally coupled with a shortage ofskilled workers While a shift is taking place of textiles industries from China andBangladesh to India the industrial climate in India has also become adverse dueto regular increases in input costs Any further appreciation of the Rupee willadversely affect exports from India Though the spinning industry has faredsomewhat better those with a presence in weaving processing or even compositebusinesses are facing the heat due to increases in input cost without being ableto pass on such higher costs to customers as the market is simply unable toabsorb the samebull Opportunities and Threat

There is good scope for growth for the textile industry as Indiarsquos share in theglobal trade in textiles is weak compared to other countries The free tradeenvironment is a great opportunity for the Indian textile industry to increase itsshare in the global market Chinese exports are slowing down on account of variousfactors inclusive of increase in domestic demand and rising costs This is a goodopportunity of which our textile industry should make use but smaller countrieslike Bangladesh Sri Lanka Pakistan Turkey and Vietnam etc are becomingformidable challengersLack of uninterrupted power increased power costs higher transaction costshigh cost of labour is hindering the progress However we are making all outefforts to cope with all these challenges by continuous efforts at cost reductionprocess improvements diversification of products and improving productivity byimproving efficienciesbull Business operations

The Company is engaged in the business of Textile industry During the yearunder review the industry faced various challenges due to global and economicslowdown and increasing rates of interest rates But looking at the huge potentialin India for Textile the company is hopeful of reenter into this sector The growthin the sector is very good and Management expects better results in forth comingyearOmansh Enterprises Limited Annual Report 2016-2017 33

bull Outlook

In light of the new and vibrant management of the company and steady growth inthe operations of the company and looking at the huge demand for residential aswell as commercial space in Delhi the company is hopeful of its upwardperformance the future growth for the benefit of its stakeholders at largebull Internal control System

The company has an effective internal control environment which ensures thatoperation are managed efficiently and effectively assets are safeguardedregulatory are complied with and transactions are recorded after appropriateauthorization The Company has an adequate internal control systemcommensurate with the size of the company and the nature of its business whichensures that functioning of the Company is managed efficiently and effectivelyassets are safeguarded regulatory compliances are complied with and transactionsare recorded after appropriate authorizationbull Human relations

Human resources have always been most valuable assets for Omansh EnterprisesLimited During the year the company has once again gained the confidence of itsHuman Resource as well and company constantly seeks to attract and retain thebest available talent Human resources management incorporates a process drivenapproach that invest regularly in the extensive training programs The Companycontinued to enjoy healthy industrial relations during the yearbull Forward Looking and Cautionary Statements

Management Discussion and Analysis contains forward-looking statementsconcerning the Companyrsquos future plans strategies and performance Theseforward-looking statements are not historical facts rather they representassumptions and beliefs based on economic financial and competitive datacurrently available Furthermore they are subject to a number of risks anduncertainties that without limitation relate to economic conditions fiercecompetition in the information service industry customer demand tax rulesregulations and other factors Readers of this annual report are cautioned not toplace undue reliance on these forward-looking statements The Company thereforewishes to caution readers that actual results may differ materially

On behalf of Board of Directorsof Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanManaging Director Wholetime DirectorDIN 07639422 DIN 07835068

DateSeptember 4 2017Place New Delhi

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 34

Independent Auditorrsquos Report

To the Members of Omansh Enterprises Limited

Report on the Financial Statements

We have audited the accompanying standalone financial statements of OmanshEnterprises Limited (ldquothe Companyrdquo) which comprise the Balance Sheet as atMarch 31 2017 the Statement of Profit and Loss and Cash Flow Statement for theyear then ended and a summary of significant accounting policies and otherexplanatory information

Managementrsquos Responsibility for the Financial Statements

The Companyrsquos Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 (ldquothe Actrdquo) with respect to the preparation ofthese standalone financial statements that give a true and fair view of the financialposition financial performance and cash flows of the Company in accordancewith accounting principles generally accepted in India including the AccountingStandards specified under section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014 and the Companies (Accounting Standards) AmendmentRules 2016 This responsibility includes maintenance of adequate accountingrecords in accordance with the provisions of the Act for safeguarding of the assetsof the Company and for preventing and detecting frauds and other irregularitiesselection and application of appropriate accounting policies making judgmentsand estimates that are reasonable and prudent and the design implementationand maintenance of adequate internal financial control that were operatingeffectively for ensuring the accuracy and completeness of the accounting recordsrelevant to the preparation and presentation of the financial statements that givea true and fair view and are free from material misstatement whether due to fraudor error

Auditorrsquos Responsibility

Our responsibility is to express an opinion on these standalone financial statementsbased on our audit We have taken into account the provisions of the Act theaccounting and auditing standards and matters which are required to be includedin the audit report under the provisions of the Act and the Rules made thereunderWe conducted our audit in accordance with the Standards on Auditing issued bythe Institute of Chartered Accountants of India as specified under Section 143(10)of the Act Those Standards require that we comply with ethical requirements andplan and perform the audit to obtain reasonable assurance about whether thefinancial statements are free from material misstatement

An audit involves performing procedures to obtain audit evidence about theamounts and disclosures in the financial statements The procedures selecteddepend on the auditorrsquos judgment including the assessment of the risks of materialmisstatement of the financial statements whether due to fraud or error In making

Omansh Enterprises Limited Annual Report 2016-2017 35

those risk assessments the auditor considers internal financial control relevantto the Companyrsquos preparation of the financial statements that give a true and fairview in order to design audit procedures that are appropriate in the circumstancesAn audit also includes evaluating the appropriateness of accounting policies usedand the reasonableness of the accounting estimates made by the CompanyrsquosDirectors as well as evaluating the overall presentation of the financial statementsWe believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the standalone financial statements

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the standalone financial statements give the information required bythe Act in the manner so required and give a true and fair view in conformity withthe accounting principles generally accepted in India of the state of affairs of theCompany as at 31st March 2017 its profit and its cash flows for the year endedon that date

Report on Other Legal and Regulatory Requirements

1 As required by the Companies (Auditorrsquos report) Order 2016 (ldquothe Orderrdquo)issued by the Central Government of India in terms of sub-section (11) ofSection 143 of the Act we give in the Annexure 1 a statement on the mattersspecified 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 whichto the best of our knowledge and belief were necessary for the purposeof our audit

b) In our opinion proper books of account as required by law have beenkept by the Company so far as it appears from our examination of thosebooks

c) The Balance Sheet Statement of Profit and Loss and Cash FlowStatement dealt with by this Report are in agreement with the books ofaccount

d) In our opinion the aforesaid standalone financial statements comply withthe Accounting Standards specified under Section 133 of the Act readwith Rule 7 of the Companies (Accounts) Rules 2014 and the Companies(Accounting Standards) Amendment Rules 2016

e) On the basis of written representations received from the directors as on31st March 2017 and taken on record by the Board of Directors none ofthe directors is disqualified as on 31st March 2017 from being appointedas a director in terms of Section 164(2) of the Act

Omansh Enterprises Limited Annual Report 2016-2017 36

f) With respect to the adequacy of the internal financial controls overfinancial reporting of the Company and the operating effectiveness ofsuch controls refer to our separate Report in ldquoAnnexure 2rdquo to this report

g) With respect to the other matters to be included in the Auditorrsquos Reportin accordance with Rule 11 of the Companies (Audit and Auditors) Rules2014 in our opinion and to the best of our information and according tothe explanations given to us

i The Company does not have any pending litigations which wouldimpact its financial position

ii The Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeablelosses

iii There has not been an occasion in which the company during theyear under report to transfer any sum to the Investor Education andProtection Fund Hence the question of delay in transferring suchsum does not arise

iv The Company has provided requisite disclosures in Note No 27 tothese standalone financial statements as to the holding of SpecifiedBank Notes on November 8 2016 to December 30 2016 as well asdealings in Specified Bank Notes during the period from November8 2016 to December 30 2016 Based on our audit procedures andrelying on the management representation regarding the holdingand nature of cash transactions including Specified Bank Noteswe report that these disclosures are in accordance with the books ofaccounts maintained by the Company and as produced to us by theManagement

For Satyendra Mrinal amp AssociatesChartered Accountants

Firm Registration Number 017068N

SK JainPartner

Membership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 37

Annexure 1 referred to in paragraph 1 under the heading ldquoReport on OtherLegal and Regulatory Requirementsrdquo of our Report of even date

(i) (a) The Company has maintained proper records showing fullparticulars including quantitative details and situation of fixedassets

(b) All fixed assets have been physically verified by the managementat regular intervals as informed to us no material discrepancieswere noticed on such verification

(c) According to the information and explanations given by themanagement the Company has not acquired any immovableproperty during the year under audit no comments under thesub-clause are required

(ii) The Company does not have any inventory and accordingly therequirements under paragraph 3(ii) of the Order are not applicable to theCompany

(iii) According to the information and explanation given to us the Companyhas not granted any loans secured or unsecured to companies firmsLimited Liability Partnerships or other parties covered in the registermaintained under Section 189 of the Act and hence clause 3(iii)(a) (b)and (c) of the Order are not applicable to the Company and hence notcommented upon

(iv) In our opinion and according to the information and explanations givento us there are no loans investments guarantees and securities grantedin respect of which provisions of Section 185 and 186 of the Act areapplicable and hence not commented upon

(v) The Company has not accepted any deposits within the meaning ofSections 73 to 76 of the Act and the Companies (Acceptance of Deposits)Rules 2014 (as amended) Accordingly the provisions of clause 3(v) ofthe Order are not applicable

(vi) To the best of our knowledge and as explained the Central Governmenthas not specified the maintenance of cost records under Section 148(1)of the Act for the productsservices of the Company

(vii) (a) According to the information and explanations given to us andbased on the records of the company examined by us thecompany is regular in depositing the undisputed statutory duesincluding income-tax and other statutory dues as applicablewith the appropriate authorities in India

(b) According to the information and explanations given to us andbased on the records of the company examined by us thereare no dues of Income tax which have not been deposited onaccount of any disputes However the remaining taxes specifiedunder the said sub-clause are not applicable to the company

Omansh Enterprises Limited Annual Report 2016-2017 38

(viii) In our opinion and according to the information and explanations givenby the management the Company has not availed of any loans from anyfinancial institution bank or government and not issued any debentures

(ix) In our opinion and according to the information and explanations givenby the management the Company has not raised any money by way ofinitial public offer or further public offer (including debt instruments) andthe company has not raisedtaken any term loan

(x) Based upon the audit procedures performed for the purpose of reportingthe true and fair view of the financial statements and according to theinformation and explanations given by the management we report thatno fraud by the company or no fraud on the company by the officers andemployees of the Company has been noticed or reported during the year

(xi) According to the information and explanations given by the managementthe company has complied with the provisions of Section 197 read withSchedule V of the Companies Act 2013

(xii) In our opinion the Company is not a nidhi company Therefore theprovisions of clause 3(xii) of the order are not applicable to the Companyand hence not commented upon

(xiii) According to the information and explanations given by the managementthere were no transactions with the related parties during the year hencenot commented upon

(xiv) According to the information and explanations given to us and on anoverall examination of the Balance Sheet the Company has not madeany preferential allotment or private placement of shares or fully or partlyconvertible debentures during the year under review and hence reportingrequirements under clause 3(xiv) are not applicable to the Company andnot commented upon

(xv) According to the information and explanations given by the managementthe Company has not entered into any non-cash transactions with thedirectors or persons connected with him as referred to in Section 192 ofCompanies Act 2013

(xvi) According to the information and explanations given to us the provisionsof Section 45-IA of the Reserve Bank of India Act 1934 are not applicableto the Company

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 39

ANNEXURE 2 TO THE INDEPENDENT AUDITORrsquoS REPORT OF EVEN DATEON THE STANDALONE FINANCIAL STATEMENTS OF OMANSHENTERPRISES LIMITED

Report on the Internal Financial Controls under Clause (i) of Sub-section 3of Section 143 of the Companies Act 2013 (ldquothe Actrdquo)

To the Members of Omansh Enterprises Limited

We have audited the internal financial controls over financial reporting of OmanshEnterprises Limited (ldquothe Companyrdquo) as of 31st March 2017 in conjunction withour audit of the standalone financial statements of the Company for the year endedon that date

Managementrsquos Responsibility for Internal Financial Controls

The Companyrsquos Management is responsible for establishing and maintaininginternal financial controls based on the internal control over financial reportingcriteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial ControlsOver Financial Reporting issued by the Institute of Chartered Accountants of IndiaThese responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuringthe orderly and efficient conduct of its business including adherence to theCompanyrsquos policies the safeguarding of its assets the prevention and detectionof frauds and errors the accuracy and completeness of the accounting recordsand the timely preparation of reliable financial information as required under theCompanies Act 2013 (lsquothe Actrsquo)

Auditorrsquos Responsibility

Our responsibility is to express an opinion on the Companyrsquos internal financialcontrols over financial reporting based on our audit We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting (the ldquoGuidance Noterdquo) and the Standards on Auditing asspecified under section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls both applicable to an audit of Internal Financial Controlsand both issued by the Institute of Chartered Accountants of India ThoseStandards and the Guidance Note require that we comply with ethical requirementsand plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects

Our audit involves performing procedures to obtain audit evidence about theadequacy of the internal financial controls system over financial reporting andtheir operating effectiveness Our audit of internal financial controls over financialreporting included obtaining an understanding of internal financial controls overfinancial reporting assessing the risk that a material weakness exists and testing

Omansh Enterprises Limited Annual Report 2016-2017 40

and evaluating the design and operating effectiveness of internal control basedon the assessed risk The procedures selected depend on the auditorrsquos judgementincluding the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error

We believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the internal financial controls systemover financial reporting

Meaning of Internal Financial Controls Over Financial Reporting

A companyrsquos internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles A companyrsquos internal financialcontrol over financial reporting includes those policies and procedures that (1)pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company (2)provide reasonable assurance that transactions are recorded as necessary topermit preparation of financial statements in accordance with generally acceptedaccounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorisations of management and directorsof the company and (3) provide reasonable assurance regarding prevention ortimely detection of unauthorised acquisition use or disposition of the companyrsquosassets 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 financialreporting including the possibility of collusion or improper management overrideof controls material misstatements due to error or fraud may occur and not bedetected Also projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes inconditions or that the degree of compliance with the policies or procedures maydeteriorate

Omansh Enterprises Limited Annual Report 2016-2017 41

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at 31st March 2017 basedon the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls Over Financial Reporting issued bythe Institute of Chartered Accountants of India

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 42

Amount in Particulars Note As At As At

No 31032017 31032016

OMANSH ENTERPRISES LIMITEDRegd off SHOP NO QD-37 DDA MARKET PITAMPURA NEW DELHI-110034

BALANCE SHEET AS AT 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I EQUITY AND LIABILITIES(1) Shareholderrsquos Funds

(a) Share Capital 2 3550000000 3550000000(b) Reserves and Surplus 3 90954266 68038074(c) Money received against share warrants - 3640954266 - 3618038074

(2) Share application money pending allotment - -(3) Non-Current Liabilities

(a) Long-term borrowings - -(b) Deferred tax liabilities (Net) 121300 -(c) Other Long term liabilities - -(d) Long term provisions - 121300 - -

(4) Current Liabilities(a) Short-term borrowings - -(b) Trade payables 4 2658855175 2385034725(c) Other current liabilities 5 13400000 31328100(d) Short-term provisions - 2672255175 - 2416362825

Total 6313330741 6034400899II ASSETS(1) Non-current assets

(a) Fixed assets (i) Tangible assets 6 2888600 4902500 (ii) Intangible assets - - (iii) Capital work-in-progress - - (iv) Intangible assets under development - -(b) Non-current investments 7 801500000 801500000(c) Deferred tax assets (net) - 413300(d) Long term loans and advances 8 910000000 1232160100(e) Other non-current assets - 1714388600 - 2038975900

(2) Current assets(a) Current investments - -(b) Inventories - -(c) Trade receivables 9 4311808246 3931054446(d) Cash and cash equivalents 10 262853595 19436253(e) Short-term loans and advances 11 10054300 16482300(f) Other current assets 12 14226000 4598942141 28452000 3995424999

Total 6313330741 6034400899Significant Accounting PoliciesNotes on financial Statements 1-27

Omansh Enterprises Limited Annual Report 2016-2017 43

Amount in

Particulars Note 2016-17 2015-16No

OMANSH ENTERPRISES LIMITED

STATEMENT OF PROFIT amp LOSS FOR THE YEAR ENDED 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I Revenue from operations 20 1735111517 2138004325II Other Income 21 598242 165707300III Total Revenue I+II 1735709759 2303711625IV Expenses

Purchase of Stock-in-Trade (Net of Return) 1556101986 2019177290Changes in inventories of finished goods work-in-progress and Stock-in-Trade - -Employee benefit expense 22 38500000 92100000Financial costs 23 - 371112Depreciation and amortization expense 24 16239900 22358900Other expenses 25 91717081 130240960

IV Total Expenses 1702558967 2264248262V Profit before exceptional and extraordinary items and tax III-IV 33150792 39463363VI Exceptional Items - -VII Profit before extraordinary items and tax V-VI 33150792 39463363VIII Extraordinary Items - -IX Profit before tax VII-VIII 33150792 39463363X Tax expense

(1) Current tax 9700000 11638100(2) Deferred tax 534600 27512500

XI Profit(Loss) from the perid from continuing operations IX-X 22916192 312763XII Profit(Loss) from discontinuing operations - -XIII Tax expense of discounting operations - -XIV Profit(Loss) from Discontinuing operations XII-XIII - -XV Profit(Loss) for the period XI+XIV 22916192 312763XVI Earning per equity share 26

(1) Basic 001 000(2) Diluted 001 000

Omansh Enterprises Limited Annual Report 2016-2017 44

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2017(Amount in )

Particulars 2016-17 2015-16A Cash Flow from Operating Activities

Profit(Loss) before Taxation 331508 394634Adjustments for Depreciation 20139 81329Preliminary expenses 142260 142260Loss (Profit) on Sale of assets - -Finance cost - 3711Interest Income - -Operating Profit(Loss) before Working Capital Changes 493907 621934Adjustments for Trade and Other Receivables (3807538) 198975Inventories - -Loans and Advances 3285881 (4365027)Trade and Other Payables 2558924 859666Provisions - -Other current Assets - 6837Cash Generated from Operations 2531173 (2677615)Direct Tax Paid (97000) (116381)Net Cash generated from Operating Activities 2434173 (2793996)

B Cash Flow from Investing ActivitiesPurchase of Fixed Assets - -Sale of assets - -Investments - -Interest Income - -Net Cash used in Investing Activities - -

C Cash Flow from Financing ActivitiesProceeds of Borrowings - -Finance cost - (3711)Net Cash generated from in Financing Activities - (3711)Net Increase(Decrease) in Cash and Cash Equivalents (A+B+C) 2434173 (2797708)Cash and Cash Equivalents Opening 194362 2992070Cash and Cash Equivalents Closing 2628536 194362

Notes1 The above Cash Flow Statement has been prepared under the indirect method as set out in the Accounting Standard on Cash Flow Statement

(AS-3)2 Figures in Brackets indicate Cash Outflow3 Previous Year rsquos figures have been recast regrouped and restated where ever necessary

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 45

Notes Forming Part of Financial Statements

NOTE 1

A CORPORATE INFORMATION

The company is engaged in the business of trading in ClothClothingFabric in India the disclosure requirements of AccountingStandard-17 Segment Reporting are not applicable

B SIGNIFICANT ACCOUNTING POLICIES

I BASIS OF PREPARATION

The accompanying financial statements have been prepared andpresented as a going concern under historical cost convention onthe accrual basis of accounting unless otherwise stated inaccordance with the generally accepted accounting principles inIndia (Indian GAAP) and comply with the Accounting Standardsspecified under Section 133 of the Companies Act 2013 (The Act)read with paragraph 7 of the Companies (Accounts) Rules 2014and relevant provisions of the Companies Act 2013

The accounting policies have been consistently applied by theCompany and are consistent with those used in the previous year

All assets and liabilities have been classified as current or non-current as per the Companyrsquos normal operating cycle and othercriteria set out in the Schedule III of the Companies Act 2013Based on the nature of products and the time between theacquisition of assets for processing and their realisation in cashand cash equivalents the Company has ascertained its operatingcycle as up to twelve months for the purpose of currentnon-currentclassification of assets and liabilities

II USE OF ESTIMATES

The preparation of financial statements in conformity with IndianGAAP requires the management to make judgements estimatesand assumptions that affect the reported amounts of revenuesexpenses assets and liabilities and disclosure of contingentliabilities at the end of the reporting period Although these

Omansh Enterprises Limited Annual Report 2016-2017 46

estimates are based on the managementrsquos best knowledge ofcurrent events and actions uncertainty about these assumptionsand estimates could result in the outcomes requiring a materialadjustment to the carrying amounts of assets or liabilities in futureperiods

Significant estimates used by the management in the preparationof these financial statements include the useful life of fixed assetsand intangible assets and provisions for doubtful debtsadvancesDifference if any between the actual results and estimates arerecognized in the period in which the results are knownmaterialized

III FIXED ASSETS AND DEPRECIATION

Fixed assets are recorded at cost of acquisition and installationincluding freight duties levies less accumulated depreciation Costof acquisition includes rates taxes and any other directlyattributable cost for bringing the asset to its working condition forintended use

Depreciation on Tangible Fixed Assets is provided on Written DownValue method using the rates arrived at based on the useful livesas specified in the Schedule II of the Companies Act 2013 orestimated by the management The Company has used thefollowing useful life to provide depreciation on its fixed assets

Omansh Enterprises Limited Annual Report 2016-2017 47

(a) Assets where useful life is same as Schedule II

Assets Useful Life as Prescribedby Schedule II of theCompanies Act 2013

Factory Building 30 years

Plant amp Machinery (other thancontinuous process plant notcovered under specific industries) 15 years

Furniture amp Fittings 10 years

Motor Cycles scooters and other mopeds 10 years

Vehicles (Motor Cars) 8 years

Office Equipments 5 years

Computer printers amp data processing units 3 years

Electrical Installations 10 years

(b) Assets where useful life differ from Schedule II

Fixed Assets individually costing less than Rupees five thousandare fully depreciated in the year of purchase

(c) Depreciation

Depreciation on the Fixed Assets addeddisposed offdiscardedduring the year is provided on pro-rata basis with reference to thedate of additiondisposaldiscarding and in the case of capitalisationof any asset depreciation is charged from the date the same isreadyput to use to the Statement of Profit and Loss

IV INTANGIBLE ASSETS AND AMORTISATION

Intangible Assets are stated at acquisition cost net of accumulatedamortisation and accumulated impairment losses if any Intangibleassets are amortised on a straight-line basis over their estimateduseful lives

Omansh Enterprises Limited Annual Report 2016-2017 48

The Company amortises miscellaneous expenditure representingthe Companyrsquos formation expenses over a period of 5 yearsFurther the cost of Direct Listing of Equity Shares on BSE Limitedhas also been included in the same

V BORROWING COSTS

Borrowing Costs attributable to acquisition and construction ofqualifying assets are capitalised as a part of the cost of such assetsup to the date when such assets are ready for its intended useOther borrowing costs are charged to the Statement of Profit andLoss in the period in which they are incurred

VI FOREIGN CURRENCY TRANSACTIONS

The Company has not dealt with any foreign currency transactionduring the Financial Year

VII INVESTMENTS

Investments which are readily realisable and intended to be heldfor not more than one year from the date on which such investmentsare made are classified as current investments All otherinvestments are classified as long-term investments

Investments are recorded at cost on the date of purchase whichinclude acquisition charges such as brokerage stamp duty taxesetc Current Investments are stated at lower of cost and netrealisable value Long-term investments are stated at cost afterdeducting provisions made if any for other than temporarydiminution in the value

VIII REVENUE RECOGNITION

Revenue is recognised to the extent that it is probable that theeconomic benefits will flow to the Company and can be reliablymeasured

Revenue from sale of products is recognised when the significantrisks and rewards of ownership of the goods have passed to thebuyer Sale of goods are recorded net of trade discounts rebatesSales Tax Value Added Tax and gross of Excise Duty

Omansh Enterprises Limited Annual Report 2016-2017 49

Interest income is recognized on a time proportion basis takinginto account the amount outstanding and the rate applicable

Dividend income on investments is accounted for on receipt of thesame

All expenses and income to the extent considered payable andreceivable respectively unless specifically stated be otherwise areaccounted for on mercantile basis

IX RETIREMENT AND OTHER EMPLOYEE BENEFITS

(a) Provident Fund

Provision of Provident Fund is not applicable to theCompany

(b) Gratuity

No provision for gratuity has been made as there is noamount due towards Gratuity payable

(c) Compensated Leaves

Unutilized leave of staff lapses as at the year end and isnot encashable Accordingly no provision is made forcompensated Leaves

X TAXATION

Tax expense comprises of current and deferred tax

Current Tax

Provision for current tax is made after taking into considerationbenefits admissible under the provisions of the Income-tax Act1961 Minimum Alternative Tax (MAT) credit is recognized wherethere is convincing evidence that the same can be utilized in future

Current tax assets and current tax liabilities are offset when thereis a legally enforceable right to set off the recognized amounts andthere is an intention to settle the asset and the liability on a netbasis

Omansh Enterprises Limited Annual Report 2016-2017 50

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 10: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

(iv) In case of joint holders attending the Meeting only such joint holder whois higher in the order of names will be entitled to vote Members who holdshares in physical form in multiple folios in identical names or joint holdingin the same order of names are requested to send the share certificatesto Registrar for consolidation into a single folio

(v) The Securities and Exchange Board of India (SEBI) has mandated thesubmission of Permanent Account Number (PAN) by every participant insecurities market Members holding shares in electronic form aretherefore requested to submit their PAN to their Depository Participantswith whom they are maintaining their demat accounts Members holdingshares in physical form can submit their PAN details to the Company registrar and Share Transfer Agents

DETAILS OF DIRECTORS SEEKING APPOINTMENT RE-APPOINTMENTIN ANNUAL GENERAL MEETING FIXED FOR SEPTEMBER 28 2017

Sr No

1

2

3

4

5

Name of theDirector

Manoj Chauhan

Seema Khan

Reena Sharma

Fatima Matikub

Prit i PralhadSoni

Date of Birth

07101988

14011990

20121973

01051984

30061983

Date ofAppointment

29052017

09122016

07102015

04092017

04092017

Qualification

HSC

Cleared SSC

Graduate

BCom

HSC

Expertise in SpecificArea

Having vast knowledge infield of financing activitieshe is keenly engaged in thegrowth and development ofthe CompanyShe posses a r ichexperience in the businessof trading in textile

Experienced as Director ofCompany for about 2 years

Business of Beauty ampHealth product

Expertise in the field oftextile

List of otherPublic

Companies inwhich

directorship isheld

Nil

Nil

Nil

Nil

Nil

Omansh Enterprises Limited Annual Report 2016-2017 7

STATEMENT PURSUANT TO SECTION 102(1) OF THE COMPANIES ACT 2013

Item No 5 amp 6

As per the provisions of Section 149 of the Act which has come into force witheffect from April 1 2014 an Independent Director shall hold office for a term up tofive consecutive years on the Board of a company and is not liable to retire byrotationThe Nomination amp Remuneration Committee has recommended the appointmentof Mrs Fatima Makdum Matikub (DIN 07927573) and Mrs Priti Pralhad Soni(DIN 07927441) as Independent Director of the CompanyThe Company has obtained a declaration that they meet the criteria of IndependentDirector as provided under section 149(6) of the Act In the opinion of the Boardthe proposed directors has fulfilled the conditions specified in the Act and theRules framed there under for appointment as Independent Director and they areindependent of the management Notices as required under Section 160 of thecompanies act 2013 have been received from some members proposingcandidature of the said Independent Directors Upon the confirmation ofappointment of these individuals as independent Director by the members of theCompany the appointment shall be formalized by the issue of a letter ofappointment by the company to the said Independent DirectorsThe Board recommends the Resolution set out at Item No 4 amp 5 of this Notice forapproval of the Members as Ordinary ResolutionExcept of Mrs Fatima Makdum Matikub and Mrs Priti Pralhad Soni none of theDirectors or Key Managerial Personnel of the Company or their relatives isconcerned or interested in the proposed ResolutionItem No 7

Mr Manoj Chauhan was appointed as Whole Time Director wef May 29 2017He is been rendering valuable services to the Company and has been lookingafter the compliances of applicable laws and regulationsThe Board of Directors have appointed Mr Manoj Chauhan for a period of 3 (Three)year wef May 29 2017 Now this resolution is put before the shareholders ofthe Company for ratification of appointment of Mr Manoj Chauhan as Whole TimeDirector of the CompanyThe Board recommends the Resolution set out at Item No 6 in this Notice forapproval of the Members as Special ResolutionNone of the Directors of Key Management Personnel of the Company or theirrelatives is concerned or interested in the proposed ResolutionItem No 8

Mrs Seema Khan was appointed on the Board of the Company on December 92016 and has been rendering valuable services to the Company Considering therequirement of the Company the Board of Directors of the Company has decidedto appoint Mrs Seema Khan as a Managing Director for a period of three years

Omansh Enterprises Limited Annual Report 2016-2017 8

from December 9 2016 to December 8 2019 subject to the approval of theshareholder and Central Government if requiredMrs Seema Khan us under graduate and posses a rich experience in the businessof trading in textile from a decade Your Board is of the opinion that consideringthe experience of Mrs Seema Khan in the business market her appointment asManaging Director will be beneficial to the Company The terms and conditionsincluding the remuneration to be paid in the event of loss or inadequacy of profitin any financial year during the tenure of her appointment is mentioned in thedraft letter of appointment placed before the meeting approved by the Board ofDirectorsNomination amp Remuneration Committee at their meeting held onDecember 9 20161 Basic Salary

Presently the Company is not proposing to pay any remuneration to theManaging Director However the terms of the appointment and remunerationmay be revised at a later stage and with an authority to the Board to increasethe same from time to time in accordance with the limits specified in ScheduleV of the Companies Act 2013 as amended from time to time The annual orother increments will be merit based and will take into account the Companyrsquosperformance No other Allowance or Perquisites are being offered to theManaging Director for the time being

2 General

i The Managing Director shall perform her duties as such with regard toall the work of the Company and shall manage and attend to such businessand carry out the orders and directions given by the Board from time totime in all respects

ii The Managing Director shall act in accordance with the Articles ofAssociation of the Company and shall abide by the provisions containedin Section 166 of the Act with regard to duties of Directors

iii The Managing Director shall adhere to the Companyrsquos Code of Ethics ampConduct The Remuneration CommitteeBoard of Directors will determinethe amount of remuneration and increments payable every yeardepending on the performance of the Managing Director profitability ofthe Company and other relevant factors Mrs Seema Khan satisfy allthe conditions set out in Part-I of Schedule V to the Act as also conditionsset out under subsection (3) of Section 196 of the Act for being eligiblefor her appointment She is not disqualified from being appointed asDirector in terms of Section 164 of the Act Brief resume of Mrs SeemaKhan nature of her expertise in specific functional areas names ofcompanies in which he holds Directorships and Memberships Chairmanships of Board Committees her shareholding etc areseparately annexed hereto Notwithstanding anything to the contraryherein contained where in any financial year during the currency of tenureof aforesaid Director the Company has no profits or inadequate profits

Omansh Enterprises Limited Annual Report 2016-2017 9

the Company will pay remuneration by way of salary perquisites andallowances to the said Director subject to compliance with the applicableprovisions of Schedule V of the Companies Act 2013 and if necessarywith the approval of Central GovernmentThe copy of resolution passed by the Board of Directors of the Companyin its meeting held on December 9 2016 approving the aforesaid proposalalong with other documents is available for inspection by the membersat the registered office between 1100 AM to 100 PM on all working daystill the date of the Annual General MeetingMrs Seema Khan is interested in this resolution which pertains to herappointment as Managing Director of the Company Save and exceptthe above none of the other Directors or Key Managerial Personnel ofthe Company (including relatives of Directors and Key ManagerialPersonnel) are in any way concerned or interested financially orotherwise in this resolutionThe Board recommends the Special Resolution set out at Item No 8 ofthe Notice for approval by the members

By order of the BoardOmansh Enterprises Limited

Manoj ChauhanDate September 4 2017 Whole Time DirectorPlace Delhi DIN 07835068

Registered OfficeShop No Shop No 37 QD Block DDA MarketPitampura New Delhi - 110034

Omansh Enterprises Limited Annual Report 2016-2017 10

lsquoAnnexure -Crsquo

Omansh Enterprises Limited Annual Report 2016-2017 11

DIRECTORrsquoS REPORT

ToThe Members ofMs Omansh Enterprises LimitedYour Directors have pleasure in presenting the 43rd Directorrsquos Report of your Companytogether with the Audited Statement of Accounts and the Auditorsrsquo Report of yourcompany for the financial year ended 31st March 20171 FINANCIAL HIGHLIGHTS AND STATE OF COMPANYrsquoS AFFAIRS

(Amount in Rs)Particulars Current year Previous Year

Total Revenue 1735111517 2303711625Total Expenses 1702558967 2264248262Profit Before Tax 33150792 39463363Tax ExpensesCurrent Tax 9700000 11638100Deferred Tax 534600 27512500Profit(Loss) after Tax 22916192 312763Net Profit Transferred to Reserves 22916192 312763Earnings per share (Rs)Basic 001 000Diluted 001 000

(b) During the year your Company recorded Total Revenue of Rs 1735111517(previous year Rs 2303711625) The Company recorded a Net Profit of Rs22916192 during the financial year ended 31st March 2017 as compared to aNet Profit of Rs 312763 in the previous year

(c) Transfer To Reserves In Terms Of Section 134 (3) (j) Of The Companies Act2013

No amount was transferred to reserves during the financial year ended 31st March2017

(d) Dividend

Your Directors do not recommend any dividend for the year ended 31st March2017

(e) Material Changes and Commitments

There are no material changes from the end of Financial Year till the date of thisreport

2 PUBLIC DEPOSITS

During the year under report your Company did not accept any deposits from thepublic in terms of the provisions of Chapter V of the Companies Act 2013

3 DIRECTORS AND KEY MANAGERIAL PERSONNEL

(a) Changes in Directors and Key Managerial Personnel during the year

On recommendation of Nomination and Remuneration Committee Mr Manoj

Omansh Enterprises Limited Annual Report 2016-2017 12

Chauhan was appointed as the Whole Time Director wef 29th May 2017 andMs Seema Khan (DIN 07639422) had also been appointed as the ManagingDirector of the Company for a period of three years wef 9th December 2016And after her appointment Ms Reena Sharma (DIN06883803) stepped downfrom post of the Managing DirectorMr Gaurav Mutreja resigned as the Director of the Company wef 29th May 2017and Mr Vidya Sagar Bhatia resigned from Directorship of the Company on 29th

June 2017 Further Mr Radhey Shayam resigned from the Directorship of theCompany on 4th September 2017Mrs Fatima Makdum Matikub and Mrs Preeti Pralhad Soni were appointed asthe Additional Directors on the Board of the Company only on 4th September 2017in the Category of the Independent Director and your directors recommend theirappointment in the forthcoming AGMIn accordance with the provisions of Section 167(1)(b) of Companies Act 2013Mr Divesh Kumar Bajaj vacated his office of Independent wef 11th August 2017as he had not attended any Board Meeting since 12th August 2016Mr Praveen Kumar had also resigned from the position of Company Secretaryand CFO of the Company wef 24th May 2016 and Mr Remo John was appointedas the Company Secretary and Compliance Officer wef 29th May 2017

(b) Retirement by rotation

In accordance with the provisions of Section 152(6) of the Act and the Articles ofAssociation of the Company Mrs Reena Sharma (DIN06883803) and Mrs SeemaKhan (DIN07639422) will retire by rotation at the ensuing Annual General Meeting(lsquoAGMrsquo) of the Company and being eligible offers themselves for re-appointmentYour Board has recommended their re-appointment

(c) Declaration of Independence by the Independent Directors

The Independent Directors of your Company have confirmed that they meet withthe criteria of Independence as prescribed under Section 149(6) of the Act readwith Rule 5 of the Companies (Appointment and Qualification of Directors) Rules2014Framework for Familiarization Programme for the Independent Directors and thedetails of Familiarization Programme imparted to Independent Directors is madeavailable on the website of the Company

(d) Attributes qualifications and appointment of Directors

The Nomination and Remuneration Committee has adopted the attributes andqualifications as provided in Section 149(6) of the Act and Rule 5 of the Companies(Appointment and Qualification of Directors) Rules 2014 in respect of IndependentDirectors The Committee has also adopted the same attributes and qualificationsto the extent applicable in respect of Non-Independent DirectorsAll the Non-Executive Directors of the Company fulfil the fit and proper criteria forappointment as Directors Further all Directors of the Company other thanIndependent Directors are liable to retire by rotation One-third of the Directorswho are liable to retire by rotation retire every year and are eligible for re-election

Omansh Enterprises Limited Annual Report 2016-2017 13

(e) Remuneration Policy

The Board on the recommendation of the Nomination and RemunerationCommittee approved the Remuneration Policy for the Directors Key ManagerialPersonnel and other employees of the Company a copy of which is enclosed asAnnexure I to this Report

(f) Board Evaluation

The Board carried out annual performance evaluation of its own performance andthat of the individual Directors as also functioning of the Board Committees asrequired in terms of Section 134(3)(p) of the Act The performance evaluation ofthe Board and individual Directors was based on criteria approved by theNomination and Remuneration Committee The Directors expressed theirsatisfaction with the overall evaluation process

4 NUMBER OF BOARD MEETINGS

During the year ended 31st March 2017 5 (Five) meetings of the Board were heldon 11th May 2016 12th August 2016 11th November 2016 9th December 2016 and11th February 2017

5 BOARD COMMITTEES

Presently the Company has three Board Committees with the following members

Audit Committee Ms Fatima Makdum Matikub ChairpersonMr Manoj Chauhan MemberMs Priti Pralhad Soni Member

Nomination and Ms Priti Pralhad Soni ChairpersonRemuneration Committee Mr Manoj Chauhan Member

Ms Fatima Makdum Matikub MemberStakeholders Relationship Committee Mr Manoj Chauhan Chairman

Ms Fatima Makdum Matikub MemberMs Priti Pralhad Soni Member

6 DIRECTORSrsquo RESPONSIBILITY STATEMENT

As required under Section 134(5) of the Act your Directors confirm having -i) followed in the preparation of the Annual Accounts the applicable

Accounting Standards with proper explanation relating to materialdepartures if any

ii) selected such accounting policies and applied them consistently andmade judgments and estimates that are reasonable and prudent so asto give a true and fair view of the state of affairs of the Company at theend of the financial year and of the profit of the Company for that period

iii) taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of the Act forsafeguarding the assets of your Company and for preventing anddetecting fraud and other irregularities

Omansh Enterprises Limited Annual Report 2016-2017 14

iv) prepared the Annual Accounts on a going concern basis andv) proper systems have been devised to ensure compliance with the

provisions of all applicable laws and such systems are adequate andoperating effectively

vi) having laid down the internal financial controls to be followed by theCompany and such internal financial controls are adequate and operatingeffectively

7 SUBSIDIARIES ASSOCIATES AND JOINT VENTURES

The Company does not have any subsidiary associate or joint venture8 LISTING INFORMATION

The Equity Shares of the Company are presently listed only at BSE Ltd Thelisting fee for the Financial Year 2017-18 is paid

9 DEMATERIALIZATION OF SHARES

The securities of the Company are admitted with NSDL and CDSL the ISINallotted to the Company is INE378P01028

10 REPORT ON CORPORATE GOVERNANCE

In terms of Regulation 15(2) of SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 the provision of Regulation 27 of the SEBI(Listing Obligations and Disclosure Requirements) Regulations 2015 are notapplicable to the Company since the paid up capital of the Company is belowRs 10 crores and also the net worth of the Company is below Rs 25 CroresThus the Company is not required to attach the Corporate Governance reportwith the Report of the Board of Directors

11 CORPORATE SOCIAL RESPONSIBILITY

During the financial year 2016-17 the Net Worth of the Company was Rs3640954266 Turnover of the Company was Rs 1735111517 and Netprofit of the Company was Rs 22916100 therefore provisions of Section135(1) of the Companies Act 2013 are not applicable

12 PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES

The Company provides a gender friendly workplace during the year underreview there were no cases filed pursuant to Sexual Harassment of Womenat Workplace (Prevention Prohibition and Redressal) Act 2013None of the employees of your Company is covered under the provisions ofRule 5(2) of the Companies (Appointment and Remuneration of ManagerialPersonnel) Rules 2014

13 RISK MANAGEMENT

The Board has approved the Risk Management Policy of the Company TheCompanyrsquos risk management framework is designed to address risks intrinsicto operations financials and compliances arising out of the overall strategy

Omansh Enterprises Limited Annual Report 2016-2017 15

of the Company The Company manages monitors and reports on the principalrisks and uncertainties that can impact its ability to achieve it objectives Theresponsibility for management of risks vests with the Managers officersresponsible for the day-to-day conduct of the affairs of the Company Riskfocused audits are carried out periodically by the Internal Auditors whichlead to identification of areas where risk management processes need to bestrengthened Annual update is provided to the Board on the effectiveness ofthe Companyrsquos risk management systems and policies

14 INTERNAL FINANCIAL CONTROLS amp INTERNAL AUDIT

The Company has adequate internal financial controls with respect to thefinancial statements commensurate with the size and scale of the operationsof the Company During the year such controls were tested and no reportablematerial weakness in operation has been observed Internal audit of theCompany has been carried out during the year The Audit Committee reviewsthe internal audit findings provides guidance on internal controls and ensuresthat the internal audit recommendations are implemented

15 PARTICULARS OF LOANS GUARANTEES AND INVESTMENTS

Particulars of loans given investments made guarantees given and securitiesprovided along with the purpose for which the loan or guarantee or security isproposed to be utilized by the recipient are provided in the FinancialStatements

16 RELATED PARTY TRANSACTIONS

During the year ended on 31st March 2017 the Company has not entered intoany contract arrangement transaction with related parties which could beconsidered as material in accordance with the policy of the Company onmateriality of related party transactionsThe Policy on materiality of related party transactions and dealing with relateddealing with related party transactions as approved by the Board is availableon the website of the Company at weblink httpwwwomanshenterprisescomwp-contentuploads201508Policy-on-materiality-of-Related-Party-Transactions-and-on-dealing-with-Related-Party-Transactionspdf

17 SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS COURTS TRIBUNALS

During the year under review no significant or material orders were passedby the Regulators Courts Tribunals which would impact the going concernstatus of the Company and its future operations

18 EXTRACT OF ANNUAL RETURN

The details forming part of the extract of the Annual Return in Form MGT-9are provided under Annexure II to this Report

Omansh Enterprises Limited Annual Report 2016-2017 16

19 AUDITORS AND AUDIT REPORT

Ms Satyendra Mrinal amp Associates Chartered Accountants who are thestatutory auditors of the Company hold office till the conclusion of theforthcoming AGM Since their term is expiring at the forthcoming AGM thuspursuant to the provisions of section 139 of the Companies Act 2013 and theRules framed thereunder it is proposed to appoint Ms Rajeev Singh amp CoChartered Accountants as the Statutory Auditors of the Company who havegiven their consent for the same from the conclusion of the 43rd AGM till theconclusion of the 48th AGM of the Company to be held in the year 2022 subjectto ratification of their appointment at every AGM to be held after this AGMThe comments made by the Auditorsrsquo in their Report are self explanatory anddo not call for any further comments The Auditorsrsquo Report does not containany qualification reservation or adverse remark

20 CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION FOREIGNEXCHANGE EARNINGS AND OUTGO

CONSERVATION OF ENERGY

Steps taken on conservation of energy and impact thereof Efforts to conserveelectricity by operating only necessary lights fittings and fixtures were madeduring the financial year 2016-17Steps taken by the company for utilizing alternate sources of energy NILCapital investment on energy conservation equipment NILTECHNOLOGY ABSORPTION

(I) Efforts in brief made towards technology absorption and benefits derivedas a result of the above efforts eg product improvement cost reductionproduct development import substitution etc Nil

(II) In case of imported technology (imported during the last 3 years reckonedfrom the beginning of the financial year) following information may befurnishedA) Details of technology imported - NILB) Year of import ndashNILC) Whether the technology been fully absorbed - NILD) If not fully absorbed areas where absorption has not taken place

and the reasons therefore ndash NILIII) Expenditure incurred on research and development ndash NILFOREIGN EXCHANGE EARNINGS AND OUTGO

There were no foreign exchange earnings or foreign exchange outflow duringthe year

Omansh Enterprises Limited Annual Report 2016-2017 17

21 SECRETARIAL AUDITOR amp SECRETARIAL AUDIT REPORT

In terms of Section 204 of the Companies Act 2013 the Company hasappointed Ms Amit R Dadheech amp Associates Practicing CompanySecretaries as the Secretarial Auditor of the Company for the financial year2016-17 The Secretarial Audit Report given by Ms Amit R Dadheech ampAssociates Practicing Company Secretary is provided under Annexure III tothis ReportThe comments made by the Secretarial Auditor are self explanatory and donot require and further comments The Secretarial Audit Report does notcontain any qualification reservation or adverse remark

22 ESTABLISHMENT OF VIGIL MACHENISM

The Vigil Mechanism Policy of the Company is formulated in terms of section177 (9) of the Companies Act 2013 read with the provisions of the ListingAgreement with the Stock Exchange(s) and thereby also incorporates WhistleBlower Policy That as per the said policy protected disclosures can be madeby the whistle blower to the dedicated e-mail telephone line letter to Chairmanof Audit CommitteeThe Policy on Vigil Mechanism and Whistle Blower Policy as approved by theBoard is available on the website of the Company at web-link httpwwwomanshenterprisescomwp-contentuploads201508Vigil-Mechanism-and-Whistle-Blower-Policypdf

23 ACKNOWLEDGEMENT

Your directors would like to express their sincere appreciation for theassistance and corporation received from the financial institutions banksGovernment authorities customers vendors and members during the yearunder review Your directors also wish to place on record their deep sense ofappreciation for the committed services by the Companyrsquos executives staffand workers

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanDate September 4 2017 Managing Director Wholetime DirectorPlace New Delhi DIN 07639422 DIN 07835068

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 18

Annexure-INOMINATION amp REMUNERATION POLICY

(DIRECTORS KMP amp SENIOR MANAGEMENT)

INTRODUCTION

In pursuance of the Companyrsquos philosophy to consider its employees as itsinvaluable assets to pay equitable remuneration to all Directors Key ManagerialPersonnel (KMP) and employees of the Company to harmonize the aspirationsof human resources consistent with the goals of the Company and in terms of theprovisions of the Companies Act 2013 this policy on nomination and remunerationof Directors Key Managerial Personnel and Senior Management has beenformulated by the Nomination amp Remuneration Committee and approved by theBoard of DirectorsOBJECTIVE

The objective and purpose of the Policy are as given below1 To lay down criteria and terms and conditions with regard to identifying persons

who are qualified to become Directors (Executive and Non-Executive) andpersons who may be appointed in Senior Management and Key Managerialpositions and to determine their remuneration

2 To carry out evaluation of the performance of Directors as well as KeyManagerial and Senior Management Personnel

3 To provide them reward linked directly to their effort performance dedicationand achievement of Organizationrsquos goals as entrusted on them

4 To retain motivate and promote talent and to ensure long term retention oftalented managerial persons and create competitive advantage In the contextof the aforesaid objectives the following policy has been framed andrecommended by the Nomination amp Remuneration Committee and adoptedby the Board of Directors

PART ndash A

POLICY FOR APPOINTMENT AND REMOVAL OF DIRECTOR KMP AND SENIORMANAGEMENTAPPOINTMENT

1 The candidate for a position at Director KMP or Senior Management level ismet by the Managing Director in consultation with the other Directors Theinterview is targeted at assessing the candidate on his her functional ampleadership capabilities and cultural fitment to the organization

2 The MD assesses the shortlisted candidates3 The selected candidatersquos details and the proposed compensation is shared

with the Nomination amp Remuneration Committee for their review andsuggestions The same is shared with the Board at the next board meeting

Omansh Enterprises Limited Annual Report 2016-2017 19

TERM TENURE

The tenure for Directors shall be governed by the terms defined in the CompaniesAct 2013 However the tenure for other KMP and Senior Management Personnelwill be governed by Terms of Appointment in accordance with the RecruitmentPolicy of the CompanyEVALUATION

The performance of the KMP and Senior Management Personnel is evaluated atregular intervals (half yearly yearly) by the Managing Director The performanceevaluation of Independent Directors shall be done by the Board excluding theDirector being evaluated basis the contributions made to the Board deliberationson various matters including business strategy financial strategy operations costand risk management etc and suggestions given in this regardREMOVAL

Due to reasons for any disqualification mentioned in the Companies Act 2013rules made thereunder or under any other applicable Act rules and regulationsthe Managing Director may recommend to the Committee and the Board withreasons recorded in writing removal of a Director subject to the provisions andcompliance of the said Act rules and regulationsFor other KMP or Senior Management Personnel the removal will be governedby the Terms of Appointment in accordance with the Recruitment Policy of theCompany and the subsequent approval of the Managing DirectorRETIREMENT

The Director KMP and Senior Management Personnel shall retire as per theapplicable provisions of the Companies Act 2013 and the prevailing policy of theCompany The Managing Director will have the discretion to retain the DirectorKMP Senior Management Personnel in the same position remuneration orotherwise even after attaining the retirement age for the benefit of the Company

PART ndash B

POLICY RELATING TO EVALUATION AND REMUNERATION OF THE KMP ANDSENIOR MANAGEMENT PERSONNELEVALUATION PROCESS

The three Point Rating scale for performance review of Executive Director KMPand Senior Management is to be followed1 Rating on Basic Job Responsibilities indicating whether the basic job

responsibilities have been met during the year2 Rating on Goals Annual rating on each goal on a five-point scale Weighted

average of the ratings is calculated to arrive at a lsquoWeighted Goal Scorersquo3 Rating on Capabilities Factors The qualitative aspects of the performance is

assessed using the Capabilities Factors by the supervisor on a five-pointscale

Omansh Enterprises Limited Annual Report 2016-2017 20

Based on a holistic view of the Three Point Rating the supervisor provides anoverall Rating This rating is reviewed by the Managing Director along with theimmediate reporting officer who does a Qualitative review of the performancebased on the efforts put in by the employee results achieved and impact of theexternal and internal factors to arrive at a lsquoFinal Annual RatingrsquoThe revision in the total remuneration is directly linked to the lsquoFinal Annual Ratingrsquofor all employees1 The remuneration compensation commission etc to the KMP and Senior

Management Personnel will be determined by the Managing Director inconsultation with other Directors (except the Independent Directors) inaccordance with the Recruitment Policy of the Company which is based uponthe Final Annual Rating employee potential and market benchmarkcompensation The revised remuneration is shared with the Nomination ampRemuneration Committee for review

2 The remuneration compensation commission etc shall be subject to theprior post approval of the shareholders of the Company and CentralGovernment wherever required

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanDate September 4 2017 Managing Director Wholetime DirectorPlace New Delhi DIN 07639422 DIN 07835068

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 21

Omansh Enterprises Limited Annual Report 2016-2017 22

lsquoAnnexure-IIrsquoForm No MGT-9

EXTRACT OF ANNUAL RETURNAs on the financial year ended on 31032017

[Pursuant to Section 92(3) of the Companies Act 2013 and rule 12(1)of the Companies (Management and Administration) Rules 2014]

I REGISTRATION AND OTHER DETAILS

i) CIN L21011DL1974PLC241646ii) Registration Date 20031974iii) Name of the Company OMANSH ENTERPRISES LIMITEDiv) Category Sub-Category of the Company Public Company Limited by Shares amp Having Share Capitalv) Address of the Registered office and contact details SHOP NO 37 QD BLOCK DDA MARKET

PITAMPURA NEW DELHI - 110034Email infoomanshenterprisescom

vi) Whether listed company Yesvii) Name and Address of Registrar amp Transfer Agents ( RTA )

Name of Registrar amp Transfer Agents Skyline Financial Services Private LimitedAddress D-153 A 1st Floor Okhla Industrial Area Phase-ITown City New DelhiState DelhiPin Code 110020Telephone +91-(0)11-6473 2681 6473 2682Fax Number +91-(0)11-2681 2682Email Address adminskylinertacom

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-SNo Name and Description of NIC Code of the to total turnover

main products services Product service of the company1 Whole sale of textiles and clothing 46411 9892

III PARTICULARS OF HOLDING SUBSIDIARY AND ASSOCIATE COMPANIES No of companies for which information is being filloed = NILSNo Name and Address of the Company CINGLN Holding of shares held Applicable Section

SubsidiaryAssociates

Not applicable

Omansh Enterprises Limited Annual Report 2016-2017 23

No of Shares held at the beginning of the year No of Shares held at the end of the year

C at eg o r y o f D e ma t P h y s i ca l T o t a l o f D e ma t P h y s i ca l T o t a l o f C h a n g eS h a r e h o ld er s Tot al S hares Tot al S hares d ur in g t he year

A Promoters(1) Indiana) IndividualHUF 3114500 0 3114500 1755 3114500 0 3114500 1755 000b) Central Govt 0 0 0 000 0 0 000 000 000c) State Govt (s) 0 0 0 000 0 0 000 000 000d) Bodies Corp 4532000 0 4532000 2553 4532000 0 4532000 2553 000e) Banks FI 0 0 0 000 0 0 000 000 000f) Any Otherhellip 0 0 0 000 0 0 000 000 000Sub-total (A) (1)- 7646500 0 7646500 4308 7646500 0 7646500 4308 000(2) Foreign 0 0 0 000 0 0 0 000 000a) NRIs - Individuals 0 0 0 000 0 0 0 000 000b) Other ndash Individuals 0 0 0 000 0 0 0 000 000c) Bodies Corp 0 0 0 000 0 0 0 000 000d) Banks FI 0 0 0 000 0 0 0 000 000e) Any Otherhellip 0 0 0 000 0 0 0 000 000Sub-total (A) (2)- 0 0 0 000 0 0 0 000 000Total shareholding of Promoter(A) = (A)(1)+(A)(2) 7646500 0 7646500 4308 7646500 0 7646500 4308 000B Public Shareholding 1 Insti tutions a) Mutual Funds 0 0 0 000 0 0 0 000 000b) Banks FI 0 0 0 000 0 0 0 000 000c) Central Govt 0 0 0 000 0 0 0 000 000d) State Govt(s) 0 0 0 000 0 0 0 000 000e) Venture Capital Funds 0 0 0 000 0 0 0 000 000f) Insurance Companies 0 0 0 000 0 0 0 000 000g) FIIs 0 0 0 000 0 0 0 000 000h) Foreign Venture Capital Funds 0 0 0 000 0 0 0 000 000i) Others (specify) 0 0 0 000 0 0 0 000 000Sub-total (B)(1)- 0 0 0 000 0 0 0 000 0002 Non-Institutions a) Bodies Corp i) Indian 3296183 25000 3321183 1871 2695355 25000 2720355 1533 -338ii) Overseas 0 0 0 000 0 0 0 000 000b) Individuals i) Individual shareholdersholding nominal share capitalupto Rs 1 lakh 1688546 410000 2098546 1182 718726 409050 1127776 635 -547ii) Individual shareholdersholding nominal sharecapital in excess of Rs 1 lakh ldquo 3745717 616000 4361717 2457 5227885 616000 5843885 3292 835c) Others (specify) 321054 1000 322054 181 410484 1000 411484 232 051Sub-total (B)(2)- 9051500 1052000 10103500 5692 9052450 1051050 10103500 5692 000Total Public Shareholding(B)=(B)(1)+(B)(2) 9051500 1052000 10103500 5692 9052450 1051050 10103500 5692 000C Shares held by Custodianfor GDRs amp ADRs 0 0 0 000 0 0 0 000 000Grand Total (A+B+C) 16698000 1052000 17750000 10000 16698950 1051050 17750000 10000 000

IV SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)A Category-wise Share Holding

Omansh Enterprises Limited Annual Report 2016-2017 24

B Shareholding of Promoters

S Shareholder rsquos Name No of of of shares No of of of shares changeNo Shares tota l pledged Shares tota l pledged in share

Shares encum- shares of encum- hold-of the bered to the bered to ing during

company tota lshares company tota lshares the year1 Mr Gaurav Mutreja 14500 008 000 14500 008 000 0002 Mr Chander Bhan 100000 056 000 100000 056 000 0003 Ms Atharva Professsional Consultants LLP 500000 282 000 500000 282 000 0004 Ms JK Lrsquoatelier Limited 2500000 1408 000 2500000 1408 000 0005 Mr Gaurav Bhatia 50000 028 000 50000 028 000 0006 Ms Gaurav Sukhija (HUF) 250000 141 000 250000 141 000 0007 Ms Komal Sukhi ja 250000 141 000 250000 141 000 0008 Ms Mukesh Sukhija (HUF) 50000 028 000 50000 028 000 0009 Ms Neelam Bhatia 600000 338 000 600000 338 000 00010 Ms Neelam Rani 100000 056 000 100000 056 000 00011 Mr Om Prakash Sukhi ja 700000 394 000 700000 394 000 00012 Ms Pooja Bhatia 150000 085 000 150000 085 000 00013 Ms Raj Kanta Sukhi ja 250000 141 000 250000 141 000 00014 Ms Rashmi Sukhi ja 550000 310 000 550000 310 000 00015 Ms Shi lpa Bhatia 50000 028 000 50000 028 000 00016 Ms Achyut Properties Private Limited 500000 282 000 500000 282 000 00017 Ms Ranji tgarh Finance Company PrivateLimited 1032000 581 000 1032000 581 000 000

Shareholding at the beginning of the year Shareholding at the end of the year

Omansh Enterprises Limited Annual Report 2016-2017 25

C Change in Promotersrsquo Shareholding

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company companySAME AS MENTIONED IN ldquoBrdquo ABOVE

Shareholding at the beginning of the year Shareholding at the end of the year

D Shareholding Pattern of top ten Shareholders (other than Directors Promoters and Holders ofGDRs and ADRs)

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 NAU NIDH FINANCE LIMITED BODY 2500000 1408 2500000 1408

CORPORATE2 KAMALJIT GHAI INDIVIDUAL 250000 141 250000 1413 BHALINDER GHAI INDIVIDUAL 250000 141 250000 1414 HARMEET GHAI INDIVIDUAL 250000 141 250000 1415 GEETA CHADHA INDIVIDUAL 250000 141 250000 1416 MANAN NARANG INDIVIDUAL 250000 141 500000 2827 RAJIV CHADHA INDIVIDUAL 250000 141 250000 1418 NAVEEN NARANG INDIVIDUAL 250000 141 500000 2829 SUMITRA NARANG INDIVIDUAL 250000 141 500000 28210 SATISH CHANDER NARANG INDIVIDUAL 250000 141 500000 282

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

Omansh Enterprises Limited Annual Report 2016-2017 26

E Shareholding of Directors and Key Managerial Personnel

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 Radhey Shayam Whole Time Director 500 000 500 0002 Gaurav Mutre ja Director 14500 008 14500 008

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

V INDEBTEDNESSParticulars Secured Loans Unsecured Deposi ts Total

excluding deposits Loans Indebtedness

VI REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL A Remuneration to Managing Director Whole-time Directors andor Manager

Gross Salary CommissionS Name of (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others Total CeilingNo MDWTD per provision perquisites in lieu of Option Equity profit as per

Manager contained us 17(2) salary the Actin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

NOT ANY

Indebtedness at the beginning of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

Change in Indebtedness during the financial yearAdditionReductionNet Change

Indebtedness at the end of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

NOT APPLICABLE

Omansh Enterprises Limited Annual Report 2016-2017 27

B Remuneration to other directors

Independent Directors Other Non-Executive DirectorS Name of Fee for Commission Others Total 1 Fee for Comm- Others Total Total Total Over-No Director attending attend- ission (2) (1+2) Mana- all

board ing gerial Ceilingcommittee board Remu- as permeetings commi- nerat- the Act

ttee ionmeet-ings

NOT ANY

C Remuneration to Key Managerial Personnel Other than MDManagerWTD

Gross Salary CommissionS Name of Key (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others TotalNo Managerial per provision perquisites in lieu of Option Equity profit

Personnel contained us 17(2) salaryin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

Not Any

Omansh Enterprises Limited Annual Report 2016-2017 28

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Manoj Ramesh Kumar Chauhan Seema KhanWhole Time Director Managing DirectorDIN 07835068 DIN 07639422

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

VII PENALTIES PUNISHMENT COMPOUNDING OF OFFENCES

Type Section of the Brief Detail of Authority [RDNCLT] Appeal made if anyCompanies Description Penalty Punishment Court] (give Details)

Act Compoundingfees imposed

A COMPANYPenaltyPunishment NOT ANYCompoundingB DIRECTORSPenaltyPunishment NOT ANYCompoundingC OTHER OFFICERS IN DEFAULTPenaltyPunishment NOT ANYCompounding

Omansh Enterprises Limited Annual Report 2016-2017 29

Annexure III

FORM NO MR-3SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED 31ST MARCH 2017[Pursuant to Section 204(1) of the Companies Act 2013 and Rule No9 of the

Companies (Appointment and Remuneration Personnel) Rules 2014]

ToThe MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034We have conducted the secretarial audit of the compliance of applicable statutoryprovisions and the adherence to good corporate practices by Omansh EnterprisesLimited (CIN L21011DL1974PLC241646) (hereinafter called ldquothe companyrdquo)Secretarial Audit was conducted in a manner that provided us a reasonable basisfor evaluating the corporate conductsstatutory compliances and expressing ouropinion thereonBased on our verification of Omansh Enterprises Limited books papers minutebooks forms and returns filed and other records maintained by the company andalso the information provided by the Company its officers agents and authorizedrepresentatives during the conduct of the Secretarial Audit we hereby report thatin our opinion the Company has during the audit period covering the financialyear ended on March 31 2017 complied with the statutory provisions listedhereunder and also that the Company has proper Board processes and compliancemechanism in place to the extent in the manner and subject to the reportingmade hereinafterWe have examined the books papers minute books forms and returns filedand other records maintained by Omansh Enterprises Limited for the financialyear ended on March 31 2017 according to the provisions of

1 The Companies Act 2013 (the Act) and the rules made thereunder2 The Securities Contracts (Regulation) Act 1956 (lsquoSCRArsquo) and the rules made

thereunder3 The Depositories Act 1996 and the Regulations and Bye-laws framed

thereunder4 Foreign Exchange Management Act 1999 and the rules and regulations made

thereunder to the extent of Foreign Direct Investment Overseas DirectInvestment and External Commercial Borrowings (During the period underreview the Company has not entered into any transaction requiring

Omansh Enterprises Limited Annual Report 2016-2017 30

compliances with the Foreign Exchange Management Act 1999 and therules and regulations made thereunder to the extent of Foreign DirectInvestment Overseas Direct Investment and External CommercialBorrowings)

5 The Securities and Exchange Board of India (Substantial Acquisition of Sharesand Takeovers) Regulations 2011

6 The Securities and Exchange Board of India (Prohibition of Insider Trading)Regulations 2015

7 The Securities and Exchange Board of India (Issue of Capital and DisclosureRequirements) Regulations 2009

8 The Securities and Exchange Board of India (Employee Stock Option Schemeand Employee Stock Purchase Scheme) Guidelines 1999 (During the periodunder review the Company has not entered into any transaction requiringcompliances with the Securities and Exchange Board of India (EmployeeStock Option Scheme and Employee Stock Purchase Scheme)Guidelines 1999)

9 The Securities and Exchange Board of India (Issue and Listing of DebtSecurities) Regulations 2008 (During the period under review theCompany has not entered into any transaction requiring complianceswith the Securities and Exchange Board of India (Issue and Listing ofDebt Securities) Regulations 2008)

10 The Securities and Exchange Board of India (Registrars to an Issue andShare Transfer Agents) Regulations 1993 regarding the Companies Act anddealing with client

11 The Securities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009)

12 The Securities and Exchange Board of India (Buyback of Securities)Regulations 1998 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Buyback of Securities)Regulations 1998)

OTHER APPLICABLE LAWS

With respect to the compliance system prevailing in the Company and onexamination of the relevant documents and records in pursuance thereof on testcheck basis the Company has complied with the following laws applicable to theCompany

Omansh Enterprises Limited Annual Report 2016-2017 31

1 Indian Contract Act 18722 Income Tax Act 1961 to the extent of Tax Deducted at Source under various

Section and TDS Returns filed3 Indirect Tax Laws relating to collections deductions wherever applicable

payments made and returns filedWe have also examined compliance with the applicable clauses of thefollowing

1 Secretarial Standards issued by The Institute of Company Secretaries of India2 The Listing Agreements entered into by the Company with BSE Ltd pursuant

to SEBI (Listing Obligation and Disclosure Requirement) Regulations 2015During the period under review the Company has complied with the provisions ofthe Act Rules Regulations Guidelines Standards etc mentioned aboveWe further report that

The Board of Directors of the Company is duly constituted with proper balance ofExecutive Directors Non-Executive Directors and Independent Directors Thechanges in the composition of the Board of Directors that took place during theperiod under review were carried out in compliance with the provisions of the ActAdequate notice is given to all directors to schedule the Board Meetings agendaand detailed notes on agenda were sent at least seven days in advance and asystem exists for seeking and obtaining further information and clarifications onthe agenda items before the meeting and for meaningful participation at themeetingMajority decision is carried unanimously however the dissenting membersrsquo viewsif any are captured and recorded as part of the minutesWe further report that there are adequate systems and processes in the companycommensurate with the size and operations of the company to monitor and ensurecompliance with applicable laws rules regulations and guidelinesWe further report that during the audit period

1 During the financial year ended March 31 2017 the Company has notappointed Company Secretary (CS) and Chief Financial Officer (CFO) on theBoard of the Company in compliance with Section 203 of the Companies Act2013 however the Company has appointed CS and CFO wef May 292017 and September 4 2017 respectively

2 The Company has not appointed an Internal Auditor in compliance withprovision of Section 138 of Companies Act 2013

3 There were instances of delay in filing the Forms as required to be filed withRegistrar of Companies Delhi and the Company has paid additional fees forthe same

Note This report is to be read with our letter of even date which annexed asAnnexure A and forms an integral part of this report

Omansh Enterprises Limited Annual Report 2016-2017 32

Annexure A to the Secretarial Audit Report

The MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034

1 We have not verified the correctness and appropriateness of financial recordsand Books of Accounts of the Company

2 Where ever required we have obtained the Management representation aboutthe compliance of laws rules and regulations and happening of events etc

3 The compliance of the provisions of Corporate and other applicable lawsrules regulations standards is the responsibility of management Ourexamination was limited to the verification of procedures on the random testbasis

4 We have followed the audit practices and processes as were appropriate toobtain reasonable assurance about the correctness of the contents of thesecretarial records The verification was done on the random test basis toensure that correct facts are reflected in secretarial records We believe thatthe processes and practices we followed provide a reasonable basis for ouropinion

5 The Secretarial Audit report is neither an assurance as to the future viabilityof the company nor of the efficacy or effectiveness with which the managementhas conducted the affairs of the Company

For Amit R Dadheech amp Associates

Amit R DadheechM No 22889 CP No 8952Mumbai September 4 2017

MANAGEMENT DISCUSSION AND ANALYSIS

Your Directors are pleased to present the Management Discussion and AnalysisReports for the year ended March 31 2017 as underbull Overview

The Indian textile industry is one the largest and oldest sectors in the country andamong the most important in the economy in terms of output investment andemployment The sector employs nearly 45 million people directly and it is one ofthe largest sources of employment generation in the country The textile industrycontributes to 10 of manufacturing production 2 of Indiarsquos GDP and to 13 ofthe countryrsquos export earnings With direct linkages to the rural economy and theagriculture sector it has been estimated that one of every six households in thecountry depends on this sector either directly or indirectly for its livelihoodbull Industry Structure

Raw material costs have been increasing globally coupled with a shortage ofskilled workers While a shift is taking place of textiles industries from China andBangladesh to India the industrial climate in India has also become adverse dueto regular increases in input costs Any further appreciation of the Rupee willadversely affect exports from India Though the spinning industry has faredsomewhat better those with a presence in weaving processing or even compositebusinesses are facing the heat due to increases in input cost without being ableto pass on such higher costs to customers as the market is simply unable toabsorb the samebull Opportunities and Threat

There is good scope for growth for the textile industry as Indiarsquos share in theglobal trade in textiles is weak compared to other countries The free tradeenvironment is a great opportunity for the Indian textile industry to increase itsshare in the global market Chinese exports are slowing down on account of variousfactors inclusive of increase in domestic demand and rising costs This is a goodopportunity of which our textile industry should make use but smaller countrieslike Bangladesh Sri Lanka Pakistan Turkey and Vietnam etc are becomingformidable challengersLack of uninterrupted power increased power costs higher transaction costshigh cost of labour is hindering the progress However we are making all outefforts to cope with all these challenges by continuous efforts at cost reductionprocess improvements diversification of products and improving productivity byimproving efficienciesbull Business operations

The Company is engaged in the business of Textile industry During the yearunder review the industry faced various challenges due to global and economicslowdown and increasing rates of interest rates But looking at the huge potentialin India for Textile the company is hopeful of reenter into this sector The growthin the sector is very good and Management expects better results in forth comingyearOmansh Enterprises Limited Annual Report 2016-2017 33

bull Outlook

In light of the new and vibrant management of the company and steady growth inthe operations of the company and looking at the huge demand for residential aswell as commercial space in Delhi the company is hopeful of its upwardperformance the future growth for the benefit of its stakeholders at largebull Internal control System

The company has an effective internal control environment which ensures thatoperation are managed efficiently and effectively assets are safeguardedregulatory are complied with and transactions are recorded after appropriateauthorization The Company has an adequate internal control systemcommensurate with the size of the company and the nature of its business whichensures that functioning of the Company is managed efficiently and effectivelyassets are safeguarded regulatory compliances are complied with and transactionsare recorded after appropriate authorizationbull Human relations

Human resources have always been most valuable assets for Omansh EnterprisesLimited During the year the company has once again gained the confidence of itsHuman Resource as well and company constantly seeks to attract and retain thebest available talent Human resources management incorporates a process drivenapproach that invest regularly in the extensive training programs The Companycontinued to enjoy healthy industrial relations during the yearbull Forward Looking and Cautionary Statements

Management Discussion and Analysis contains forward-looking statementsconcerning the Companyrsquos future plans strategies and performance Theseforward-looking statements are not historical facts rather they representassumptions and beliefs based on economic financial and competitive datacurrently available Furthermore they are subject to a number of risks anduncertainties that without limitation relate to economic conditions fiercecompetition in the information service industry customer demand tax rulesregulations and other factors Readers of this annual report are cautioned not toplace undue reliance on these forward-looking statements The Company thereforewishes to caution readers that actual results may differ materially

On behalf of Board of Directorsof Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanManaging Director Wholetime DirectorDIN 07639422 DIN 07835068

DateSeptember 4 2017Place New Delhi

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 34

Independent Auditorrsquos Report

To the Members of Omansh Enterprises Limited

Report on the Financial Statements

We have audited the accompanying standalone financial statements of OmanshEnterprises Limited (ldquothe Companyrdquo) which comprise the Balance Sheet as atMarch 31 2017 the Statement of Profit and Loss and Cash Flow Statement for theyear then ended and a summary of significant accounting policies and otherexplanatory information

Managementrsquos Responsibility for the Financial Statements

The Companyrsquos Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 (ldquothe Actrdquo) with respect to the preparation ofthese standalone financial statements that give a true and fair view of the financialposition financial performance and cash flows of the Company in accordancewith accounting principles generally accepted in India including the AccountingStandards specified under section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014 and the Companies (Accounting Standards) AmendmentRules 2016 This responsibility includes maintenance of adequate accountingrecords in accordance with the provisions of the Act for safeguarding of the assetsof the Company and for preventing and detecting frauds and other irregularitiesselection and application of appropriate accounting policies making judgmentsand estimates that are reasonable and prudent and the design implementationand maintenance of adequate internal financial control that were operatingeffectively for ensuring the accuracy and completeness of the accounting recordsrelevant to the preparation and presentation of the financial statements that givea true and fair view and are free from material misstatement whether due to fraudor error

Auditorrsquos Responsibility

Our responsibility is to express an opinion on these standalone financial statementsbased on our audit We have taken into account the provisions of the Act theaccounting and auditing standards and matters which are required to be includedin the audit report under the provisions of the Act and the Rules made thereunderWe conducted our audit in accordance with the Standards on Auditing issued bythe Institute of Chartered Accountants of India as specified under Section 143(10)of the Act Those Standards require that we comply with ethical requirements andplan and perform the audit to obtain reasonable assurance about whether thefinancial statements are free from material misstatement

An audit involves performing procedures to obtain audit evidence about theamounts and disclosures in the financial statements The procedures selecteddepend on the auditorrsquos judgment including the assessment of the risks of materialmisstatement of the financial statements whether due to fraud or error In making

Omansh Enterprises Limited Annual Report 2016-2017 35

those risk assessments the auditor considers internal financial control relevantto the Companyrsquos preparation of the financial statements that give a true and fairview in order to design audit procedures that are appropriate in the circumstancesAn audit also includes evaluating the appropriateness of accounting policies usedand the reasonableness of the accounting estimates made by the CompanyrsquosDirectors as well as evaluating the overall presentation of the financial statementsWe believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the standalone financial statements

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the standalone financial statements give the information required bythe Act in the manner so required and give a true and fair view in conformity withthe accounting principles generally accepted in India of the state of affairs of theCompany as at 31st March 2017 its profit and its cash flows for the year endedon that date

Report on Other Legal and Regulatory Requirements

1 As required by the Companies (Auditorrsquos report) Order 2016 (ldquothe Orderrdquo)issued by the Central Government of India in terms of sub-section (11) ofSection 143 of the Act we give in the Annexure 1 a statement on the mattersspecified 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 whichto the best of our knowledge and belief were necessary for the purposeof our audit

b) In our opinion proper books of account as required by law have beenkept by the Company so far as it appears from our examination of thosebooks

c) The Balance Sheet Statement of Profit and Loss and Cash FlowStatement dealt with by this Report are in agreement with the books ofaccount

d) In our opinion the aforesaid standalone financial statements comply withthe Accounting Standards specified under Section 133 of the Act readwith Rule 7 of the Companies (Accounts) Rules 2014 and the Companies(Accounting Standards) Amendment Rules 2016

e) On the basis of written representations received from the directors as on31st March 2017 and taken on record by the Board of Directors none ofthe directors is disqualified as on 31st March 2017 from being appointedas a director in terms of Section 164(2) of the Act

Omansh Enterprises Limited Annual Report 2016-2017 36

f) With respect to the adequacy of the internal financial controls overfinancial reporting of the Company and the operating effectiveness ofsuch controls refer to our separate Report in ldquoAnnexure 2rdquo to this report

g) With respect to the other matters to be included in the Auditorrsquos Reportin accordance with Rule 11 of the Companies (Audit and Auditors) Rules2014 in our opinion and to the best of our information and according tothe explanations given to us

i The Company does not have any pending litigations which wouldimpact its financial position

ii The Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeablelosses

iii There has not been an occasion in which the company during theyear under report to transfer any sum to the Investor Education andProtection Fund Hence the question of delay in transferring suchsum does not arise

iv The Company has provided requisite disclosures in Note No 27 tothese standalone financial statements as to the holding of SpecifiedBank Notes on November 8 2016 to December 30 2016 as well asdealings in Specified Bank Notes during the period from November8 2016 to December 30 2016 Based on our audit procedures andrelying on the management representation regarding the holdingand nature of cash transactions including Specified Bank Noteswe report that these disclosures are in accordance with the books ofaccounts maintained by the Company and as produced to us by theManagement

For Satyendra Mrinal amp AssociatesChartered Accountants

Firm Registration Number 017068N

SK JainPartner

Membership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 37

Annexure 1 referred to in paragraph 1 under the heading ldquoReport on OtherLegal and Regulatory Requirementsrdquo of our Report of even date

(i) (a) The Company has maintained proper records showing fullparticulars including quantitative details and situation of fixedassets

(b) All fixed assets have been physically verified by the managementat regular intervals as informed to us no material discrepancieswere noticed on such verification

(c) According to the information and explanations given by themanagement the Company has not acquired any immovableproperty during the year under audit no comments under thesub-clause are required

(ii) The Company does not have any inventory and accordingly therequirements under paragraph 3(ii) of the Order are not applicable to theCompany

(iii) According to the information and explanation given to us the Companyhas not granted any loans secured or unsecured to companies firmsLimited Liability Partnerships or other parties covered in the registermaintained under Section 189 of the Act and hence clause 3(iii)(a) (b)and (c) of the Order are not applicable to the Company and hence notcommented upon

(iv) In our opinion and according to the information and explanations givento us there are no loans investments guarantees and securities grantedin respect of which provisions of Section 185 and 186 of the Act areapplicable and hence not commented upon

(v) The Company has not accepted any deposits within the meaning ofSections 73 to 76 of the Act and the Companies (Acceptance of Deposits)Rules 2014 (as amended) Accordingly the provisions of clause 3(v) ofthe Order are not applicable

(vi) To the best of our knowledge and as explained the Central Governmenthas not specified the maintenance of cost records under Section 148(1)of the Act for the productsservices of the Company

(vii) (a) According to the information and explanations given to us andbased on the records of the company examined by us thecompany is regular in depositing the undisputed statutory duesincluding income-tax and other statutory dues as applicablewith the appropriate authorities in India

(b) According to the information and explanations given to us andbased on the records of the company examined by us thereare no dues of Income tax which have not been deposited onaccount of any disputes However the remaining taxes specifiedunder the said sub-clause are not applicable to the company

Omansh Enterprises Limited Annual Report 2016-2017 38

(viii) In our opinion and according to the information and explanations givenby the management the Company has not availed of any loans from anyfinancial institution bank or government and not issued any debentures

(ix) In our opinion and according to the information and explanations givenby the management the Company has not raised any money by way ofinitial public offer or further public offer (including debt instruments) andthe company has not raisedtaken any term loan

(x) Based upon the audit procedures performed for the purpose of reportingthe true and fair view of the financial statements and according to theinformation and explanations given by the management we report thatno fraud by the company or no fraud on the company by the officers andemployees of the Company has been noticed or reported during the year

(xi) According to the information and explanations given by the managementthe company has complied with the provisions of Section 197 read withSchedule V of the Companies Act 2013

(xii) In our opinion the Company is not a nidhi company Therefore theprovisions of clause 3(xii) of the order are not applicable to the Companyand hence not commented upon

(xiii) According to the information and explanations given by the managementthere were no transactions with the related parties during the year hencenot commented upon

(xiv) According to the information and explanations given to us and on anoverall examination of the Balance Sheet the Company has not madeany preferential allotment or private placement of shares or fully or partlyconvertible debentures during the year under review and hence reportingrequirements under clause 3(xiv) are not applicable to the Company andnot commented upon

(xv) According to the information and explanations given by the managementthe Company has not entered into any non-cash transactions with thedirectors or persons connected with him as referred to in Section 192 ofCompanies Act 2013

(xvi) According to the information and explanations given to us the provisionsof Section 45-IA of the Reserve Bank of India Act 1934 are not applicableto the Company

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 39

ANNEXURE 2 TO THE INDEPENDENT AUDITORrsquoS REPORT OF EVEN DATEON THE STANDALONE FINANCIAL STATEMENTS OF OMANSHENTERPRISES LIMITED

Report on the Internal Financial Controls under Clause (i) of Sub-section 3of Section 143 of the Companies Act 2013 (ldquothe Actrdquo)

To the Members of Omansh Enterprises Limited

We have audited the internal financial controls over financial reporting of OmanshEnterprises Limited (ldquothe Companyrdquo) as of 31st March 2017 in conjunction withour audit of the standalone financial statements of the Company for the year endedon that date

Managementrsquos Responsibility for Internal Financial Controls

The Companyrsquos Management is responsible for establishing and maintaininginternal financial controls based on the internal control over financial reportingcriteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial ControlsOver Financial Reporting issued by the Institute of Chartered Accountants of IndiaThese responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuringthe orderly and efficient conduct of its business including adherence to theCompanyrsquos policies the safeguarding of its assets the prevention and detectionof frauds and errors the accuracy and completeness of the accounting recordsand the timely preparation of reliable financial information as required under theCompanies Act 2013 (lsquothe Actrsquo)

Auditorrsquos Responsibility

Our responsibility is to express an opinion on the Companyrsquos internal financialcontrols over financial reporting based on our audit We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting (the ldquoGuidance Noterdquo) and the Standards on Auditing asspecified under section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls both applicable to an audit of Internal Financial Controlsand both issued by the Institute of Chartered Accountants of India ThoseStandards and the Guidance Note require that we comply with ethical requirementsand plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects

Our audit involves performing procedures to obtain audit evidence about theadequacy of the internal financial controls system over financial reporting andtheir operating effectiveness Our audit of internal financial controls over financialreporting included obtaining an understanding of internal financial controls overfinancial reporting assessing the risk that a material weakness exists and testing

Omansh Enterprises Limited Annual Report 2016-2017 40

and evaluating the design and operating effectiveness of internal control basedon the assessed risk The procedures selected depend on the auditorrsquos judgementincluding the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error

We believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the internal financial controls systemover financial reporting

Meaning of Internal Financial Controls Over Financial Reporting

A companyrsquos internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles A companyrsquos internal financialcontrol over financial reporting includes those policies and procedures that (1)pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company (2)provide reasonable assurance that transactions are recorded as necessary topermit preparation of financial statements in accordance with generally acceptedaccounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorisations of management and directorsof the company and (3) provide reasonable assurance regarding prevention ortimely detection of unauthorised acquisition use or disposition of the companyrsquosassets 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 financialreporting including the possibility of collusion or improper management overrideof controls material misstatements due to error or fraud may occur and not bedetected Also projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes inconditions or that the degree of compliance with the policies or procedures maydeteriorate

Omansh Enterprises Limited Annual Report 2016-2017 41

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at 31st March 2017 basedon the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls Over Financial Reporting issued bythe Institute of Chartered Accountants of India

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 42

Amount in Particulars Note As At As At

No 31032017 31032016

OMANSH ENTERPRISES LIMITEDRegd off SHOP NO QD-37 DDA MARKET PITAMPURA NEW DELHI-110034

BALANCE SHEET AS AT 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I EQUITY AND LIABILITIES(1) Shareholderrsquos Funds

(a) Share Capital 2 3550000000 3550000000(b) Reserves and Surplus 3 90954266 68038074(c) Money received against share warrants - 3640954266 - 3618038074

(2) Share application money pending allotment - -(3) Non-Current Liabilities

(a) Long-term borrowings - -(b) Deferred tax liabilities (Net) 121300 -(c) Other Long term liabilities - -(d) Long term provisions - 121300 - -

(4) Current Liabilities(a) Short-term borrowings - -(b) Trade payables 4 2658855175 2385034725(c) Other current liabilities 5 13400000 31328100(d) Short-term provisions - 2672255175 - 2416362825

Total 6313330741 6034400899II ASSETS(1) Non-current assets

(a) Fixed assets (i) Tangible assets 6 2888600 4902500 (ii) Intangible assets - - (iii) Capital work-in-progress - - (iv) Intangible assets under development - -(b) Non-current investments 7 801500000 801500000(c) Deferred tax assets (net) - 413300(d) Long term loans and advances 8 910000000 1232160100(e) Other non-current assets - 1714388600 - 2038975900

(2) Current assets(a) Current investments - -(b) Inventories - -(c) Trade receivables 9 4311808246 3931054446(d) Cash and cash equivalents 10 262853595 19436253(e) Short-term loans and advances 11 10054300 16482300(f) Other current assets 12 14226000 4598942141 28452000 3995424999

Total 6313330741 6034400899Significant Accounting PoliciesNotes on financial Statements 1-27

Omansh Enterprises Limited Annual Report 2016-2017 43

Amount in

Particulars Note 2016-17 2015-16No

OMANSH ENTERPRISES LIMITED

STATEMENT OF PROFIT amp LOSS FOR THE YEAR ENDED 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I Revenue from operations 20 1735111517 2138004325II Other Income 21 598242 165707300III Total Revenue I+II 1735709759 2303711625IV Expenses

Purchase of Stock-in-Trade (Net of Return) 1556101986 2019177290Changes in inventories of finished goods work-in-progress and Stock-in-Trade - -Employee benefit expense 22 38500000 92100000Financial costs 23 - 371112Depreciation and amortization expense 24 16239900 22358900Other expenses 25 91717081 130240960

IV Total Expenses 1702558967 2264248262V Profit before exceptional and extraordinary items and tax III-IV 33150792 39463363VI Exceptional Items - -VII Profit before extraordinary items and tax V-VI 33150792 39463363VIII Extraordinary Items - -IX Profit before tax VII-VIII 33150792 39463363X Tax expense

(1) Current tax 9700000 11638100(2) Deferred tax 534600 27512500

XI Profit(Loss) from the perid from continuing operations IX-X 22916192 312763XII Profit(Loss) from discontinuing operations - -XIII Tax expense of discounting operations - -XIV Profit(Loss) from Discontinuing operations XII-XIII - -XV Profit(Loss) for the period XI+XIV 22916192 312763XVI Earning per equity share 26

(1) Basic 001 000(2) Diluted 001 000

Omansh Enterprises Limited Annual Report 2016-2017 44

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2017(Amount in )

Particulars 2016-17 2015-16A Cash Flow from Operating Activities

Profit(Loss) before Taxation 331508 394634Adjustments for Depreciation 20139 81329Preliminary expenses 142260 142260Loss (Profit) on Sale of assets - -Finance cost - 3711Interest Income - -Operating Profit(Loss) before Working Capital Changes 493907 621934Adjustments for Trade and Other Receivables (3807538) 198975Inventories - -Loans and Advances 3285881 (4365027)Trade and Other Payables 2558924 859666Provisions - -Other current Assets - 6837Cash Generated from Operations 2531173 (2677615)Direct Tax Paid (97000) (116381)Net Cash generated from Operating Activities 2434173 (2793996)

B Cash Flow from Investing ActivitiesPurchase of Fixed Assets - -Sale of assets - -Investments - -Interest Income - -Net Cash used in Investing Activities - -

C Cash Flow from Financing ActivitiesProceeds of Borrowings - -Finance cost - (3711)Net Cash generated from in Financing Activities - (3711)Net Increase(Decrease) in Cash and Cash Equivalents (A+B+C) 2434173 (2797708)Cash and Cash Equivalents Opening 194362 2992070Cash and Cash Equivalents Closing 2628536 194362

Notes1 The above Cash Flow Statement has been prepared under the indirect method as set out in the Accounting Standard on Cash Flow Statement

(AS-3)2 Figures in Brackets indicate Cash Outflow3 Previous Year rsquos figures have been recast regrouped and restated where ever necessary

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 45

Notes Forming Part of Financial Statements

NOTE 1

A CORPORATE INFORMATION

The company is engaged in the business of trading in ClothClothingFabric in India the disclosure requirements of AccountingStandard-17 Segment Reporting are not applicable

B SIGNIFICANT ACCOUNTING POLICIES

I BASIS OF PREPARATION

The accompanying financial statements have been prepared andpresented as a going concern under historical cost convention onthe accrual basis of accounting unless otherwise stated inaccordance with the generally accepted accounting principles inIndia (Indian GAAP) and comply with the Accounting Standardsspecified under Section 133 of the Companies Act 2013 (The Act)read with paragraph 7 of the Companies (Accounts) Rules 2014and relevant provisions of the Companies Act 2013

The accounting policies have been consistently applied by theCompany and are consistent with those used in the previous year

All assets and liabilities have been classified as current or non-current as per the Companyrsquos normal operating cycle and othercriteria set out in the Schedule III of the Companies Act 2013Based on the nature of products and the time between theacquisition of assets for processing and their realisation in cashand cash equivalents the Company has ascertained its operatingcycle as up to twelve months for the purpose of currentnon-currentclassification of assets and liabilities

II USE OF ESTIMATES

The preparation of financial statements in conformity with IndianGAAP requires the management to make judgements estimatesand assumptions that affect the reported amounts of revenuesexpenses assets and liabilities and disclosure of contingentliabilities at the end of the reporting period Although these

Omansh Enterprises Limited Annual Report 2016-2017 46

estimates are based on the managementrsquos best knowledge ofcurrent events and actions uncertainty about these assumptionsand estimates could result in the outcomes requiring a materialadjustment to the carrying amounts of assets or liabilities in futureperiods

Significant estimates used by the management in the preparationof these financial statements include the useful life of fixed assetsand intangible assets and provisions for doubtful debtsadvancesDifference if any between the actual results and estimates arerecognized in the period in which the results are knownmaterialized

III FIXED ASSETS AND DEPRECIATION

Fixed assets are recorded at cost of acquisition and installationincluding freight duties levies less accumulated depreciation Costof acquisition includes rates taxes and any other directlyattributable cost for bringing the asset to its working condition forintended use

Depreciation on Tangible Fixed Assets is provided on Written DownValue method using the rates arrived at based on the useful livesas specified in the Schedule II of the Companies Act 2013 orestimated by the management The Company has used thefollowing useful life to provide depreciation on its fixed assets

Omansh Enterprises Limited Annual Report 2016-2017 47

(a) Assets where useful life is same as Schedule II

Assets Useful Life as Prescribedby Schedule II of theCompanies Act 2013

Factory Building 30 years

Plant amp Machinery (other thancontinuous process plant notcovered under specific industries) 15 years

Furniture amp Fittings 10 years

Motor Cycles scooters and other mopeds 10 years

Vehicles (Motor Cars) 8 years

Office Equipments 5 years

Computer printers amp data processing units 3 years

Electrical Installations 10 years

(b) Assets where useful life differ from Schedule II

Fixed Assets individually costing less than Rupees five thousandare fully depreciated in the year of purchase

(c) Depreciation

Depreciation on the Fixed Assets addeddisposed offdiscardedduring the year is provided on pro-rata basis with reference to thedate of additiondisposaldiscarding and in the case of capitalisationof any asset depreciation is charged from the date the same isreadyput to use to the Statement of Profit and Loss

IV INTANGIBLE ASSETS AND AMORTISATION

Intangible Assets are stated at acquisition cost net of accumulatedamortisation and accumulated impairment losses if any Intangibleassets are amortised on a straight-line basis over their estimateduseful lives

Omansh Enterprises Limited Annual Report 2016-2017 48

The Company amortises miscellaneous expenditure representingthe Companyrsquos formation expenses over a period of 5 yearsFurther the cost of Direct Listing of Equity Shares on BSE Limitedhas also been included in the same

V BORROWING COSTS

Borrowing Costs attributable to acquisition and construction ofqualifying assets are capitalised as a part of the cost of such assetsup to the date when such assets are ready for its intended useOther borrowing costs are charged to the Statement of Profit andLoss in the period in which they are incurred

VI FOREIGN CURRENCY TRANSACTIONS

The Company has not dealt with any foreign currency transactionduring the Financial Year

VII INVESTMENTS

Investments which are readily realisable and intended to be heldfor not more than one year from the date on which such investmentsare made are classified as current investments All otherinvestments are classified as long-term investments

Investments are recorded at cost on the date of purchase whichinclude acquisition charges such as brokerage stamp duty taxesetc Current Investments are stated at lower of cost and netrealisable value Long-term investments are stated at cost afterdeducting provisions made if any for other than temporarydiminution in the value

VIII REVENUE RECOGNITION

Revenue is recognised to the extent that it is probable that theeconomic benefits will flow to the Company and can be reliablymeasured

Revenue from sale of products is recognised when the significantrisks and rewards of ownership of the goods have passed to thebuyer Sale of goods are recorded net of trade discounts rebatesSales Tax Value Added Tax and gross of Excise Duty

Omansh Enterprises Limited Annual Report 2016-2017 49

Interest income is recognized on a time proportion basis takinginto account the amount outstanding and the rate applicable

Dividend income on investments is accounted for on receipt of thesame

All expenses and income to the extent considered payable andreceivable respectively unless specifically stated be otherwise areaccounted for on mercantile basis

IX RETIREMENT AND OTHER EMPLOYEE BENEFITS

(a) Provident Fund

Provision of Provident Fund is not applicable to theCompany

(b) Gratuity

No provision for gratuity has been made as there is noamount due towards Gratuity payable

(c) Compensated Leaves

Unutilized leave of staff lapses as at the year end and isnot encashable Accordingly no provision is made forcompensated Leaves

X TAXATION

Tax expense comprises of current and deferred tax

Current Tax

Provision for current tax is made after taking into considerationbenefits admissible under the provisions of the Income-tax Act1961 Minimum Alternative Tax (MAT) credit is recognized wherethere is convincing evidence that the same can be utilized in future

Current tax assets and current tax liabilities are offset when thereis a legally enforceable right to set off the recognized amounts andthere is an intention to settle the asset and the liability on a netbasis

Omansh Enterprises Limited Annual Report 2016-2017 50

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 11: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

STATEMENT PURSUANT TO SECTION 102(1) OF THE COMPANIES ACT 2013

Item No 5 amp 6

As per the provisions of Section 149 of the Act which has come into force witheffect from April 1 2014 an Independent Director shall hold office for a term up tofive consecutive years on the Board of a company and is not liable to retire byrotationThe Nomination amp Remuneration Committee has recommended the appointmentof Mrs Fatima Makdum Matikub (DIN 07927573) and Mrs Priti Pralhad Soni(DIN 07927441) as Independent Director of the CompanyThe Company has obtained a declaration that they meet the criteria of IndependentDirector as provided under section 149(6) of the Act In the opinion of the Boardthe proposed directors has fulfilled the conditions specified in the Act and theRules framed there under for appointment as Independent Director and they areindependent of the management Notices as required under Section 160 of thecompanies act 2013 have been received from some members proposingcandidature of the said Independent Directors Upon the confirmation ofappointment of these individuals as independent Director by the members of theCompany the appointment shall be formalized by the issue of a letter ofappointment by the company to the said Independent DirectorsThe Board recommends the Resolution set out at Item No 4 amp 5 of this Notice forapproval of the Members as Ordinary ResolutionExcept of Mrs Fatima Makdum Matikub and Mrs Priti Pralhad Soni none of theDirectors or Key Managerial Personnel of the Company or their relatives isconcerned or interested in the proposed ResolutionItem No 7

Mr Manoj Chauhan was appointed as Whole Time Director wef May 29 2017He is been rendering valuable services to the Company and has been lookingafter the compliances of applicable laws and regulationsThe Board of Directors have appointed Mr Manoj Chauhan for a period of 3 (Three)year wef May 29 2017 Now this resolution is put before the shareholders ofthe Company for ratification of appointment of Mr Manoj Chauhan as Whole TimeDirector of the CompanyThe Board recommends the Resolution set out at Item No 6 in this Notice forapproval of the Members as Special ResolutionNone of the Directors of Key Management Personnel of the Company or theirrelatives is concerned or interested in the proposed ResolutionItem No 8

Mrs Seema Khan was appointed on the Board of the Company on December 92016 and has been rendering valuable services to the Company Considering therequirement of the Company the Board of Directors of the Company has decidedto appoint Mrs Seema Khan as a Managing Director for a period of three years

Omansh Enterprises Limited Annual Report 2016-2017 8

from December 9 2016 to December 8 2019 subject to the approval of theshareholder and Central Government if requiredMrs Seema Khan us under graduate and posses a rich experience in the businessof trading in textile from a decade Your Board is of the opinion that consideringthe experience of Mrs Seema Khan in the business market her appointment asManaging Director will be beneficial to the Company The terms and conditionsincluding the remuneration to be paid in the event of loss or inadequacy of profitin any financial year during the tenure of her appointment is mentioned in thedraft letter of appointment placed before the meeting approved by the Board ofDirectorsNomination amp Remuneration Committee at their meeting held onDecember 9 20161 Basic Salary

Presently the Company is not proposing to pay any remuneration to theManaging Director However the terms of the appointment and remunerationmay be revised at a later stage and with an authority to the Board to increasethe same from time to time in accordance with the limits specified in ScheduleV of the Companies Act 2013 as amended from time to time The annual orother increments will be merit based and will take into account the Companyrsquosperformance No other Allowance or Perquisites are being offered to theManaging Director for the time being

2 General

i The Managing Director shall perform her duties as such with regard toall the work of the Company and shall manage and attend to such businessand carry out the orders and directions given by the Board from time totime in all respects

ii The Managing Director shall act in accordance with the Articles ofAssociation of the Company and shall abide by the provisions containedin Section 166 of the Act with regard to duties of Directors

iii The Managing Director shall adhere to the Companyrsquos Code of Ethics ampConduct The Remuneration CommitteeBoard of Directors will determinethe amount of remuneration and increments payable every yeardepending on the performance of the Managing Director profitability ofthe Company and other relevant factors Mrs Seema Khan satisfy allthe conditions set out in Part-I of Schedule V to the Act as also conditionsset out under subsection (3) of Section 196 of the Act for being eligiblefor her appointment She is not disqualified from being appointed asDirector in terms of Section 164 of the Act Brief resume of Mrs SeemaKhan nature of her expertise in specific functional areas names ofcompanies in which he holds Directorships and Memberships Chairmanships of Board Committees her shareholding etc areseparately annexed hereto Notwithstanding anything to the contraryherein contained where in any financial year during the currency of tenureof aforesaid Director the Company has no profits or inadequate profits

Omansh Enterprises Limited Annual Report 2016-2017 9

the Company will pay remuneration by way of salary perquisites andallowances to the said Director subject to compliance with the applicableprovisions of Schedule V of the Companies Act 2013 and if necessarywith the approval of Central GovernmentThe copy of resolution passed by the Board of Directors of the Companyin its meeting held on December 9 2016 approving the aforesaid proposalalong with other documents is available for inspection by the membersat the registered office between 1100 AM to 100 PM on all working daystill the date of the Annual General MeetingMrs Seema Khan is interested in this resolution which pertains to herappointment as Managing Director of the Company Save and exceptthe above none of the other Directors or Key Managerial Personnel ofthe Company (including relatives of Directors and Key ManagerialPersonnel) are in any way concerned or interested financially orotherwise in this resolutionThe Board recommends the Special Resolution set out at Item No 8 ofthe Notice for approval by the members

By order of the BoardOmansh Enterprises Limited

Manoj ChauhanDate September 4 2017 Whole Time DirectorPlace Delhi DIN 07835068

Registered OfficeShop No Shop No 37 QD Block DDA MarketPitampura New Delhi - 110034

Omansh Enterprises Limited Annual Report 2016-2017 10

lsquoAnnexure -Crsquo

Omansh Enterprises Limited Annual Report 2016-2017 11

DIRECTORrsquoS REPORT

ToThe Members ofMs Omansh Enterprises LimitedYour Directors have pleasure in presenting the 43rd Directorrsquos Report of your Companytogether with the Audited Statement of Accounts and the Auditorsrsquo Report of yourcompany for the financial year ended 31st March 20171 FINANCIAL HIGHLIGHTS AND STATE OF COMPANYrsquoS AFFAIRS

(Amount in Rs)Particulars Current year Previous Year

Total Revenue 1735111517 2303711625Total Expenses 1702558967 2264248262Profit Before Tax 33150792 39463363Tax ExpensesCurrent Tax 9700000 11638100Deferred Tax 534600 27512500Profit(Loss) after Tax 22916192 312763Net Profit Transferred to Reserves 22916192 312763Earnings per share (Rs)Basic 001 000Diluted 001 000

(b) During the year your Company recorded Total Revenue of Rs 1735111517(previous year Rs 2303711625) The Company recorded a Net Profit of Rs22916192 during the financial year ended 31st March 2017 as compared to aNet Profit of Rs 312763 in the previous year

(c) Transfer To Reserves In Terms Of Section 134 (3) (j) Of The Companies Act2013

No amount was transferred to reserves during the financial year ended 31st March2017

(d) Dividend

Your Directors do not recommend any dividend for the year ended 31st March2017

(e) Material Changes and Commitments

There are no material changes from the end of Financial Year till the date of thisreport

2 PUBLIC DEPOSITS

During the year under report your Company did not accept any deposits from thepublic in terms of the provisions of Chapter V of the Companies Act 2013

3 DIRECTORS AND KEY MANAGERIAL PERSONNEL

(a) Changes in Directors and Key Managerial Personnel during the year

On recommendation of Nomination and Remuneration Committee Mr Manoj

Omansh Enterprises Limited Annual Report 2016-2017 12

Chauhan was appointed as the Whole Time Director wef 29th May 2017 andMs Seema Khan (DIN 07639422) had also been appointed as the ManagingDirector of the Company for a period of three years wef 9th December 2016And after her appointment Ms Reena Sharma (DIN06883803) stepped downfrom post of the Managing DirectorMr Gaurav Mutreja resigned as the Director of the Company wef 29th May 2017and Mr Vidya Sagar Bhatia resigned from Directorship of the Company on 29th

June 2017 Further Mr Radhey Shayam resigned from the Directorship of theCompany on 4th September 2017Mrs Fatima Makdum Matikub and Mrs Preeti Pralhad Soni were appointed asthe Additional Directors on the Board of the Company only on 4th September 2017in the Category of the Independent Director and your directors recommend theirappointment in the forthcoming AGMIn accordance with the provisions of Section 167(1)(b) of Companies Act 2013Mr Divesh Kumar Bajaj vacated his office of Independent wef 11th August 2017as he had not attended any Board Meeting since 12th August 2016Mr Praveen Kumar had also resigned from the position of Company Secretaryand CFO of the Company wef 24th May 2016 and Mr Remo John was appointedas the Company Secretary and Compliance Officer wef 29th May 2017

(b) Retirement by rotation

In accordance with the provisions of Section 152(6) of the Act and the Articles ofAssociation of the Company Mrs Reena Sharma (DIN06883803) and Mrs SeemaKhan (DIN07639422) will retire by rotation at the ensuing Annual General Meeting(lsquoAGMrsquo) of the Company and being eligible offers themselves for re-appointmentYour Board has recommended their re-appointment

(c) Declaration of Independence by the Independent Directors

The Independent Directors of your Company have confirmed that they meet withthe criteria of Independence as prescribed under Section 149(6) of the Act readwith Rule 5 of the Companies (Appointment and Qualification of Directors) Rules2014Framework for Familiarization Programme for the Independent Directors and thedetails of Familiarization Programme imparted to Independent Directors is madeavailable on the website of the Company

(d) Attributes qualifications and appointment of Directors

The Nomination and Remuneration Committee has adopted the attributes andqualifications as provided in Section 149(6) of the Act and Rule 5 of the Companies(Appointment and Qualification of Directors) Rules 2014 in respect of IndependentDirectors The Committee has also adopted the same attributes and qualificationsto the extent applicable in respect of Non-Independent DirectorsAll the Non-Executive Directors of the Company fulfil the fit and proper criteria forappointment as Directors Further all Directors of the Company other thanIndependent Directors are liable to retire by rotation One-third of the Directorswho are liable to retire by rotation retire every year and are eligible for re-election

Omansh Enterprises Limited Annual Report 2016-2017 13

(e) Remuneration Policy

The Board on the recommendation of the Nomination and RemunerationCommittee approved the Remuneration Policy for the Directors Key ManagerialPersonnel and other employees of the Company a copy of which is enclosed asAnnexure I to this Report

(f) Board Evaluation

The Board carried out annual performance evaluation of its own performance andthat of the individual Directors as also functioning of the Board Committees asrequired in terms of Section 134(3)(p) of the Act The performance evaluation ofthe Board and individual Directors was based on criteria approved by theNomination and Remuneration Committee The Directors expressed theirsatisfaction with the overall evaluation process

4 NUMBER OF BOARD MEETINGS

During the year ended 31st March 2017 5 (Five) meetings of the Board were heldon 11th May 2016 12th August 2016 11th November 2016 9th December 2016 and11th February 2017

5 BOARD COMMITTEES

Presently the Company has three Board Committees with the following members

Audit Committee Ms Fatima Makdum Matikub ChairpersonMr Manoj Chauhan MemberMs Priti Pralhad Soni Member

Nomination and Ms Priti Pralhad Soni ChairpersonRemuneration Committee Mr Manoj Chauhan Member

Ms Fatima Makdum Matikub MemberStakeholders Relationship Committee Mr Manoj Chauhan Chairman

Ms Fatima Makdum Matikub MemberMs Priti Pralhad Soni Member

6 DIRECTORSrsquo RESPONSIBILITY STATEMENT

As required under Section 134(5) of the Act your Directors confirm having -i) followed in the preparation of the Annual Accounts the applicable

Accounting Standards with proper explanation relating to materialdepartures if any

ii) selected such accounting policies and applied them consistently andmade judgments and estimates that are reasonable and prudent so asto give a true and fair view of the state of affairs of the Company at theend of the financial year and of the profit of the Company for that period

iii) taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of the Act forsafeguarding the assets of your Company and for preventing anddetecting fraud and other irregularities

Omansh Enterprises Limited Annual Report 2016-2017 14

iv) prepared the Annual Accounts on a going concern basis andv) proper systems have been devised to ensure compliance with the

provisions of all applicable laws and such systems are adequate andoperating effectively

vi) having laid down the internal financial controls to be followed by theCompany and such internal financial controls are adequate and operatingeffectively

7 SUBSIDIARIES ASSOCIATES AND JOINT VENTURES

The Company does not have any subsidiary associate or joint venture8 LISTING INFORMATION

The Equity Shares of the Company are presently listed only at BSE Ltd Thelisting fee for the Financial Year 2017-18 is paid

9 DEMATERIALIZATION OF SHARES

The securities of the Company are admitted with NSDL and CDSL the ISINallotted to the Company is INE378P01028

10 REPORT ON CORPORATE GOVERNANCE

In terms of Regulation 15(2) of SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 the provision of Regulation 27 of the SEBI(Listing Obligations and Disclosure Requirements) Regulations 2015 are notapplicable to the Company since the paid up capital of the Company is belowRs 10 crores and also the net worth of the Company is below Rs 25 CroresThus the Company is not required to attach the Corporate Governance reportwith the Report of the Board of Directors

11 CORPORATE SOCIAL RESPONSIBILITY

During the financial year 2016-17 the Net Worth of the Company was Rs3640954266 Turnover of the Company was Rs 1735111517 and Netprofit of the Company was Rs 22916100 therefore provisions of Section135(1) of the Companies Act 2013 are not applicable

12 PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES

The Company provides a gender friendly workplace during the year underreview there were no cases filed pursuant to Sexual Harassment of Womenat Workplace (Prevention Prohibition and Redressal) Act 2013None of the employees of your Company is covered under the provisions ofRule 5(2) of the Companies (Appointment and Remuneration of ManagerialPersonnel) Rules 2014

13 RISK MANAGEMENT

The Board has approved the Risk Management Policy of the Company TheCompanyrsquos risk management framework is designed to address risks intrinsicto operations financials and compliances arising out of the overall strategy

Omansh Enterprises Limited Annual Report 2016-2017 15

of the Company The Company manages monitors and reports on the principalrisks and uncertainties that can impact its ability to achieve it objectives Theresponsibility for management of risks vests with the Managers officersresponsible for the day-to-day conduct of the affairs of the Company Riskfocused audits are carried out periodically by the Internal Auditors whichlead to identification of areas where risk management processes need to bestrengthened Annual update is provided to the Board on the effectiveness ofthe Companyrsquos risk management systems and policies

14 INTERNAL FINANCIAL CONTROLS amp INTERNAL AUDIT

The Company has adequate internal financial controls with respect to thefinancial statements commensurate with the size and scale of the operationsof the Company During the year such controls were tested and no reportablematerial weakness in operation has been observed Internal audit of theCompany has been carried out during the year The Audit Committee reviewsthe internal audit findings provides guidance on internal controls and ensuresthat the internal audit recommendations are implemented

15 PARTICULARS OF LOANS GUARANTEES AND INVESTMENTS

Particulars of loans given investments made guarantees given and securitiesprovided along with the purpose for which the loan or guarantee or security isproposed to be utilized by the recipient are provided in the FinancialStatements

16 RELATED PARTY TRANSACTIONS

During the year ended on 31st March 2017 the Company has not entered intoany contract arrangement transaction with related parties which could beconsidered as material in accordance with the policy of the Company onmateriality of related party transactionsThe Policy on materiality of related party transactions and dealing with relateddealing with related party transactions as approved by the Board is availableon the website of the Company at weblink httpwwwomanshenterprisescomwp-contentuploads201508Policy-on-materiality-of-Related-Party-Transactions-and-on-dealing-with-Related-Party-Transactionspdf

17 SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS COURTS TRIBUNALS

During the year under review no significant or material orders were passedby the Regulators Courts Tribunals which would impact the going concernstatus of the Company and its future operations

18 EXTRACT OF ANNUAL RETURN

The details forming part of the extract of the Annual Return in Form MGT-9are provided under Annexure II to this Report

Omansh Enterprises Limited Annual Report 2016-2017 16

19 AUDITORS AND AUDIT REPORT

Ms Satyendra Mrinal amp Associates Chartered Accountants who are thestatutory auditors of the Company hold office till the conclusion of theforthcoming AGM Since their term is expiring at the forthcoming AGM thuspursuant to the provisions of section 139 of the Companies Act 2013 and theRules framed thereunder it is proposed to appoint Ms Rajeev Singh amp CoChartered Accountants as the Statutory Auditors of the Company who havegiven their consent for the same from the conclusion of the 43rd AGM till theconclusion of the 48th AGM of the Company to be held in the year 2022 subjectto ratification of their appointment at every AGM to be held after this AGMThe comments made by the Auditorsrsquo in their Report are self explanatory anddo not call for any further comments The Auditorsrsquo Report does not containany qualification reservation or adverse remark

20 CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION FOREIGNEXCHANGE EARNINGS AND OUTGO

CONSERVATION OF ENERGY

Steps taken on conservation of energy and impact thereof Efforts to conserveelectricity by operating only necessary lights fittings and fixtures were madeduring the financial year 2016-17Steps taken by the company for utilizing alternate sources of energy NILCapital investment on energy conservation equipment NILTECHNOLOGY ABSORPTION

(I) Efforts in brief made towards technology absorption and benefits derivedas a result of the above efforts eg product improvement cost reductionproduct development import substitution etc Nil

(II) In case of imported technology (imported during the last 3 years reckonedfrom the beginning of the financial year) following information may befurnishedA) Details of technology imported - NILB) Year of import ndashNILC) Whether the technology been fully absorbed - NILD) If not fully absorbed areas where absorption has not taken place

and the reasons therefore ndash NILIII) Expenditure incurred on research and development ndash NILFOREIGN EXCHANGE EARNINGS AND OUTGO

There were no foreign exchange earnings or foreign exchange outflow duringthe year

Omansh Enterprises Limited Annual Report 2016-2017 17

21 SECRETARIAL AUDITOR amp SECRETARIAL AUDIT REPORT

In terms of Section 204 of the Companies Act 2013 the Company hasappointed Ms Amit R Dadheech amp Associates Practicing CompanySecretaries as the Secretarial Auditor of the Company for the financial year2016-17 The Secretarial Audit Report given by Ms Amit R Dadheech ampAssociates Practicing Company Secretary is provided under Annexure III tothis ReportThe comments made by the Secretarial Auditor are self explanatory and donot require and further comments The Secretarial Audit Report does notcontain any qualification reservation or adverse remark

22 ESTABLISHMENT OF VIGIL MACHENISM

The Vigil Mechanism Policy of the Company is formulated in terms of section177 (9) of the Companies Act 2013 read with the provisions of the ListingAgreement with the Stock Exchange(s) and thereby also incorporates WhistleBlower Policy That as per the said policy protected disclosures can be madeby the whistle blower to the dedicated e-mail telephone line letter to Chairmanof Audit CommitteeThe Policy on Vigil Mechanism and Whistle Blower Policy as approved by theBoard is available on the website of the Company at web-link httpwwwomanshenterprisescomwp-contentuploads201508Vigil-Mechanism-and-Whistle-Blower-Policypdf

23 ACKNOWLEDGEMENT

Your directors would like to express their sincere appreciation for theassistance and corporation received from the financial institutions banksGovernment authorities customers vendors and members during the yearunder review Your directors also wish to place on record their deep sense ofappreciation for the committed services by the Companyrsquos executives staffand workers

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanDate September 4 2017 Managing Director Wholetime DirectorPlace New Delhi DIN 07639422 DIN 07835068

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 18

Annexure-INOMINATION amp REMUNERATION POLICY

(DIRECTORS KMP amp SENIOR MANAGEMENT)

INTRODUCTION

In pursuance of the Companyrsquos philosophy to consider its employees as itsinvaluable assets to pay equitable remuneration to all Directors Key ManagerialPersonnel (KMP) and employees of the Company to harmonize the aspirationsof human resources consistent with the goals of the Company and in terms of theprovisions of the Companies Act 2013 this policy on nomination and remunerationof Directors Key Managerial Personnel and Senior Management has beenformulated by the Nomination amp Remuneration Committee and approved by theBoard of DirectorsOBJECTIVE

The objective and purpose of the Policy are as given below1 To lay down criteria and terms and conditions with regard to identifying persons

who are qualified to become Directors (Executive and Non-Executive) andpersons who may be appointed in Senior Management and Key Managerialpositions and to determine their remuneration

2 To carry out evaluation of the performance of Directors as well as KeyManagerial and Senior Management Personnel

3 To provide them reward linked directly to their effort performance dedicationand achievement of Organizationrsquos goals as entrusted on them

4 To retain motivate and promote talent and to ensure long term retention oftalented managerial persons and create competitive advantage In the contextof the aforesaid objectives the following policy has been framed andrecommended by the Nomination amp Remuneration Committee and adoptedby the Board of Directors

PART ndash A

POLICY FOR APPOINTMENT AND REMOVAL OF DIRECTOR KMP AND SENIORMANAGEMENTAPPOINTMENT

1 The candidate for a position at Director KMP or Senior Management level ismet by the Managing Director in consultation with the other Directors Theinterview is targeted at assessing the candidate on his her functional ampleadership capabilities and cultural fitment to the organization

2 The MD assesses the shortlisted candidates3 The selected candidatersquos details and the proposed compensation is shared

with the Nomination amp Remuneration Committee for their review andsuggestions The same is shared with the Board at the next board meeting

Omansh Enterprises Limited Annual Report 2016-2017 19

TERM TENURE

The tenure for Directors shall be governed by the terms defined in the CompaniesAct 2013 However the tenure for other KMP and Senior Management Personnelwill be governed by Terms of Appointment in accordance with the RecruitmentPolicy of the CompanyEVALUATION

The performance of the KMP and Senior Management Personnel is evaluated atregular intervals (half yearly yearly) by the Managing Director The performanceevaluation of Independent Directors shall be done by the Board excluding theDirector being evaluated basis the contributions made to the Board deliberationson various matters including business strategy financial strategy operations costand risk management etc and suggestions given in this regardREMOVAL

Due to reasons for any disqualification mentioned in the Companies Act 2013rules made thereunder or under any other applicable Act rules and regulationsthe Managing Director may recommend to the Committee and the Board withreasons recorded in writing removal of a Director subject to the provisions andcompliance of the said Act rules and regulationsFor other KMP or Senior Management Personnel the removal will be governedby the Terms of Appointment in accordance with the Recruitment Policy of theCompany and the subsequent approval of the Managing DirectorRETIREMENT

The Director KMP and Senior Management Personnel shall retire as per theapplicable provisions of the Companies Act 2013 and the prevailing policy of theCompany The Managing Director will have the discretion to retain the DirectorKMP Senior Management Personnel in the same position remuneration orotherwise even after attaining the retirement age for the benefit of the Company

PART ndash B

POLICY RELATING TO EVALUATION AND REMUNERATION OF THE KMP ANDSENIOR MANAGEMENT PERSONNELEVALUATION PROCESS

The three Point Rating scale for performance review of Executive Director KMPand Senior Management is to be followed1 Rating on Basic Job Responsibilities indicating whether the basic job

responsibilities have been met during the year2 Rating on Goals Annual rating on each goal on a five-point scale Weighted

average of the ratings is calculated to arrive at a lsquoWeighted Goal Scorersquo3 Rating on Capabilities Factors The qualitative aspects of the performance is

assessed using the Capabilities Factors by the supervisor on a five-pointscale

Omansh Enterprises Limited Annual Report 2016-2017 20

Based on a holistic view of the Three Point Rating the supervisor provides anoverall Rating This rating is reviewed by the Managing Director along with theimmediate reporting officer who does a Qualitative review of the performancebased on the efforts put in by the employee results achieved and impact of theexternal and internal factors to arrive at a lsquoFinal Annual RatingrsquoThe revision in the total remuneration is directly linked to the lsquoFinal Annual Ratingrsquofor all employees1 The remuneration compensation commission etc to the KMP and Senior

Management Personnel will be determined by the Managing Director inconsultation with other Directors (except the Independent Directors) inaccordance with the Recruitment Policy of the Company which is based uponthe Final Annual Rating employee potential and market benchmarkcompensation The revised remuneration is shared with the Nomination ampRemuneration Committee for review

2 The remuneration compensation commission etc shall be subject to theprior post approval of the shareholders of the Company and CentralGovernment wherever required

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanDate September 4 2017 Managing Director Wholetime DirectorPlace New Delhi DIN 07639422 DIN 07835068

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 21

Omansh Enterprises Limited Annual Report 2016-2017 22

lsquoAnnexure-IIrsquoForm No MGT-9

EXTRACT OF ANNUAL RETURNAs on the financial year ended on 31032017

[Pursuant to Section 92(3) of the Companies Act 2013 and rule 12(1)of the Companies (Management and Administration) Rules 2014]

I REGISTRATION AND OTHER DETAILS

i) CIN L21011DL1974PLC241646ii) Registration Date 20031974iii) Name of the Company OMANSH ENTERPRISES LIMITEDiv) Category Sub-Category of the Company Public Company Limited by Shares amp Having Share Capitalv) Address of the Registered office and contact details SHOP NO 37 QD BLOCK DDA MARKET

PITAMPURA NEW DELHI - 110034Email infoomanshenterprisescom

vi) Whether listed company Yesvii) Name and Address of Registrar amp Transfer Agents ( RTA )

Name of Registrar amp Transfer Agents Skyline Financial Services Private LimitedAddress D-153 A 1st Floor Okhla Industrial Area Phase-ITown City New DelhiState DelhiPin Code 110020Telephone +91-(0)11-6473 2681 6473 2682Fax Number +91-(0)11-2681 2682Email Address adminskylinertacom

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-SNo Name and Description of NIC Code of the to total turnover

main products services Product service of the company1 Whole sale of textiles and clothing 46411 9892

III PARTICULARS OF HOLDING SUBSIDIARY AND ASSOCIATE COMPANIES No of companies for which information is being filloed = NILSNo Name and Address of the Company CINGLN Holding of shares held Applicable Section

SubsidiaryAssociates

Not applicable

Omansh Enterprises Limited Annual Report 2016-2017 23

No of Shares held at the beginning of the year No of Shares held at the end of the year

C at eg o r y o f D e ma t P h y s i ca l T o t a l o f D e ma t P h y s i ca l T o t a l o f C h a n g eS h a r e h o ld er s Tot al S hares Tot al S hares d ur in g t he year

A Promoters(1) Indiana) IndividualHUF 3114500 0 3114500 1755 3114500 0 3114500 1755 000b) Central Govt 0 0 0 000 0 0 000 000 000c) State Govt (s) 0 0 0 000 0 0 000 000 000d) Bodies Corp 4532000 0 4532000 2553 4532000 0 4532000 2553 000e) Banks FI 0 0 0 000 0 0 000 000 000f) Any Otherhellip 0 0 0 000 0 0 000 000 000Sub-total (A) (1)- 7646500 0 7646500 4308 7646500 0 7646500 4308 000(2) Foreign 0 0 0 000 0 0 0 000 000a) NRIs - Individuals 0 0 0 000 0 0 0 000 000b) Other ndash Individuals 0 0 0 000 0 0 0 000 000c) Bodies Corp 0 0 0 000 0 0 0 000 000d) Banks FI 0 0 0 000 0 0 0 000 000e) Any Otherhellip 0 0 0 000 0 0 0 000 000Sub-total (A) (2)- 0 0 0 000 0 0 0 000 000Total shareholding of Promoter(A) = (A)(1)+(A)(2) 7646500 0 7646500 4308 7646500 0 7646500 4308 000B Public Shareholding 1 Insti tutions a) Mutual Funds 0 0 0 000 0 0 0 000 000b) Banks FI 0 0 0 000 0 0 0 000 000c) Central Govt 0 0 0 000 0 0 0 000 000d) State Govt(s) 0 0 0 000 0 0 0 000 000e) Venture Capital Funds 0 0 0 000 0 0 0 000 000f) Insurance Companies 0 0 0 000 0 0 0 000 000g) FIIs 0 0 0 000 0 0 0 000 000h) Foreign Venture Capital Funds 0 0 0 000 0 0 0 000 000i) Others (specify) 0 0 0 000 0 0 0 000 000Sub-total (B)(1)- 0 0 0 000 0 0 0 000 0002 Non-Institutions a) Bodies Corp i) Indian 3296183 25000 3321183 1871 2695355 25000 2720355 1533 -338ii) Overseas 0 0 0 000 0 0 0 000 000b) Individuals i) Individual shareholdersholding nominal share capitalupto Rs 1 lakh 1688546 410000 2098546 1182 718726 409050 1127776 635 -547ii) Individual shareholdersholding nominal sharecapital in excess of Rs 1 lakh ldquo 3745717 616000 4361717 2457 5227885 616000 5843885 3292 835c) Others (specify) 321054 1000 322054 181 410484 1000 411484 232 051Sub-total (B)(2)- 9051500 1052000 10103500 5692 9052450 1051050 10103500 5692 000Total Public Shareholding(B)=(B)(1)+(B)(2) 9051500 1052000 10103500 5692 9052450 1051050 10103500 5692 000C Shares held by Custodianfor GDRs amp ADRs 0 0 0 000 0 0 0 000 000Grand Total (A+B+C) 16698000 1052000 17750000 10000 16698950 1051050 17750000 10000 000

IV SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)A Category-wise Share Holding

Omansh Enterprises Limited Annual Report 2016-2017 24

B Shareholding of Promoters

S Shareholder rsquos Name No of of of shares No of of of shares changeNo Shares tota l pledged Shares tota l pledged in share

Shares encum- shares of encum- hold-of the bered to the bered to ing during

company tota lshares company tota lshares the year1 Mr Gaurav Mutreja 14500 008 000 14500 008 000 0002 Mr Chander Bhan 100000 056 000 100000 056 000 0003 Ms Atharva Professsional Consultants LLP 500000 282 000 500000 282 000 0004 Ms JK Lrsquoatelier Limited 2500000 1408 000 2500000 1408 000 0005 Mr Gaurav Bhatia 50000 028 000 50000 028 000 0006 Ms Gaurav Sukhija (HUF) 250000 141 000 250000 141 000 0007 Ms Komal Sukhi ja 250000 141 000 250000 141 000 0008 Ms Mukesh Sukhija (HUF) 50000 028 000 50000 028 000 0009 Ms Neelam Bhatia 600000 338 000 600000 338 000 00010 Ms Neelam Rani 100000 056 000 100000 056 000 00011 Mr Om Prakash Sukhi ja 700000 394 000 700000 394 000 00012 Ms Pooja Bhatia 150000 085 000 150000 085 000 00013 Ms Raj Kanta Sukhi ja 250000 141 000 250000 141 000 00014 Ms Rashmi Sukhi ja 550000 310 000 550000 310 000 00015 Ms Shi lpa Bhatia 50000 028 000 50000 028 000 00016 Ms Achyut Properties Private Limited 500000 282 000 500000 282 000 00017 Ms Ranji tgarh Finance Company PrivateLimited 1032000 581 000 1032000 581 000 000

Shareholding at the beginning of the year Shareholding at the end of the year

Omansh Enterprises Limited Annual Report 2016-2017 25

C Change in Promotersrsquo Shareholding

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company companySAME AS MENTIONED IN ldquoBrdquo ABOVE

Shareholding at the beginning of the year Shareholding at the end of the year

D Shareholding Pattern of top ten Shareholders (other than Directors Promoters and Holders ofGDRs and ADRs)

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 NAU NIDH FINANCE LIMITED BODY 2500000 1408 2500000 1408

CORPORATE2 KAMALJIT GHAI INDIVIDUAL 250000 141 250000 1413 BHALINDER GHAI INDIVIDUAL 250000 141 250000 1414 HARMEET GHAI INDIVIDUAL 250000 141 250000 1415 GEETA CHADHA INDIVIDUAL 250000 141 250000 1416 MANAN NARANG INDIVIDUAL 250000 141 500000 2827 RAJIV CHADHA INDIVIDUAL 250000 141 250000 1418 NAVEEN NARANG INDIVIDUAL 250000 141 500000 2829 SUMITRA NARANG INDIVIDUAL 250000 141 500000 28210 SATISH CHANDER NARANG INDIVIDUAL 250000 141 500000 282

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

Omansh Enterprises Limited Annual Report 2016-2017 26

E Shareholding of Directors and Key Managerial Personnel

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 Radhey Shayam Whole Time Director 500 000 500 0002 Gaurav Mutre ja Director 14500 008 14500 008

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

V INDEBTEDNESSParticulars Secured Loans Unsecured Deposi ts Total

excluding deposits Loans Indebtedness

VI REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL A Remuneration to Managing Director Whole-time Directors andor Manager

Gross Salary CommissionS Name of (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others Total CeilingNo MDWTD per provision perquisites in lieu of Option Equity profit as per

Manager contained us 17(2) salary the Actin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

NOT ANY

Indebtedness at the beginning of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

Change in Indebtedness during the financial yearAdditionReductionNet Change

Indebtedness at the end of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

NOT APPLICABLE

Omansh Enterprises Limited Annual Report 2016-2017 27

B Remuneration to other directors

Independent Directors Other Non-Executive DirectorS Name of Fee for Commission Others Total 1 Fee for Comm- Others Total Total Total Over-No Director attending attend- ission (2) (1+2) Mana- all

board ing gerial Ceilingcommittee board Remu- as permeetings commi- nerat- the Act

ttee ionmeet-ings

NOT ANY

C Remuneration to Key Managerial Personnel Other than MDManagerWTD

Gross Salary CommissionS Name of Key (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others TotalNo Managerial per provision perquisites in lieu of Option Equity profit

Personnel contained us 17(2) salaryin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

Not Any

Omansh Enterprises Limited Annual Report 2016-2017 28

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Manoj Ramesh Kumar Chauhan Seema KhanWhole Time Director Managing DirectorDIN 07835068 DIN 07639422

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

VII PENALTIES PUNISHMENT COMPOUNDING OF OFFENCES

Type Section of the Brief Detail of Authority [RDNCLT] Appeal made if anyCompanies Description Penalty Punishment Court] (give Details)

Act Compoundingfees imposed

A COMPANYPenaltyPunishment NOT ANYCompoundingB DIRECTORSPenaltyPunishment NOT ANYCompoundingC OTHER OFFICERS IN DEFAULTPenaltyPunishment NOT ANYCompounding

Omansh Enterprises Limited Annual Report 2016-2017 29

Annexure III

FORM NO MR-3SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED 31ST MARCH 2017[Pursuant to Section 204(1) of the Companies Act 2013 and Rule No9 of the

Companies (Appointment and Remuneration Personnel) Rules 2014]

ToThe MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034We have conducted the secretarial audit of the compliance of applicable statutoryprovisions and the adherence to good corporate practices by Omansh EnterprisesLimited (CIN L21011DL1974PLC241646) (hereinafter called ldquothe companyrdquo)Secretarial Audit was conducted in a manner that provided us a reasonable basisfor evaluating the corporate conductsstatutory compliances and expressing ouropinion thereonBased on our verification of Omansh Enterprises Limited books papers minutebooks forms and returns filed and other records maintained by the company andalso the information provided by the Company its officers agents and authorizedrepresentatives during the conduct of the Secretarial Audit we hereby report thatin our opinion the Company has during the audit period covering the financialyear ended on March 31 2017 complied with the statutory provisions listedhereunder and also that the Company has proper Board processes and compliancemechanism in place to the extent in the manner and subject to the reportingmade hereinafterWe have examined the books papers minute books forms and returns filedand other records maintained by Omansh Enterprises Limited for the financialyear ended on March 31 2017 according to the provisions of

1 The Companies Act 2013 (the Act) and the rules made thereunder2 The Securities Contracts (Regulation) Act 1956 (lsquoSCRArsquo) and the rules made

thereunder3 The Depositories Act 1996 and the Regulations and Bye-laws framed

thereunder4 Foreign Exchange Management Act 1999 and the rules and regulations made

thereunder to the extent of Foreign Direct Investment Overseas DirectInvestment and External Commercial Borrowings (During the period underreview the Company has not entered into any transaction requiring

Omansh Enterprises Limited Annual Report 2016-2017 30

compliances with the Foreign Exchange Management Act 1999 and therules and regulations made thereunder to the extent of Foreign DirectInvestment Overseas Direct Investment and External CommercialBorrowings)

5 The Securities and Exchange Board of India (Substantial Acquisition of Sharesand Takeovers) Regulations 2011

6 The Securities and Exchange Board of India (Prohibition of Insider Trading)Regulations 2015

7 The Securities and Exchange Board of India (Issue of Capital and DisclosureRequirements) Regulations 2009

8 The Securities and Exchange Board of India (Employee Stock Option Schemeand Employee Stock Purchase Scheme) Guidelines 1999 (During the periodunder review the Company has not entered into any transaction requiringcompliances with the Securities and Exchange Board of India (EmployeeStock Option Scheme and Employee Stock Purchase Scheme)Guidelines 1999)

9 The Securities and Exchange Board of India (Issue and Listing of DebtSecurities) Regulations 2008 (During the period under review theCompany has not entered into any transaction requiring complianceswith the Securities and Exchange Board of India (Issue and Listing ofDebt Securities) Regulations 2008)

10 The Securities and Exchange Board of India (Registrars to an Issue andShare Transfer Agents) Regulations 1993 regarding the Companies Act anddealing with client

11 The Securities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009)

12 The Securities and Exchange Board of India (Buyback of Securities)Regulations 1998 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Buyback of Securities)Regulations 1998)

OTHER APPLICABLE LAWS

With respect to the compliance system prevailing in the Company and onexamination of the relevant documents and records in pursuance thereof on testcheck basis the Company has complied with the following laws applicable to theCompany

Omansh Enterprises Limited Annual Report 2016-2017 31

1 Indian Contract Act 18722 Income Tax Act 1961 to the extent of Tax Deducted at Source under various

Section and TDS Returns filed3 Indirect Tax Laws relating to collections deductions wherever applicable

payments made and returns filedWe have also examined compliance with the applicable clauses of thefollowing

1 Secretarial Standards issued by The Institute of Company Secretaries of India2 The Listing Agreements entered into by the Company with BSE Ltd pursuant

to SEBI (Listing Obligation and Disclosure Requirement) Regulations 2015During the period under review the Company has complied with the provisions ofthe Act Rules Regulations Guidelines Standards etc mentioned aboveWe further report that

The Board of Directors of the Company is duly constituted with proper balance ofExecutive Directors Non-Executive Directors and Independent Directors Thechanges in the composition of the Board of Directors that took place during theperiod under review were carried out in compliance with the provisions of the ActAdequate notice is given to all directors to schedule the Board Meetings agendaand detailed notes on agenda were sent at least seven days in advance and asystem exists for seeking and obtaining further information and clarifications onthe agenda items before the meeting and for meaningful participation at themeetingMajority decision is carried unanimously however the dissenting membersrsquo viewsif any are captured and recorded as part of the minutesWe further report that there are adequate systems and processes in the companycommensurate with the size and operations of the company to monitor and ensurecompliance with applicable laws rules regulations and guidelinesWe further report that during the audit period

1 During the financial year ended March 31 2017 the Company has notappointed Company Secretary (CS) and Chief Financial Officer (CFO) on theBoard of the Company in compliance with Section 203 of the Companies Act2013 however the Company has appointed CS and CFO wef May 292017 and September 4 2017 respectively

2 The Company has not appointed an Internal Auditor in compliance withprovision of Section 138 of Companies Act 2013

3 There were instances of delay in filing the Forms as required to be filed withRegistrar of Companies Delhi and the Company has paid additional fees forthe same

Note This report is to be read with our letter of even date which annexed asAnnexure A and forms an integral part of this report

Omansh Enterprises Limited Annual Report 2016-2017 32

Annexure A to the Secretarial Audit Report

The MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034

1 We have not verified the correctness and appropriateness of financial recordsand Books of Accounts of the Company

2 Where ever required we have obtained the Management representation aboutthe compliance of laws rules and regulations and happening of events etc

3 The compliance of the provisions of Corporate and other applicable lawsrules regulations standards is the responsibility of management Ourexamination was limited to the verification of procedures on the random testbasis

4 We have followed the audit practices and processes as were appropriate toobtain reasonable assurance about the correctness of the contents of thesecretarial records The verification was done on the random test basis toensure that correct facts are reflected in secretarial records We believe thatthe processes and practices we followed provide a reasonable basis for ouropinion

5 The Secretarial Audit report is neither an assurance as to the future viabilityof the company nor of the efficacy or effectiveness with which the managementhas conducted the affairs of the Company

For Amit R Dadheech amp Associates

Amit R DadheechM No 22889 CP No 8952Mumbai September 4 2017

MANAGEMENT DISCUSSION AND ANALYSIS

Your Directors are pleased to present the Management Discussion and AnalysisReports for the year ended March 31 2017 as underbull Overview

The Indian textile industry is one the largest and oldest sectors in the country andamong the most important in the economy in terms of output investment andemployment The sector employs nearly 45 million people directly and it is one ofthe largest sources of employment generation in the country The textile industrycontributes to 10 of manufacturing production 2 of Indiarsquos GDP and to 13 ofthe countryrsquos export earnings With direct linkages to the rural economy and theagriculture sector it has been estimated that one of every six households in thecountry depends on this sector either directly or indirectly for its livelihoodbull Industry Structure

Raw material costs have been increasing globally coupled with a shortage ofskilled workers While a shift is taking place of textiles industries from China andBangladesh to India the industrial climate in India has also become adverse dueto regular increases in input costs Any further appreciation of the Rupee willadversely affect exports from India Though the spinning industry has faredsomewhat better those with a presence in weaving processing or even compositebusinesses are facing the heat due to increases in input cost without being ableto pass on such higher costs to customers as the market is simply unable toabsorb the samebull Opportunities and Threat

There is good scope for growth for the textile industry as Indiarsquos share in theglobal trade in textiles is weak compared to other countries The free tradeenvironment is a great opportunity for the Indian textile industry to increase itsshare in the global market Chinese exports are slowing down on account of variousfactors inclusive of increase in domestic demand and rising costs This is a goodopportunity of which our textile industry should make use but smaller countrieslike Bangladesh Sri Lanka Pakistan Turkey and Vietnam etc are becomingformidable challengersLack of uninterrupted power increased power costs higher transaction costshigh cost of labour is hindering the progress However we are making all outefforts to cope with all these challenges by continuous efforts at cost reductionprocess improvements diversification of products and improving productivity byimproving efficienciesbull Business operations

The Company is engaged in the business of Textile industry During the yearunder review the industry faced various challenges due to global and economicslowdown and increasing rates of interest rates But looking at the huge potentialin India for Textile the company is hopeful of reenter into this sector The growthin the sector is very good and Management expects better results in forth comingyearOmansh Enterprises Limited Annual Report 2016-2017 33

bull Outlook

In light of the new and vibrant management of the company and steady growth inthe operations of the company and looking at the huge demand for residential aswell as commercial space in Delhi the company is hopeful of its upwardperformance the future growth for the benefit of its stakeholders at largebull Internal control System

The company has an effective internal control environment which ensures thatoperation are managed efficiently and effectively assets are safeguardedregulatory are complied with and transactions are recorded after appropriateauthorization The Company has an adequate internal control systemcommensurate with the size of the company and the nature of its business whichensures that functioning of the Company is managed efficiently and effectivelyassets are safeguarded regulatory compliances are complied with and transactionsare recorded after appropriate authorizationbull Human relations

Human resources have always been most valuable assets for Omansh EnterprisesLimited During the year the company has once again gained the confidence of itsHuman Resource as well and company constantly seeks to attract and retain thebest available talent Human resources management incorporates a process drivenapproach that invest regularly in the extensive training programs The Companycontinued to enjoy healthy industrial relations during the yearbull Forward Looking and Cautionary Statements

Management Discussion and Analysis contains forward-looking statementsconcerning the Companyrsquos future plans strategies and performance Theseforward-looking statements are not historical facts rather they representassumptions and beliefs based on economic financial and competitive datacurrently available Furthermore they are subject to a number of risks anduncertainties that without limitation relate to economic conditions fiercecompetition in the information service industry customer demand tax rulesregulations and other factors Readers of this annual report are cautioned not toplace undue reliance on these forward-looking statements The Company thereforewishes to caution readers that actual results may differ materially

On behalf of Board of Directorsof Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanManaging Director Wholetime DirectorDIN 07639422 DIN 07835068

DateSeptember 4 2017Place New Delhi

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 34

Independent Auditorrsquos Report

To the Members of Omansh Enterprises Limited

Report on the Financial Statements

We have audited the accompanying standalone financial statements of OmanshEnterprises Limited (ldquothe Companyrdquo) which comprise the Balance Sheet as atMarch 31 2017 the Statement of Profit and Loss and Cash Flow Statement for theyear then ended and a summary of significant accounting policies and otherexplanatory information

Managementrsquos Responsibility for the Financial Statements

The Companyrsquos Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 (ldquothe Actrdquo) with respect to the preparation ofthese standalone financial statements that give a true and fair view of the financialposition financial performance and cash flows of the Company in accordancewith accounting principles generally accepted in India including the AccountingStandards specified under section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014 and the Companies (Accounting Standards) AmendmentRules 2016 This responsibility includes maintenance of adequate accountingrecords in accordance with the provisions of the Act for safeguarding of the assetsof the Company and for preventing and detecting frauds and other irregularitiesselection and application of appropriate accounting policies making judgmentsand estimates that are reasonable and prudent and the design implementationand maintenance of adequate internal financial control that were operatingeffectively for ensuring the accuracy and completeness of the accounting recordsrelevant to the preparation and presentation of the financial statements that givea true and fair view and are free from material misstatement whether due to fraudor error

Auditorrsquos Responsibility

Our responsibility is to express an opinion on these standalone financial statementsbased on our audit We have taken into account the provisions of the Act theaccounting and auditing standards and matters which are required to be includedin the audit report under the provisions of the Act and the Rules made thereunderWe conducted our audit in accordance with the Standards on Auditing issued bythe Institute of Chartered Accountants of India as specified under Section 143(10)of the Act Those Standards require that we comply with ethical requirements andplan and perform the audit to obtain reasonable assurance about whether thefinancial statements are free from material misstatement

An audit involves performing procedures to obtain audit evidence about theamounts and disclosures in the financial statements The procedures selecteddepend on the auditorrsquos judgment including the assessment of the risks of materialmisstatement of the financial statements whether due to fraud or error In making

Omansh Enterprises Limited Annual Report 2016-2017 35

those risk assessments the auditor considers internal financial control relevantto the Companyrsquos preparation of the financial statements that give a true and fairview in order to design audit procedures that are appropriate in the circumstancesAn audit also includes evaluating the appropriateness of accounting policies usedand the reasonableness of the accounting estimates made by the CompanyrsquosDirectors as well as evaluating the overall presentation of the financial statementsWe believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the standalone financial statements

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the standalone financial statements give the information required bythe Act in the manner so required and give a true and fair view in conformity withthe accounting principles generally accepted in India of the state of affairs of theCompany as at 31st March 2017 its profit and its cash flows for the year endedon that date

Report on Other Legal and Regulatory Requirements

1 As required by the Companies (Auditorrsquos report) Order 2016 (ldquothe Orderrdquo)issued by the Central Government of India in terms of sub-section (11) ofSection 143 of the Act we give in the Annexure 1 a statement on the mattersspecified 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 whichto the best of our knowledge and belief were necessary for the purposeof our audit

b) In our opinion proper books of account as required by law have beenkept by the Company so far as it appears from our examination of thosebooks

c) The Balance Sheet Statement of Profit and Loss and Cash FlowStatement dealt with by this Report are in agreement with the books ofaccount

d) In our opinion the aforesaid standalone financial statements comply withthe Accounting Standards specified under Section 133 of the Act readwith Rule 7 of the Companies (Accounts) Rules 2014 and the Companies(Accounting Standards) Amendment Rules 2016

e) On the basis of written representations received from the directors as on31st March 2017 and taken on record by the Board of Directors none ofthe directors is disqualified as on 31st March 2017 from being appointedas a director in terms of Section 164(2) of the Act

Omansh Enterprises Limited Annual Report 2016-2017 36

f) With respect to the adequacy of the internal financial controls overfinancial reporting of the Company and the operating effectiveness ofsuch controls refer to our separate Report in ldquoAnnexure 2rdquo to this report

g) With respect to the other matters to be included in the Auditorrsquos Reportin accordance with Rule 11 of the Companies (Audit and Auditors) Rules2014 in our opinion and to the best of our information and according tothe explanations given to us

i The Company does not have any pending litigations which wouldimpact its financial position

ii The Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeablelosses

iii There has not been an occasion in which the company during theyear under report to transfer any sum to the Investor Education andProtection Fund Hence the question of delay in transferring suchsum does not arise

iv The Company has provided requisite disclosures in Note No 27 tothese standalone financial statements as to the holding of SpecifiedBank Notes on November 8 2016 to December 30 2016 as well asdealings in Specified Bank Notes during the period from November8 2016 to December 30 2016 Based on our audit procedures andrelying on the management representation regarding the holdingand nature of cash transactions including Specified Bank Noteswe report that these disclosures are in accordance with the books ofaccounts maintained by the Company and as produced to us by theManagement

For Satyendra Mrinal amp AssociatesChartered Accountants

Firm Registration Number 017068N

SK JainPartner

Membership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 37

Annexure 1 referred to in paragraph 1 under the heading ldquoReport on OtherLegal and Regulatory Requirementsrdquo of our Report of even date

(i) (a) The Company has maintained proper records showing fullparticulars including quantitative details and situation of fixedassets

(b) All fixed assets have been physically verified by the managementat regular intervals as informed to us no material discrepancieswere noticed on such verification

(c) According to the information and explanations given by themanagement the Company has not acquired any immovableproperty during the year under audit no comments under thesub-clause are required

(ii) The Company does not have any inventory and accordingly therequirements under paragraph 3(ii) of the Order are not applicable to theCompany

(iii) According to the information and explanation given to us the Companyhas not granted any loans secured or unsecured to companies firmsLimited Liability Partnerships or other parties covered in the registermaintained under Section 189 of the Act and hence clause 3(iii)(a) (b)and (c) of the Order are not applicable to the Company and hence notcommented upon

(iv) In our opinion and according to the information and explanations givento us there are no loans investments guarantees and securities grantedin respect of which provisions of Section 185 and 186 of the Act areapplicable and hence not commented upon

(v) The Company has not accepted any deposits within the meaning ofSections 73 to 76 of the Act and the Companies (Acceptance of Deposits)Rules 2014 (as amended) Accordingly the provisions of clause 3(v) ofthe Order are not applicable

(vi) To the best of our knowledge and as explained the Central Governmenthas not specified the maintenance of cost records under Section 148(1)of the Act for the productsservices of the Company

(vii) (a) According to the information and explanations given to us andbased on the records of the company examined by us thecompany is regular in depositing the undisputed statutory duesincluding income-tax and other statutory dues as applicablewith the appropriate authorities in India

(b) According to the information and explanations given to us andbased on the records of the company examined by us thereare no dues of Income tax which have not been deposited onaccount of any disputes However the remaining taxes specifiedunder the said sub-clause are not applicable to the company

Omansh Enterprises Limited Annual Report 2016-2017 38

(viii) In our opinion and according to the information and explanations givenby the management the Company has not availed of any loans from anyfinancial institution bank or government and not issued any debentures

(ix) In our opinion and according to the information and explanations givenby the management the Company has not raised any money by way ofinitial public offer or further public offer (including debt instruments) andthe company has not raisedtaken any term loan

(x) Based upon the audit procedures performed for the purpose of reportingthe true and fair view of the financial statements and according to theinformation and explanations given by the management we report thatno fraud by the company or no fraud on the company by the officers andemployees of the Company has been noticed or reported during the year

(xi) According to the information and explanations given by the managementthe company has complied with the provisions of Section 197 read withSchedule V of the Companies Act 2013

(xii) In our opinion the Company is not a nidhi company Therefore theprovisions of clause 3(xii) of the order are not applicable to the Companyand hence not commented upon

(xiii) According to the information and explanations given by the managementthere were no transactions with the related parties during the year hencenot commented upon

(xiv) According to the information and explanations given to us and on anoverall examination of the Balance Sheet the Company has not madeany preferential allotment or private placement of shares or fully or partlyconvertible debentures during the year under review and hence reportingrequirements under clause 3(xiv) are not applicable to the Company andnot commented upon

(xv) According to the information and explanations given by the managementthe Company has not entered into any non-cash transactions with thedirectors or persons connected with him as referred to in Section 192 ofCompanies Act 2013

(xvi) According to the information and explanations given to us the provisionsof Section 45-IA of the Reserve Bank of India Act 1934 are not applicableto the Company

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 39

ANNEXURE 2 TO THE INDEPENDENT AUDITORrsquoS REPORT OF EVEN DATEON THE STANDALONE FINANCIAL STATEMENTS OF OMANSHENTERPRISES LIMITED

Report on the Internal Financial Controls under Clause (i) of Sub-section 3of Section 143 of the Companies Act 2013 (ldquothe Actrdquo)

To the Members of Omansh Enterprises Limited

We have audited the internal financial controls over financial reporting of OmanshEnterprises Limited (ldquothe Companyrdquo) as of 31st March 2017 in conjunction withour audit of the standalone financial statements of the Company for the year endedon that date

Managementrsquos Responsibility for Internal Financial Controls

The Companyrsquos Management is responsible for establishing and maintaininginternal financial controls based on the internal control over financial reportingcriteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial ControlsOver Financial Reporting issued by the Institute of Chartered Accountants of IndiaThese responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuringthe orderly and efficient conduct of its business including adherence to theCompanyrsquos policies the safeguarding of its assets the prevention and detectionof frauds and errors the accuracy and completeness of the accounting recordsand the timely preparation of reliable financial information as required under theCompanies Act 2013 (lsquothe Actrsquo)

Auditorrsquos Responsibility

Our responsibility is to express an opinion on the Companyrsquos internal financialcontrols over financial reporting based on our audit We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting (the ldquoGuidance Noterdquo) and the Standards on Auditing asspecified under section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls both applicable to an audit of Internal Financial Controlsand both issued by the Institute of Chartered Accountants of India ThoseStandards and the Guidance Note require that we comply with ethical requirementsand plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects

Our audit involves performing procedures to obtain audit evidence about theadequacy of the internal financial controls system over financial reporting andtheir operating effectiveness Our audit of internal financial controls over financialreporting included obtaining an understanding of internal financial controls overfinancial reporting assessing the risk that a material weakness exists and testing

Omansh Enterprises Limited Annual Report 2016-2017 40

and evaluating the design and operating effectiveness of internal control basedon the assessed risk The procedures selected depend on the auditorrsquos judgementincluding the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error

We believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the internal financial controls systemover financial reporting

Meaning of Internal Financial Controls Over Financial Reporting

A companyrsquos internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles A companyrsquos internal financialcontrol over financial reporting includes those policies and procedures that (1)pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company (2)provide reasonable assurance that transactions are recorded as necessary topermit preparation of financial statements in accordance with generally acceptedaccounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorisations of management and directorsof the company and (3) provide reasonable assurance regarding prevention ortimely detection of unauthorised acquisition use or disposition of the companyrsquosassets 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 financialreporting including the possibility of collusion or improper management overrideof controls material misstatements due to error or fraud may occur and not bedetected Also projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes inconditions or that the degree of compliance with the policies or procedures maydeteriorate

Omansh Enterprises Limited Annual Report 2016-2017 41

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at 31st March 2017 basedon the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls Over Financial Reporting issued bythe Institute of Chartered Accountants of India

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 42

Amount in Particulars Note As At As At

No 31032017 31032016

OMANSH ENTERPRISES LIMITEDRegd off SHOP NO QD-37 DDA MARKET PITAMPURA NEW DELHI-110034

BALANCE SHEET AS AT 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I EQUITY AND LIABILITIES(1) Shareholderrsquos Funds

(a) Share Capital 2 3550000000 3550000000(b) Reserves and Surplus 3 90954266 68038074(c) Money received against share warrants - 3640954266 - 3618038074

(2) Share application money pending allotment - -(3) Non-Current Liabilities

(a) Long-term borrowings - -(b) Deferred tax liabilities (Net) 121300 -(c) Other Long term liabilities - -(d) Long term provisions - 121300 - -

(4) Current Liabilities(a) Short-term borrowings - -(b) Trade payables 4 2658855175 2385034725(c) Other current liabilities 5 13400000 31328100(d) Short-term provisions - 2672255175 - 2416362825

Total 6313330741 6034400899II ASSETS(1) Non-current assets

(a) Fixed assets (i) Tangible assets 6 2888600 4902500 (ii) Intangible assets - - (iii) Capital work-in-progress - - (iv) Intangible assets under development - -(b) Non-current investments 7 801500000 801500000(c) Deferred tax assets (net) - 413300(d) Long term loans and advances 8 910000000 1232160100(e) Other non-current assets - 1714388600 - 2038975900

(2) Current assets(a) Current investments - -(b) Inventories - -(c) Trade receivables 9 4311808246 3931054446(d) Cash and cash equivalents 10 262853595 19436253(e) Short-term loans and advances 11 10054300 16482300(f) Other current assets 12 14226000 4598942141 28452000 3995424999

Total 6313330741 6034400899Significant Accounting PoliciesNotes on financial Statements 1-27

Omansh Enterprises Limited Annual Report 2016-2017 43

Amount in

Particulars Note 2016-17 2015-16No

OMANSH ENTERPRISES LIMITED

STATEMENT OF PROFIT amp LOSS FOR THE YEAR ENDED 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I Revenue from operations 20 1735111517 2138004325II Other Income 21 598242 165707300III Total Revenue I+II 1735709759 2303711625IV Expenses

Purchase of Stock-in-Trade (Net of Return) 1556101986 2019177290Changes in inventories of finished goods work-in-progress and Stock-in-Trade - -Employee benefit expense 22 38500000 92100000Financial costs 23 - 371112Depreciation and amortization expense 24 16239900 22358900Other expenses 25 91717081 130240960

IV Total Expenses 1702558967 2264248262V Profit before exceptional and extraordinary items and tax III-IV 33150792 39463363VI Exceptional Items - -VII Profit before extraordinary items and tax V-VI 33150792 39463363VIII Extraordinary Items - -IX Profit before tax VII-VIII 33150792 39463363X Tax expense

(1) Current tax 9700000 11638100(2) Deferred tax 534600 27512500

XI Profit(Loss) from the perid from continuing operations IX-X 22916192 312763XII Profit(Loss) from discontinuing operations - -XIII Tax expense of discounting operations - -XIV Profit(Loss) from Discontinuing operations XII-XIII - -XV Profit(Loss) for the period XI+XIV 22916192 312763XVI Earning per equity share 26

(1) Basic 001 000(2) Diluted 001 000

Omansh Enterprises Limited Annual Report 2016-2017 44

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2017(Amount in )

Particulars 2016-17 2015-16A Cash Flow from Operating Activities

Profit(Loss) before Taxation 331508 394634Adjustments for Depreciation 20139 81329Preliminary expenses 142260 142260Loss (Profit) on Sale of assets - -Finance cost - 3711Interest Income - -Operating Profit(Loss) before Working Capital Changes 493907 621934Adjustments for Trade and Other Receivables (3807538) 198975Inventories - -Loans and Advances 3285881 (4365027)Trade and Other Payables 2558924 859666Provisions - -Other current Assets - 6837Cash Generated from Operations 2531173 (2677615)Direct Tax Paid (97000) (116381)Net Cash generated from Operating Activities 2434173 (2793996)

B Cash Flow from Investing ActivitiesPurchase of Fixed Assets - -Sale of assets - -Investments - -Interest Income - -Net Cash used in Investing Activities - -

C Cash Flow from Financing ActivitiesProceeds of Borrowings - -Finance cost - (3711)Net Cash generated from in Financing Activities - (3711)Net Increase(Decrease) in Cash and Cash Equivalents (A+B+C) 2434173 (2797708)Cash and Cash Equivalents Opening 194362 2992070Cash and Cash Equivalents Closing 2628536 194362

Notes1 The above Cash Flow Statement has been prepared under the indirect method as set out in the Accounting Standard on Cash Flow Statement

(AS-3)2 Figures in Brackets indicate Cash Outflow3 Previous Year rsquos figures have been recast regrouped and restated where ever necessary

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 45

Notes Forming Part of Financial Statements

NOTE 1

A CORPORATE INFORMATION

The company is engaged in the business of trading in ClothClothingFabric in India the disclosure requirements of AccountingStandard-17 Segment Reporting are not applicable

B SIGNIFICANT ACCOUNTING POLICIES

I BASIS OF PREPARATION

The accompanying financial statements have been prepared andpresented as a going concern under historical cost convention onthe accrual basis of accounting unless otherwise stated inaccordance with the generally accepted accounting principles inIndia (Indian GAAP) and comply with the Accounting Standardsspecified under Section 133 of the Companies Act 2013 (The Act)read with paragraph 7 of the Companies (Accounts) Rules 2014and relevant provisions of the Companies Act 2013

The accounting policies have been consistently applied by theCompany and are consistent with those used in the previous year

All assets and liabilities have been classified as current or non-current as per the Companyrsquos normal operating cycle and othercriteria set out in the Schedule III of the Companies Act 2013Based on the nature of products and the time between theacquisition of assets for processing and their realisation in cashand cash equivalents the Company has ascertained its operatingcycle as up to twelve months for the purpose of currentnon-currentclassification of assets and liabilities

II USE OF ESTIMATES

The preparation of financial statements in conformity with IndianGAAP requires the management to make judgements estimatesand assumptions that affect the reported amounts of revenuesexpenses assets and liabilities and disclosure of contingentliabilities at the end of the reporting period Although these

Omansh Enterprises Limited Annual Report 2016-2017 46

estimates are based on the managementrsquos best knowledge ofcurrent events and actions uncertainty about these assumptionsand estimates could result in the outcomes requiring a materialadjustment to the carrying amounts of assets or liabilities in futureperiods

Significant estimates used by the management in the preparationof these financial statements include the useful life of fixed assetsand intangible assets and provisions for doubtful debtsadvancesDifference if any between the actual results and estimates arerecognized in the period in which the results are knownmaterialized

III FIXED ASSETS AND DEPRECIATION

Fixed assets are recorded at cost of acquisition and installationincluding freight duties levies less accumulated depreciation Costof acquisition includes rates taxes and any other directlyattributable cost for bringing the asset to its working condition forintended use

Depreciation on Tangible Fixed Assets is provided on Written DownValue method using the rates arrived at based on the useful livesas specified in the Schedule II of the Companies Act 2013 orestimated by the management The Company has used thefollowing useful life to provide depreciation on its fixed assets

Omansh Enterprises Limited Annual Report 2016-2017 47

(a) Assets where useful life is same as Schedule II

Assets Useful Life as Prescribedby Schedule II of theCompanies Act 2013

Factory Building 30 years

Plant amp Machinery (other thancontinuous process plant notcovered under specific industries) 15 years

Furniture amp Fittings 10 years

Motor Cycles scooters and other mopeds 10 years

Vehicles (Motor Cars) 8 years

Office Equipments 5 years

Computer printers amp data processing units 3 years

Electrical Installations 10 years

(b) Assets where useful life differ from Schedule II

Fixed Assets individually costing less than Rupees five thousandare fully depreciated in the year of purchase

(c) Depreciation

Depreciation on the Fixed Assets addeddisposed offdiscardedduring the year is provided on pro-rata basis with reference to thedate of additiondisposaldiscarding and in the case of capitalisationof any asset depreciation is charged from the date the same isreadyput to use to the Statement of Profit and Loss

IV INTANGIBLE ASSETS AND AMORTISATION

Intangible Assets are stated at acquisition cost net of accumulatedamortisation and accumulated impairment losses if any Intangibleassets are amortised on a straight-line basis over their estimateduseful lives

Omansh Enterprises Limited Annual Report 2016-2017 48

The Company amortises miscellaneous expenditure representingthe Companyrsquos formation expenses over a period of 5 yearsFurther the cost of Direct Listing of Equity Shares on BSE Limitedhas also been included in the same

V BORROWING COSTS

Borrowing Costs attributable to acquisition and construction ofqualifying assets are capitalised as a part of the cost of such assetsup to the date when such assets are ready for its intended useOther borrowing costs are charged to the Statement of Profit andLoss in the period in which they are incurred

VI FOREIGN CURRENCY TRANSACTIONS

The Company has not dealt with any foreign currency transactionduring the Financial Year

VII INVESTMENTS

Investments which are readily realisable and intended to be heldfor not more than one year from the date on which such investmentsare made are classified as current investments All otherinvestments are classified as long-term investments

Investments are recorded at cost on the date of purchase whichinclude acquisition charges such as brokerage stamp duty taxesetc Current Investments are stated at lower of cost and netrealisable value Long-term investments are stated at cost afterdeducting provisions made if any for other than temporarydiminution in the value

VIII REVENUE RECOGNITION

Revenue is recognised to the extent that it is probable that theeconomic benefits will flow to the Company and can be reliablymeasured

Revenue from sale of products is recognised when the significantrisks and rewards of ownership of the goods have passed to thebuyer Sale of goods are recorded net of trade discounts rebatesSales Tax Value Added Tax and gross of Excise Duty

Omansh Enterprises Limited Annual Report 2016-2017 49

Interest income is recognized on a time proportion basis takinginto account the amount outstanding and the rate applicable

Dividend income on investments is accounted for on receipt of thesame

All expenses and income to the extent considered payable andreceivable respectively unless specifically stated be otherwise areaccounted for on mercantile basis

IX RETIREMENT AND OTHER EMPLOYEE BENEFITS

(a) Provident Fund

Provision of Provident Fund is not applicable to theCompany

(b) Gratuity

No provision for gratuity has been made as there is noamount due towards Gratuity payable

(c) Compensated Leaves

Unutilized leave of staff lapses as at the year end and isnot encashable Accordingly no provision is made forcompensated Leaves

X TAXATION

Tax expense comprises of current and deferred tax

Current Tax

Provision for current tax is made after taking into considerationbenefits admissible under the provisions of the Income-tax Act1961 Minimum Alternative Tax (MAT) credit is recognized wherethere is convincing evidence that the same can be utilized in future

Current tax assets and current tax liabilities are offset when thereis a legally enforceable right to set off the recognized amounts andthere is an intention to settle the asset and the liability on a netbasis

Omansh Enterprises Limited Annual Report 2016-2017 50

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 12: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

from December 9 2016 to December 8 2019 subject to the approval of theshareholder and Central Government if requiredMrs Seema Khan us under graduate and posses a rich experience in the businessof trading in textile from a decade Your Board is of the opinion that consideringthe experience of Mrs Seema Khan in the business market her appointment asManaging Director will be beneficial to the Company The terms and conditionsincluding the remuneration to be paid in the event of loss or inadequacy of profitin any financial year during the tenure of her appointment is mentioned in thedraft letter of appointment placed before the meeting approved by the Board ofDirectorsNomination amp Remuneration Committee at their meeting held onDecember 9 20161 Basic Salary

Presently the Company is not proposing to pay any remuneration to theManaging Director However the terms of the appointment and remunerationmay be revised at a later stage and with an authority to the Board to increasethe same from time to time in accordance with the limits specified in ScheduleV of the Companies Act 2013 as amended from time to time The annual orother increments will be merit based and will take into account the Companyrsquosperformance No other Allowance or Perquisites are being offered to theManaging Director for the time being

2 General

i The Managing Director shall perform her duties as such with regard toall the work of the Company and shall manage and attend to such businessand carry out the orders and directions given by the Board from time totime in all respects

ii The Managing Director shall act in accordance with the Articles ofAssociation of the Company and shall abide by the provisions containedin Section 166 of the Act with regard to duties of Directors

iii The Managing Director shall adhere to the Companyrsquos Code of Ethics ampConduct The Remuneration CommitteeBoard of Directors will determinethe amount of remuneration and increments payable every yeardepending on the performance of the Managing Director profitability ofthe Company and other relevant factors Mrs Seema Khan satisfy allthe conditions set out in Part-I of Schedule V to the Act as also conditionsset out under subsection (3) of Section 196 of the Act for being eligiblefor her appointment She is not disqualified from being appointed asDirector in terms of Section 164 of the Act Brief resume of Mrs SeemaKhan nature of her expertise in specific functional areas names ofcompanies in which he holds Directorships and Memberships Chairmanships of Board Committees her shareholding etc areseparately annexed hereto Notwithstanding anything to the contraryherein contained where in any financial year during the currency of tenureof aforesaid Director the Company has no profits or inadequate profits

Omansh Enterprises Limited Annual Report 2016-2017 9

the Company will pay remuneration by way of salary perquisites andallowances to the said Director subject to compliance with the applicableprovisions of Schedule V of the Companies Act 2013 and if necessarywith the approval of Central GovernmentThe copy of resolution passed by the Board of Directors of the Companyin its meeting held on December 9 2016 approving the aforesaid proposalalong with other documents is available for inspection by the membersat the registered office between 1100 AM to 100 PM on all working daystill the date of the Annual General MeetingMrs Seema Khan is interested in this resolution which pertains to herappointment as Managing Director of the Company Save and exceptthe above none of the other Directors or Key Managerial Personnel ofthe Company (including relatives of Directors and Key ManagerialPersonnel) are in any way concerned or interested financially orotherwise in this resolutionThe Board recommends the Special Resolution set out at Item No 8 ofthe Notice for approval by the members

By order of the BoardOmansh Enterprises Limited

Manoj ChauhanDate September 4 2017 Whole Time DirectorPlace Delhi DIN 07835068

Registered OfficeShop No Shop No 37 QD Block DDA MarketPitampura New Delhi - 110034

Omansh Enterprises Limited Annual Report 2016-2017 10

lsquoAnnexure -Crsquo

Omansh Enterprises Limited Annual Report 2016-2017 11

DIRECTORrsquoS REPORT

ToThe Members ofMs Omansh Enterprises LimitedYour Directors have pleasure in presenting the 43rd Directorrsquos Report of your Companytogether with the Audited Statement of Accounts and the Auditorsrsquo Report of yourcompany for the financial year ended 31st March 20171 FINANCIAL HIGHLIGHTS AND STATE OF COMPANYrsquoS AFFAIRS

(Amount in Rs)Particulars Current year Previous Year

Total Revenue 1735111517 2303711625Total Expenses 1702558967 2264248262Profit Before Tax 33150792 39463363Tax ExpensesCurrent Tax 9700000 11638100Deferred Tax 534600 27512500Profit(Loss) after Tax 22916192 312763Net Profit Transferred to Reserves 22916192 312763Earnings per share (Rs)Basic 001 000Diluted 001 000

(b) During the year your Company recorded Total Revenue of Rs 1735111517(previous year Rs 2303711625) The Company recorded a Net Profit of Rs22916192 during the financial year ended 31st March 2017 as compared to aNet Profit of Rs 312763 in the previous year

(c) Transfer To Reserves In Terms Of Section 134 (3) (j) Of The Companies Act2013

No amount was transferred to reserves during the financial year ended 31st March2017

(d) Dividend

Your Directors do not recommend any dividend for the year ended 31st March2017

(e) Material Changes and Commitments

There are no material changes from the end of Financial Year till the date of thisreport

2 PUBLIC DEPOSITS

During the year under report your Company did not accept any deposits from thepublic in terms of the provisions of Chapter V of the Companies Act 2013

3 DIRECTORS AND KEY MANAGERIAL PERSONNEL

(a) Changes in Directors and Key Managerial Personnel during the year

On recommendation of Nomination and Remuneration Committee Mr Manoj

Omansh Enterprises Limited Annual Report 2016-2017 12

Chauhan was appointed as the Whole Time Director wef 29th May 2017 andMs Seema Khan (DIN 07639422) had also been appointed as the ManagingDirector of the Company for a period of three years wef 9th December 2016And after her appointment Ms Reena Sharma (DIN06883803) stepped downfrom post of the Managing DirectorMr Gaurav Mutreja resigned as the Director of the Company wef 29th May 2017and Mr Vidya Sagar Bhatia resigned from Directorship of the Company on 29th

June 2017 Further Mr Radhey Shayam resigned from the Directorship of theCompany on 4th September 2017Mrs Fatima Makdum Matikub and Mrs Preeti Pralhad Soni were appointed asthe Additional Directors on the Board of the Company only on 4th September 2017in the Category of the Independent Director and your directors recommend theirappointment in the forthcoming AGMIn accordance with the provisions of Section 167(1)(b) of Companies Act 2013Mr Divesh Kumar Bajaj vacated his office of Independent wef 11th August 2017as he had not attended any Board Meeting since 12th August 2016Mr Praveen Kumar had also resigned from the position of Company Secretaryand CFO of the Company wef 24th May 2016 and Mr Remo John was appointedas the Company Secretary and Compliance Officer wef 29th May 2017

(b) Retirement by rotation

In accordance with the provisions of Section 152(6) of the Act and the Articles ofAssociation of the Company Mrs Reena Sharma (DIN06883803) and Mrs SeemaKhan (DIN07639422) will retire by rotation at the ensuing Annual General Meeting(lsquoAGMrsquo) of the Company and being eligible offers themselves for re-appointmentYour Board has recommended their re-appointment

(c) Declaration of Independence by the Independent Directors

The Independent Directors of your Company have confirmed that they meet withthe criteria of Independence as prescribed under Section 149(6) of the Act readwith Rule 5 of the Companies (Appointment and Qualification of Directors) Rules2014Framework for Familiarization Programme for the Independent Directors and thedetails of Familiarization Programme imparted to Independent Directors is madeavailable on the website of the Company

(d) Attributes qualifications and appointment of Directors

The Nomination and Remuneration Committee has adopted the attributes andqualifications as provided in Section 149(6) of the Act and Rule 5 of the Companies(Appointment and Qualification of Directors) Rules 2014 in respect of IndependentDirectors The Committee has also adopted the same attributes and qualificationsto the extent applicable in respect of Non-Independent DirectorsAll the Non-Executive Directors of the Company fulfil the fit and proper criteria forappointment as Directors Further all Directors of the Company other thanIndependent Directors are liable to retire by rotation One-third of the Directorswho are liable to retire by rotation retire every year and are eligible for re-election

Omansh Enterprises Limited Annual Report 2016-2017 13

(e) Remuneration Policy

The Board on the recommendation of the Nomination and RemunerationCommittee approved the Remuneration Policy for the Directors Key ManagerialPersonnel and other employees of the Company a copy of which is enclosed asAnnexure I to this Report

(f) Board Evaluation

The Board carried out annual performance evaluation of its own performance andthat of the individual Directors as also functioning of the Board Committees asrequired in terms of Section 134(3)(p) of the Act The performance evaluation ofthe Board and individual Directors was based on criteria approved by theNomination and Remuneration Committee The Directors expressed theirsatisfaction with the overall evaluation process

4 NUMBER OF BOARD MEETINGS

During the year ended 31st March 2017 5 (Five) meetings of the Board were heldon 11th May 2016 12th August 2016 11th November 2016 9th December 2016 and11th February 2017

5 BOARD COMMITTEES

Presently the Company has three Board Committees with the following members

Audit Committee Ms Fatima Makdum Matikub ChairpersonMr Manoj Chauhan MemberMs Priti Pralhad Soni Member

Nomination and Ms Priti Pralhad Soni ChairpersonRemuneration Committee Mr Manoj Chauhan Member

Ms Fatima Makdum Matikub MemberStakeholders Relationship Committee Mr Manoj Chauhan Chairman

Ms Fatima Makdum Matikub MemberMs Priti Pralhad Soni Member

6 DIRECTORSrsquo RESPONSIBILITY STATEMENT

As required under Section 134(5) of the Act your Directors confirm having -i) followed in the preparation of the Annual Accounts the applicable

Accounting Standards with proper explanation relating to materialdepartures if any

ii) selected such accounting policies and applied them consistently andmade judgments and estimates that are reasonable and prudent so asto give a true and fair view of the state of affairs of the Company at theend of the financial year and of the profit of the Company for that period

iii) taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of the Act forsafeguarding the assets of your Company and for preventing anddetecting fraud and other irregularities

Omansh Enterprises Limited Annual Report 2016-2017 14

iv) prepared the Annual Accounts on a going concern basis andv) proper systems have been devised to ensure compliance with the

provisions of all applicable laws and such systems are adequate andoperating effectively

vi) having laid down the internal financial controls to be followed by theCompany and such internal financial controls are adequate and operatingeffectively

7 SUBSIDIARIES ASSOCIATES AND JOINT VENTURES

The Company does not have any subsidiary associate or joint venture8 LISTING INFORMATION

The Equity Shares of the Company are presently listed only at BSE Ltd Thelisting fee for the Financial Year 2017-18 is paid

9 DEMATERIALIZATION OF SHARES

The securities of the Company are admitted with NSDL and CDSL the ISINallotted to the Company is INE378P01028

10 REPORT ON CORPORATE GOVERNANCE

In terms of Regulation 15(2) of SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 the provision of Regulation 27 of the SEBI(Listing Obligations and Disclosure Requirements) Regulations 2015 are notapplicable to the Company since the paid up capital of the Company is belowRs 10 crores and also the net worth of the Company is below Rs 25 CroresThus the Company is not required to attach the Corporate Governance reportwith the Report of the Board of Directors

11 CORPORATE SOCIAL RESPONSIBILITY

During the financial year 2016-17 the Net Worth of the Company was Rs3640954266 Turnover of the Company was Rs 1735111517 and Netprofit of the Company was Rs 22916100 therefore provisions of Section135(1) of the Companies Act 2013 are not applicable

12 PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES

The Company provides a gender friendly workplace during the year underreview there were no cases filed pursuant to Sexual Harassment of Womenat Workplace (Prevention Prohibition and Redressal) Act 2013None of the employees of your Company is covered under the provisions ofRule 5(2) of the Companies (Appointment and Remuneration of ManagerialPersonnel) Rules 2014

13 RISK MANAGEMENT

The Board has approved the Risk Management Policy of the Company TheCompanyrsquos risk management framework is designed to address risks intrinsicto operations financials and compliances arising out of the overall strategy

Omansh Enterprises Limited Annual Report 2016-2017 15

of the Company The Company manages monitors and reports on the principalrisks and uncertainties that can impact its ability to achieve it objectives Theresponsibility for management of risks vests with the Managers officersresponsible for the day-to-day conduct of the affairs of the Company Riskfocused audits are carried out periodically by the Internal Auditors whichlead to identification of areas where risk management processes need to bestrengthened Annual update is provided to the Board on the effectiveness ofthe Companyrsquos risk management systems and policies

14 INTERNAL FINANCIAL CONTROLS amp INTERNAL AUDIT

The Company has adequate internal financial controls with respect to thefinancial statements commensurate with the size and scale of the operationsof the Company During the year such controls were tested and no reportablematerial weakness in operation has been observed Internal audit of theCompany has been carried out during the year The Audit Committee reviewsthe internal audit findings provides guidance on internal controls and ensuresthat the internal audit recommendations are implemented

15 PARTICULARS OF LOANS GUARANTEES AND INVESTMENTS

Particulars of loans given investments made guarantees given and securitiesprovided along with the purpose for which the loan or guarantee or security isproposed to be utilized by the recipient are provided in the FinancialStatements

16 RELATED PARTY TRANSACTIONS

During the year ended on 31st March 2017 the Company has not entered intoany contract arrangement transaction with related parties which could beconsidered as material in accordance with the policy of the Company onmateriality of related party transactionsThe Policy on materiality of related party transactions and dealing with relateddealing with related party transactions as approved by the Board is availableon the website of the Company at weblink httpwwwomanshenterprisescomwp-contentuploads201508Policy-on-materiality-of-Related-Party-Transactions-and-on-dealing-with-Related-Party-Transactionspdf

17 SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS COURTS TRIBUNALS

During the year under review no significant or material orders were passedby the Regulators Courts Tribunals which would impact the going concernstatus of the Company and its future operations

18 EXTRACT OF ANNUAL RETURN

The details forming part of the extract of the Annual Return in Form MGT-9are provided under Annexure II to this Report

Omansh Enterprises Limited Annual Report 2016-2017 16

19 AUDITORS AND AUDIT REPORT

Ms Satyendra Mrinal amp Associates Chartered Accountants who are thestatutory auditors of the Company hold office till the conclusion of theforthcoming AGM Since their term is expiring at the forthcoming AGM thuspursuant to the provisions of section 139 of the Companies Act 2013 and theRules framed thereunder it is proposed to appoint Ms Rajeev Singh amp CoChartered Accountants as the Statutory Auditors of the Company who havegiven their consent for the same from the conclusion of the 43rd AGM till theconclusion of the 48th AGM of the Company to be held in the year 2022 subjectto ratification of their appointment at every AGM to be held after this AGMThe comments made by the Auditorsrsquo in their Report are self explanatory anddo not call for any further comments The Auditorsrsquo Report does not containany qualification reservation or adverse remark

20 CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION FOREIGNEXCHANGE EARNINGS AND OUTGO

CONSERVATION OF ENERGY

Steps taken on conservation of energy and impact thereof Efforts to conserveelectricity by operating only necessary lights fittings and fixtures were madeduring the financial year 2016-17Steps taken by the company for utilizing alternate sources of energy NILCapital investment on energy conservation equipment NILTECHNOLOGY ABSORPTION

(I) Efforts in brief made towards technology absorption and benefits derivedas a result of the above efforts eg product improvement cost reductionproduct development import substitution etc Nil

(II) In case of imported technology (imported during the last 3 years reckonedfrom the beginning of the financial year) following information may befurnishedA) Details of technology imported - NILB) Year of import ndashNILC) Whether the technology been fully absorbed - NILD) If not fully absorbed areas where absorption has not taken place

and the reasons therefore ndash NILIII) Expenditure incurred on research and development ndash NILFOREIGN EXCHANGE EARNINGS AND OUTGO

There were no foreign exchange earnings or foreign exchange outflow duringthe year

Omansh Enterprises Limited Annual Report 2016-2017 17

21 SECRETARIAL AUDITOR amp SECRETARIAL AUDIT REPORT

In terms of Section 204 of the Companies Act 2013 the Company hasappointed Ms Amit R Dadheech amp Associates Practicing CompanySecretaries as the Secretarial Auditor of the Company for the financial year2016-17 The Secretarial Audit Report given by Ms Amit R Dadheech ampAssociates Practicing Company Secretary is provided under Annexure III tothis ReportThe comments made by the Secretarial Auditor are self explanatory and donot require and further comments The Secretarial Audit Report does notcontain any qualification reservation or adverse remark

22 ESTABLISHMENT OF VIGIL MACHENISM

The Vigil Mechanism Policy of the Company is formulated in terms of section177 (9) of the Companies Act 2013 read with the provisions of the ListingAgreement with the Stock Exchange(s) and thereby also incorporates WhistleBlower Policy That as per the said policy protected disclosures can be madeby the whistle blower to the dedicated e-mail telephone line letter to Chairmanof Audit CommitteeThe Policy on Vigil Mechanism and Whistle Blower Policy as approved by theBoard is available on the website of the Company at web-link httpwwwomanshenterprisescomwp-contentuploads201508Vigil-Mechanism-and-Whistle-Blower-Policypdf

23 ACKNOWLEDGEMENT

Your directors would like to express their sincere appreciation for theassistance and corporation received from the financial institutions banksGovernment authorities customers vendors and members during the yearunder review Your directors also wish to place on record their deep sense ofappreciation for the committed services by the Companyrsquos executives staffand workers

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanDate September 4 2017 Managing Director Wholetime DirectorPlace New Delhi DIN 07639422 DIN 07835068

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 18

Annexure-INOMINATION amp REMUNERATION POLICY

(DIRECTORS KMP amp SENIOR MANAGEMENT)

INTRODUCTION

In pursuance of the Companyrsquos philosophy to consider its employees as itsinvaluable assets to pay equitable remuneration to all Directors Key ManagerialPersonnel (KMP) and employees of the Company to harmonize the aspirationsof human resources consistent with the goals of the Company and in terms of theprovisions of the Companies Act 2013 this policy on nomination and remunerationof Directors Key Managerial Personnel and Senior Management has beenformulated by the Nomination amp Remuneration Committee and approved by theBoard of DirectorsOBJECTIVE

The objective and purpose of the Policy are as given below1 To lay down criteria and terms and conditions with regard to identifying persons

who are qualified to become Directors (Executive and Non-Executive) andpersons who may be appointed in Senior Management and Key Managerialpositions and to determine their remuneration

2 To carry out evaluation of the performance of Directors as well as KeyManagerial and Senior Management Personnel

3 To provide them reward linked directly to their effort performance dedicationand achievement of Organizationrsquos goals as entrusted on them

4 To retain motivate and promote talent and to ensure long term retention oftalented managerial persons and create competitive advantage In the contextof the aforesaid objectives the following policy has been framed andrecommended by the Nomination amp Remuneration Committee and adoptedby the Board of Directors

PART ndash A

POLICY FOR APPOINTMENT AND REMOVAL OF DIRECTOR KMP AND SENIORMANAGEMENTAPPOINTMENT

1 The candidate for a position at Director KMP or Senior Management level ismet by the Managing Director in consultation with the other Directors Theinterview is targeted at assessing the candidate on his her functional ampleadership capabilities and cultural fitment to the organization

2 The MD assesses the shortlisted candidates3 The selected candidatersquos details and the proposed compensation is shared

with the Nomination amp Remuneration Committee for their review andsuggestions The same is shared with the Board at the next board meeting

Omansh Enterprises Limited Annual Report 2016-2017 19

TERM TENURE

The tenure for Directors shall be governed by the terms defined in the CompaniesAct 2013 However the tenure for other KMP and Senior Management Personnelwill be governed by Terms of Appointment in accordance with the RecruitmentPolicy of the CompanyEVALUATION

The performance of the KMP and Senior Management Personnel is evaluated atregular intervals (half yearly yearly) by the Managing Director The performanceevaluation of Independent Directors shall be done by the Board excluding theDirector being evaluated basis the contributions made to the Board deliberationson various matters including business strategy financial strategy operations costand risk management etc and suggestions given in this regardREMOVAL

Due to reasons for any disqualification mentioned in the Companies Act 2013rules made thereunder or under any other applicable Act rules and regulationsthe Managing Director may recommend to the Committee and the Board withreasons recorded in writing removal of a Director subject to the provisions andcompliance of the said Act rules and regulationsFor other KMP or Senior Management Personnel the removal will be governedby the Terms of Appointment in accordance with the Recruitment Policy of theCompany and the subsequent approval of the Managing DirectorRETIREMENT

The Director KMP and Senior Management Personnel shall retire as per theapplicable provisions of the Companies Act 2013 and the prevailing policy of theCompany The Managing Director will have the discretion to retain the DirectorKMP Senior Management Personnel in the same position remuneration orotherwise even after attaining the retirement age for the benefit of the Company

PART ndash B

POLICY RELATING TO EVALUATION AND REMUNERATION OF THE KMP ANDSENIOR MANAGEMENT PERSONNELEVALUATION PROCESS

The three Point Rating scale for performance review of Executive Director KMPand Senior Management is to be followed1 Rating on Basic Job Responsibilities indicating whether the basic job

responsibilities have been met during the year2 Rating on Goals Annual rating on each goal on a five-point scale Weighted

average of the ratings is calculated to arrive at a lsquoWeighted Goal Scorersquo3 Rating on Capabilities Factors The qualitative aspects of the performance is

assessed using the Capabilities Factors by the supervisor on a five-pointscale

Omansh Enterprises Limited Annual Report 2016-2017 20

Based on a holistic view of the Three Point Rating the supervisor provides anoverall Rating This rating is reviewed by the Managing Director along with theimmediate reporting officer who does a Qualitative review of the performancebased on the efforts put in by the employee results achieved and impact of theexternal and internal factors to arrive at a lsquoFinal Annual RatingrsquoThe revision in the total remuneration is directly linked to the lsquoFinal Annual Ratingrsquofor all employees1 The remuneration compensation commission etc to the KMP and Senior

Management Personnel will be determined by the Managing Director inconsultation with other Directors (except the Independent Directors) inaccordance with the Recruitment Policy of the Company which is based uponthe Final Annual Rating employee potential and market benchmarkcompensation The revised remuneration is shared with the Nomination ampRemuneration Committee for review

2 The remuneration compensation commission etc shall be subject to theprior post approval of the shareholders of the Company and CentralGovernment wherever required

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanDate September 4 2017 Managing Director Wholetime DirectorPlace New Delhi DIN 07639422 DIN 07835068

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 21

Omansh Enterprises Limited Annual Report 2016-2017 22

lsquoAnnexure-IIrsquoForm No MGT-9

EXTRACT OF ANNUAL RETURNAs on the financial year ended on 31032017

[Pursuant to Section 92(3) of the Companies Act 2013 and rule 12(1)of the Companies (Management and Administration) Rules 2014]

I REGISTRATION AND OTHER DETAILS

i) CIN L21011DL1974PLC241646ii) Registration Date 20031974iii) Name of the Company OMANSH ENTERPRISES LIMITEDiv) Category Sub-Category of the Company Public Company Limited by Shares amp Having Share Capitalv) Address of the Registered office and contact details SHOP NO 37 QD BLOCK DDA MARKET

PITAMPURA NEW DELHI - 110034Email infoomanshenterprisescom

vi) Whether listed company Yesvii) Name and Address of Registrar amp Transfer Agents ( RTA )

Name of Registrar amp Transfer Agents Skyline Financial Services Private LimitedAddress D-153 A 1st Floor Okhla Industrial Area Phase-ITown City New DelhiState DelhiPin Code 110020Telephone +91-(0)11-6473 2681 6473 2682Fax Number +91-(0)11-2681 2682Email Address adminskylinertacom

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-SNo Name and Description of NIC Code of the to total turnover

main products services Product service of the company1 Whole sale of textiles and clothing 46411 9892

III PARTICULARS OF HOLDING SUBSIDIARY AND ASSOCIATE COMPANIES No of companies for which information is being filloed = NILSNo Name and Address of the Company CINGLN Holding of shares held Applicable Section

SubsidiaryAssociates

Not applicable

Omansh Enterprises Limited Annual Report 2016-2017 23

No of Shares held at the beginning of the year No of Shares held at the end of the year

C at eg o r y o f D e ma t P h y s i ca l T o t a l o f D e ma t P h y s i ca l T o t a l o f C h a n g eS h a r e h o ld er s Tot al S hares Tot al S hares d ur in g t he year

A Promoters(1) Indiana) IndividualHUF 3114500 0 3114500 1755 3114500 0 3114500 1755 000b) Central Govt 0 0 0 000 0 0 000 000 000c) State Govt (s) 0 0 0 000 0 0 000 000 000d) Bodies Corp 4532000 0 4532000 2553 4532000 0 4532000 2553 000e) Banks FI 0 0 0 000 0 0 000 000 000f) Any Otherhellip 0 0 0 000 0 0 000 000 000Sub-total (A) (1)- 7646500 0 7646500 4308 7646500 0 7646500 4308 000(2) Foreign 0 0 0 000 0 0 0 000 000a) NRIs - Individuals 0 0 0 000 0 0 0 000 000b) Other ndash Individuals 0 0 0 000 0 0 0 000 000c) Bodies Corp 0 0 0 000 0 0 0 000 000d) Banks FI 0 0 0 000 0 0 0 000 000e) Any Otherhellip 0 0 0 000 0 0 0 000 000Sub-total (A) (2)- 0 0 0 000 0 0 0 000 000Total shareholding of Promoter(A) = (A)(1)+(A)(2) 7646500 0 7646500 4308 7646500 0 7646500 4308 000B Public Shareholding 1 Insti tutions a) Mutual Funds 0 0 0 000 0 0 0 000 000b) Banks FI 0 0 0 000 0 0 0 000 000c) Central Govt 0 0 0 000 0 0 0 000 000d) State Govt(s) 0 0 0 000 0 0 0 000 000e) Venture Capital Funds 0 0 0 000 0 0 0 000 000f) Insurance Companies 0 0 0 000 0 0 0 000 000g) FIIs 0 0 0 000 0 0 0 000 000h) Foreign Venture Capital Funds 0 0 0 000 0 0 0 000 000i) Others (specify) 0 0 0 000 0 0 0 000 000Sub-total (B)(1)- 0 0 0 000 0 0 0 000 0002 Non-Institutions a) Bodies Corp i) Indian 3296183 25000 3321183 1871 2695355 25000 2720355 1533 -338ii) Overseas 0 0 0 000 0 0 0 000 000b) Individuals i) Individual shareholdersholding nominal share capitalupto Rs 1 lakh 1688546 410000 2098546 1182 718726 409050 1127776 635 -547ii) Individual shareholdersholding nominal sharecapital in excess of Rs 1 lakh ldquo 3745717 616000 4361717 2457 5227885 616000 5843885 3292 835c) Others (specify) 321054 1000 322054 181 410484 1000 411484 232 051Sub-total (B)(2)- 9051500 1052000 10103500 5692 9052450 1051050 10103500 5692 000Total Public Shareholding(B)=(B)(1)+(B)(2) 9051500 1052000 10103500 5692 9052450 1051050 10103500 5692 000C Shares held by Custodianfor GDRs amp ADRs 0 0 0 000 0 0 0 000 000Grand Total (A+B+C) 16698000 1052000 17750000 10000 16698950 1051050 17750000 10000 000

IV SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)A Category-wise Share Holding

Omansh Enterprises Limited Annual Report 2016-2017 24

B Shareholding of Promoters

S Shareholder rsquos Name No of of of shares No of of of shares changeNo Shares tota l pledged Shares tota l pledged in share

Shares encum- shares of encum- hold-of the bered to the bered to ing during

company tota lshares company tota lshares the year1 Mr Gaurav Mutreja 14500 008 000 14500 008 000 0002 Mr Chander Bhan 100000 056 000 100000 056 000 0003 Ms Atharva Professsional Consultants LLP 500000 282 000 500000 282 000 0004 Ms JK Lrsquoatelier Limited 2500000 1408 000 2500000 1408 000 0005 Mr Gaurav Bhatia 50000 028 000 50000 028 000 0006 Ms Gaurav Sukhija (HUF) 250000 141 000 250000 141 000 0007 Ms Komal Sukhi ja 250000 141 000 250000 141 000 0008 Ms Mukesh Sukhija (HUF) 50000 028 000 50000 028 000 0009 Ms Neelam Bhatia 600000 338 000 600000 338 000 00010 Ms Neelam Rani 100000 056 000 100000 056 000 00011 Mr Om Prakash Sukhi ja 700000 394 000 700000 394 000 00012 Ms Pooja Bhatia 150000 085 000 150000 085 000 00013 Ms Raj Kanta Sukhi ja 250000 141 000 250000 141 000 00014 Ms Rashmi Sukhi ja 550000 310 000 550000 310 000 00015 Ms Shi lpa Bhatia 50000 028 000 50000 028 000 00016 Ms Achyut Properties Private Limited 500000 282 000 500000 282 000 00017 Ms Ranji tgarh Finance Company PrivateLimited 1032000 581 000 1032000 581 000 000

Shareholding at the beginning of the year Shareholding at the end of the year

Omansh Enterprises Limited Annual Report 2016-2017 25

C Change in Promotersrsquo Shareholding

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company companySAME AS MENTIONED IN ldquoBrdquo ABOVE

Shareholding at the beginning of the year Shareholding at the end of the year

D Shareholding Pattern of top ten Shareholders (other than Directors Promoters and Holders ofGDRs and ADRs)

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 NAU NIDH FINANCE LIMITED BODY 2500000 1408 2500000 1408

CORPORATE2 KAMALJIT GHAI INDIVIDUAL 250000 141 250000 1413 BHALINDER GHAI INDIVIDUAL 250000 141 250000 1414 HARMEET GHAI INDIVIDUAL 250000 141 250000 1415 GEETA CHADHA INDIVIDUAL 250000 141 250000 1416 MANAN NARANG INDIVIDUAL 250000 141 500000 2827 RAJIV CHADHA INDIVIDUAL 250000 141 250000 1418 NAVEEN NARANG INDIVIDUAL 250000 141 500000 2829 SUMITRA NARANG INDIVIDUAL 250000 141 500000 28210 SATISH CHANDER NARANG INDIVIDUAL 250000 141 500000 282

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

Omansh Enterprises Limited Annual Report 2016-2017 26

E Shareholding of Directors and Key Managerial Personnel

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 Radhey Shayam Whole Time Director 500 000 500 0002 Gaurav Mutre ja Director 14500 008 14500 008

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

V INDEBTEDNESSParticulars Secured Loans Unsecured Deposi ts Total

excluding deposits Loans Indebtedness

VI REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL A Remuneration to Managing Director Whole-time Directors andor Manager

Gross Salary CommissionS Name of (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others Total CeilingNo MDWTD per provision perquisites in lieu of Option Equity profit as per

Manager contained us 17(2) salary the Actin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

NOT ANY

Indebtedness at the beginning of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

Change in Indebtedness during the financial yearAdditionReductionNet Change

Indebtedness at the end of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

NOT APPLICABLE

Omansh Enterprises Limited Annual Report 2016-2017 27

B Remuneration to other directors

Independent Directors Other Non-Executive DirectorS Name of Fee for Commission Others Total 1 Fee for Comm- Others Total Total Total Over-No Director attending attend- ission (2) (1+2) Mana- all

board ing gerial Ceilingcommittee board Remu- as permeetings commi- nerat- the Act

ttee ionmeet-ings

NOT ANY

C Remuneration to Key Managerial Personnel Other than MDManagerWTD

Gross Salary CommissionS Name of Key (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others TotalNo Managerial per provision perquisites in lieu of Option Equity profit

Personnel contained us 17(2) salaryin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

Not Any

Omansh Enterprises Limited Annual Report 2016-2017 28

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Manoj Ramesh Kumar Chauhan Seema KhanWhole Time Director Managing DirectorDIN 07835068 DIN 07639422

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

VII PENALTIES PUNISHMENT COMPOUNDING OF OFFENCES

Type Section of the Brief Detail of Authority [RDNCLT] Appeal made if anyCompanies Description Penalty Punishment Court] (give Details)

Act Compoundingfees imposed

A COMPANYPenaltyPunishment NOT ANYCompoundingB DIRECTORSPenaltyPunishment NOT ANYCompoundingC OTHER OFFICERS IN DEFAULTPenaltyPunishment NOT ANYCompounding

Omansh Enterprises Limited Annual Report 2016-2017 29

Annexure III

FORM NO MR-3SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED 31ST MARCH 2017[Pursuant to Section 204(1) of the Companies Act 2013 and Rule No9 of the

Companies (Appointment and Remuneration Personnel) Rules 2014]

ToThe MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034We have conducted the secretarial audit of the compliance of applicable statutoryprovisions and the adherence to good corporate practices by Omansh EnterprisesLimited (CIN L21011DL1974PLC241646) (hereinafter called ldquothe companyrdquo)Secretarial Audit was conducted in a manner that provided us a reasonable basisfor evaluating the corporate conductsstatutory compliances and expressing ouropinion thereonBased on our verification of Omansh Enterprises Limited books papers minutebooks forms and returns filed and other records maintained by the company andalso the information provided by the Company its officers agents and authorizedrepresentatives during the conduct of the Secretarial Audit we hereby report thatin our opinion the Company has during the audit period covering the financialyear ended on March 31 2017 complied with the statutory provisions listedhereunder and also that the Company has proper Board processes and compliancemechanism in place to the extent in the manner and subject to the reportingmade hereinafterWe have examined the books papers minute books forms and returns filedand other records maintained by Omansh Enterprises Limited for the financialyear ended on March 31 2017 according to the provisions of

1 The Companies Act 2013 (the Act) and the rules made thereunder2 The Securities Contracts (Regulation) Act 1956 (lsquoSCRArsquo) and the rules made

thereunder3 The Depositories Act 1996 and the Regulations and Bye-laws framed

thereunder4 Foreign Exchange Management Act 1999 and the rules and regulations made

thereunder to the extent of Foreign Direct Investment Overseas DirectInvestment and External Commercial Borrowings (During the period underreview the Company has not entered into any transaction requiring

Omansh Enterprises Limited Annual Report 2016-2017 30

compliances with the Foreign Exchange Management Act 1999 and therules and regulations made thereunder to the extent of Foreign DirectInvestment Overseas Direct Investment and External CommercialBorrowings)

5 The Securities and Exchange Board of India (Substantial Acquisition of Sharesand Takeovers) Regulations 2011

6 The Securities and Exchange Board of India (Prohibition of Insider Trading)Regulations 2015

7 The Securities and Exchange Board of India (Issue of Capital and DisclosureRequirements) Regulations 2009

8 The Securities and Exchange Board of India (Employee Stock Option Schemeand Employee Stock Purchase Scheme) Guidelines 1999 (During the periodunder review the Company has not entered into any transaction requiringcompliances with the Securities and Exchange Board of India (EmployeeStock Option Scheme and Employee Stock Purchase Scheme)Guidelines 1999)

9 The Securities and Exchange Board of India (Issue and Listing of DebtSecurities) Regulations 2008 (During the period under review theCompany has not entered into any transaction requiring complianceswith the Securities and Exchange Board of India (Issue and Listing ofDebt Securities) Regulations 2008)

10 The Securities and Exchange Board of India (Registrars to an Issue andShare Transfer Agents) Regulations 1993 regarding the Companies Act anddealing with client

11 The Securities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009)

12 The Securities and Exchange Board of India (Buyback of Securities)Regulations 1998 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Buyback of Securities)Regulations 1998)

OTHER APPLICABLE LAWS

With respect to the compliance system prevailing in the Company and onexamination of the relevant documents and records in pursuance thereof on testcheck basis the Company has complied with the following laws applicable to theCompany

Omansh Enterprises Limited Annual Report 2016-2017 31

1 Indian Contract Act 18722 Income Tax Act 1961 to the extent of Tax Deducted at Source under various

Section and TDS Returns filed3 Indirect Tax Laws relating to collections deductions wherever applicable

payments made and returns filedWe have also examined compliance with the applicable clauses of thefollowing

1 Secretarial Standards issued by The Institute of Company Secretaries of India2 The Listing Agreements entered into by the Company with BSE Ltd pursuant

to SEBI (Listing Obligation and Disclosure Requirement) Regulations 2015During the period under review the Company has complied with the provisions ofthe Act Rules Regulations Guidelines Standards etc mentioned aboveWe further report that

The Board of Directors of the Company is duly constituted with proper balance ofExecutive Directors Non-Executive Directors and Independent Directors Thechanges in the composition of the Board of Directors that took place during theperiod under review were carried out in compliance with the provisions of the ActAdequate notice is given to all directors to schedule the Board Meetings agendaand detailed notes on agenda were sent at least seven days in advance and asystem exists for seeking and obtaining further information and clarifications onthe agenda items before the meeting and for meaningful participation at themeetingMajority decision is carried unanimously however the dissenting membersrsquo viewsif any are captured and recorded as part of the minutesWe further report that there are adequate systems and processes in the companycommensurate with the size and operations of the company to monitor and ensurecompliance with applicable laws rules regulations and guidelinesWe further report that during the audit period

1 During the financial year ended March 31 2017 the Company has notappointed Company Secretary (CS) and Chief Financial Officer (CFO) on theBoard of the Company in compliance with Section 203 of the Companies Act2013 however the Company has appointed CS and CFO wef May 292017 and September 4 2017 respectively

2 The Company has not appointed an Internal Auditor in compliance withprovision of Section 138 of Companies Act 2013

3 There were instances of delay in filing the Forms as required to be filed withRegistrar of Companies Delhi and the Company has paid additional fees forthe same

Note This report is to be read with our letter of even date which annexed asAnnexure A and forms an integral part of this report

Omansh Enterprises Limited Annual Report 2016-2017 32

Annexure A to the Secretarial Audit Report

The MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034

1 We have not verified the correctness and appropriateness of financial recordsand Books of Accounts of the Company

2 Where ever required we have obtained the Management representation aboutthe compliance of laws rules and regulations and happening of events etc

3 The compliance of the provisions of Corporate and other applicable lawsrules regulations standards is the responsibility of management Ourexamination was limited to the verification of procedures on the random testbasis

4 We have followed the audit practices and processes as were appropriate toobtain reasonable assurance about the correctness of the contents of thesecretarial records The verification was done on the random test basis toensure that correct facts are reflected in secretarial records We believe thatthe processes and practices we followed provide a reasonable basis for ouropinion

5 The Secretarial Audit report is neither an assurance as to the future viabilityof the company nor of the efficacy or effectiveness with which the managementhas conducted the affairs of the Company

For Amit R Dadheech amp Associates

Amit R DadheechM No 22889 CP No 8952Mumbai September 4 2017

MANAGEMENT DISCUSSION AND ANALYSIS

Your Directors are pleased to present the Management Discussion and AnalysisReports for the year ended March 31 2017 as underbull Overview

The Indian textile industry is one the largest and oldest sectors in the country andamong the most important in the economy in terms of output investment andemployment The sector employs nearly 45 million people directly and it is one ofthe largest sources of employment generation in the country The textile industrycontributes to 10 of manufacturing production 2 of Indiarsquos GDP and to 13 ofthe countryrsquos export earnings With direct linkages to the rural economy and theagriculture sector it has been estimated that one of every six households in thecountry depends on this sector either directly or indirectly for its livelihoodbull Industry Structure

Raw material costs have been increasing globally coupled with a shortage ofskilled workers While a shift is taking place of textiles industries from China andBangladesh to India the industrial climate in India has also become adverse dueto regular increases in input costs Any further appreciation of the Rupee willadversely affect exports from India Though the spinning industry has faredsomewhat better those with a presence in weaving processing or even compositebusinesses are facing the heat due to increases in input cost without being ableto pass on such higher costs to customers as the market is simply unable toabsorb the samebull Opportunities and Threat

There is good scope for growth for the textile industry as Indiarsquos share in theglobal trade in textiles is weak compared to other countries The free tradeenvironment is a great opportunity for the Indian textile industry to increase itsshare in the global market Chinese exports are slowing down on account of variousfactors inclusive of increase in domestic demand and rising costs This is a goodopportunity of which our textile industry should make use but smaller countrieslike Bangladesh Sri Lanka Pakistan Turkey and Vietnam etc are becomingformidable challengersLack of uninterrupted power increased power costs higher transaction costshigh cost of labour is hindering the progress However we are making all outefforts to cope with all these challenges by continuous efforts at cost reductionprocess improvements diversification of products and improving productivity byimproving efficienciesbull Business operations

The Company is engaged in the business of Textile industry During the yearunder review the industry faced various challenges due to global and economicslowdown and increasing rates of interest rates But looking at the huge potentialin India for Textile the company is hopeful of reenter into this sector The growthin the sector is very good and Management expects better results in forth comingyearOmansh Enterprises Limited Annual Report 2016-2017 33

bull Outlook

In light of the new and vibrant management of the company and steady growth inthe operations of the company and looking at the huge demand for residential aswell as commercial space in Delhi the company is hopeful of its upwardperformance the future growth for the benefit of its stakeholders at largebull Internal control System

The company has an effective internal control environment which ensures thatoperation are managed efficiently and effectively assets are safeguardedregulatory are complied with and transactions are recorded after appropriateauthorization The Company has an adequate internal control systemcommensurate with the size of the company and the nature of its business whichensures that functioning of the Company is managed efficiently and effectivelyassets are safeguarded regulatory compliances are complied with and transactionsare recorded after appropriate authorizationbull Human relations

Human resources have always been most valuable assets for Omansh EnterprisesLimited During the year the company has once again gained the confidence of itsHuman Resource as well and company constantly seeks to attract and retain thebest available talent Human resources management incorporates a process drivenapproach that invest regularly in the extensive training programs The Companycontinued to enjoy healthy industrial relations during the yearbull Forward Looking and Cautionary Statements

Management Discussion and Analysis contains forward-looking statementsconcerning the Companyrsquos future plans strategies and performance Theseforward-looking statements are not historical facts rather they representassumptions and beliefs based on economic financial and competitive datacurrently available Furthermore they are subject to a number of risks anduncertainties that without limitation relate to economic conditions fiercecompetition in the information service industry customer demand tax rulesregulations and other factors Readers of this annual report are cautioned not toplace undue reliance on these forward-looking statements The Company thereforewishes to caution readers that actual results may differ materially

On behalf of Board of Directorsof Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanManaging Director Wholetime DirectorDIN 07639422 DIN 07835068

DateSeptember 4 2017Place New Delhi

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 34

Independent Auditorrsquos Report

To the Members of Omansh Enterprises Limited

Report on the Financial Statements

We have audited the accompanying standalone financial statements of OmanshEnterprises Limited (ldquothe Companyrdquo) which comprise the Balance Sheet as atMarch 31 2017 the Statement of Profit and Loss and Cash Flow Statement for theyear then ended and a summary of significant accounting policies and otherexplanatory information

Managementrsquos Responsibility for the Financial Statements

The Companyrsquos Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 (ldquothe Actrdquo) with respect to the preparation ofthese standalone financial statements that give a true and fair view of the financialposition financial performance and cash flows of the Company in accordancewith accounting principles generally accepted in India including the AccountingStandards specified under section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014 and the Companies (Accounting Standards) AmendmentRules 2016 This responsibility includes maintenance of adequate accountingrecords in accordance with the provisions of the Act for safeguarding of the assetsof the Company and for preventing and detecting frauds and other irregularitiesselection and application of appropriate accounting policies making judgmentsand estimates that are reasonable and prudent and the design implementationand maintenance of adequate internal financial control that were operatingeffectively for ensuring the accuracy and completeness of the accounting recordsrelevant to the preparation and presentation of the financial statements that givea true and fair view and are free from material misstatement whether due to fraudor error

Auditorrsquos Responsibility

Our responsibility is to express an opinion on these standalone financial statementsbased on our audit We have taken into account the provisions of the Act theaccounting and auditing standards and matters which are required to be includedin the audit report under the provisions of the Act and the Rules made thereunderWe conducted our audit in accordance with the Standards on Auditing issued bythe Institute of Chartered Accountants of India as specified under Section 143(10)of the Act Those Standards require that we comply with ethical requirements andplan and perform the audit to obtain reasonable assurance about whether thefinancial statements are free from material misstatement

An audit involves performing procedures to obtain audit evidence about theamounts and disclosures in the financial statements The procedures selecteddepend on the auditorrsquos judgment including the assessment of the risks of materialmisstatement of the financial statements whether due to fraud or error In making

Omansh Enterprises Limited Annual Report 2016-2017 35

those risk assessments the auditor considers internal financial control relevantto the Companyrsquos preparation of the financial statements that give a true and fairview in order to design audit procedures that are appropriate in the circumstancesAn audit also includes evaluating the appropriateness of accounting policies usedand the reasonableness of the accounting estimates made by the CompanyrsquosDirectors as well as evaluating the overall presentation of the financial statementsWe believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the standalone financial statements

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the standalone financial statements give the information required bythe Act in the manner so required and give a true and fair view in conformity withthe accounting principles generally accepted in India of the state of affairs of theCompany as at 31st March 2017 its profit and its cash flows for the year endedon that date

Report on Other Legal and Regulatory Requirements

1 As required by the Companies (Auditorrsquos report) Order 2016 (ldquothe Orderrdquo)issued by the Central Government of India in terms of sub-section (11) ofSection 143 of the Act we give in the Annexure 1 a statement on the mattersspecified 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 whichto the best of our knowledge and belief were necessary for the purposeof our audit

b) In our opinion proper books of account as required by law have beenkept by the Company so far as it appears from our examination of thosebooks

c) The Balance Sheet Statement of Profit and Loss and Cash FlowStatement dealt with by this Report are in agreement with the books ofaccount

d) In our opinion the aforesaid standalone financial statements comply withthe Accounting Standards specified under Section 133 of the Act readwith Rule 7 of the Companies (Accounts) Rules 2014 and the Companies(Accounting Standards) Amendment Rules 2016

e) On the basis of written representations received from the directors as on31st March 2017 and taken on record by the Board of Directors none ofthe directors is disqualified as on 31st March 2017 from being appointedas a director in terms of Section 164(2) of the Act

Omansh Enterprises Limited Annual Report 2016-2017 36

f) With respect to the adequacy of the internal financial controls overfinancial reporting of the Company and the operating effectiveness ofsuch controls refer to our separate Report in ldquoAnnexure 2rdquo to this report

g) With respect to the other matters to be included in the Auditorrsquos Reportin accordance with Rule 11 of the Companies (Audit and Auditors) Rules2014 in our opinion and to the best of our information and according tothe explanations given to us

i The Company does not have any pending litigations which wouldimpact its financial position

ii The Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeablelosses

iii There has not been an occasion in which the company during theyear under report to transfer any sum to the Investor Education andProtection Fund Hence the question of delay in transferring suchsum does not arise

iv The Company has provided requisite disclosures in Note No 27 tothese standalone financial statements as to the holding of SpecifiedBank Notes on November 8 2016 to December 30 2016 as well asdealings in Specified Bank Notes during the period from November8 2016 to December 30 2016 Based on our audit procedures andrelying on the management representation regarding the holdingand nature of cash transactions including Specified Bank Noteswe report that these disclosures are in accordance with the books ofaccounts maintained by the Company and as produced to us by theManagement

For Satyendra Mrinal amp AssociatesChartered Accountants

Firm Registration Number 017068N

SK JainPartner

Membership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 37

Annexure 1 referred to in paragraph 1 under the heading ldquoReport on OtherLegal and Regulatory Requirementsrdquo of our Report of even date

(i) (a) The Company has maintained proper records showing fullparticulars including quantitative details and situation of fixedassets

(b) All fixed assets have been physically verified by the managementat regular intervals as informed to us no material discrepancieswere noticed on such verification

(c) According to the information and explanations given by themanagement the Company has not acquired any immovableproperty during the year under audit no comments under thesub-clause are required

(ii) The Company does not have any inventory and accordingly therequirements under paragraph 3(ii) of the Order are not applicable to theCompany

(iii) According to the information and explanation given to us the Companyhas not granted any loans secured or unsecured to companies firmsLimited Liability Partnerships or other parties covered in the registermaintained under Section 189 of the Act and hence clause 3(iii)(a) (b)and (c) of the Order are not applicable to the Company and hence notcommented upon

(iv) In our opinion and according to the information and explanations givento us there are no loans investments guarantees and securities grantedin respect of which provisions of Section 185 and 186 of the Act areapplicable and hence not commented upon

(v) The Company has not accepted any deposits within the meaning ofSections 73 to 76 of the Act and the Companies (Acceptance of Deposits)Rules 2014 (as amended) Accordingly the provisions of clause 3(v) ofthe Order are not applicable

(vi) To the best of our knowledge and as explained the Central Governmenthas not specified the maintenance of cost records under Section 148(1)of the Act for the productsservices of the Company

(vii) (a) According to the information and explanations given to us andbased on the records of the company examined by us thecompany is regular in depositing the undisputed statutory duesincluding income-tax and other statutory dues as applicablewith the appropriate authorities in India

(b) According to the information and explanations given to us andbased on the records of the company examined by us thereare no dues of Income tax which have not been deposited onaccount of any disputes However the remaining taxes specifiedunder the said sub-clause are not applicable to the company

Omansh Enterprises Limited Annual Report 2016-2017 38

(viii) In our opinion and according to the information and explanations givenby the management the Company has not availed of any loans from anyfinancial institution bank or government and not issued any debentures

(ix) In our opinion and according to the information and explanations givenby the management the Company has not raised any money by way ofinitial public offer or further public offer (including debt instruments) andthe company has not raisedtaken any term loan

(x) Based upon the audit procedures performed for the purpose of reportingthe true and fair view of the financial statements and according to theinformation and explanations given by the management we report thatno fraud by the company or no fraud on the company by the officers andemployees of the Company has been noticed or reported during the year

(xi) According to the information and explanations given by the managementthe company has complied with the provisions of Section 197 read withSchedule V of the Companies Act 2013

(xii) In our opinion the Company is not a nidhi company Therefore theprovisions of clause 3(xii) of the order are not applicable to the Companyand hence not commented upon

(xiii) According to the information and explanations given by the managementthere were no transactions with the related parties during the year hencenot commented upon

(xiv) According to the information and explanations given to us and on anoverall examination of the Balance Sheet the Company has not madeany preferential allotment or private placement of shares or fully or partlyconvertible debentures during the year under review and hence reportingrequirements under clause 3(xiv) are not applicable to the Company andnot commented upon

(xv) According to the information and explanations given by the managementthe Company has not entered into any non-cash transactions with thedirectors or persons connected with him as referred to in Section 192 ofCompanies Act 2013

(xvi) According to the information and explanations given to us the provisionsof Section 45-IA of the Reserve Bank of India Act 1934 are not applicableto the Company

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 39

ANNEXURE 2 TO THE INDEPENDENT AUDITORrsquoS REPORT OF EVEN DATEON THE STANDALONE FINANCIAL STATEMENTS OF OMANSHENTERPRISES LIMITED

Report on the Internal Financial Controls under Clause (i) of Sub-section 3of Section 143 of the Companies Act 2013 (ldquothe Actrdquo)

To the Members of Omansh Enterprises Limited

We have audited the internal financial controls over financial reporting of OmanshEnterprises Limited (ldquothe Companyrdquo) as of 31st March 2017 in conjunction withour audit of the standalone financial statements of the Company for the year endedon that date

Managementrsquos Responsibility for Internal Financial Controls

The Companyrsquos Management is responsible for establishing and maintaininginternal financial controls based on the internal control over financial reportingcriteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial ControlsOver Financial Reporting issued by the Institute of Chartered Accountants of IndiaThese responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuringthe orderly and efficient conduct of its business including adherence to theCompanyrsquos policies the safeguarding of its assets the prevention and detectionof frauds and errors the accuracy and completeness of the accounting recordsand the timely preparation of reliable financial information as required under theCompanies Act 2013 (lsquothe Actrsquo)

Auditorrsquos Responsibility

Our responsibility is to express an opinion on the Companyrsquos internal financialcontrols over financial reporting based on our audit We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting (the ldquoGuidance Noterdquo) and the Standards on Auditing asspecified under section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls both applicable to an audit of Internal Financial Controlsand both issued by the Institute of Chartered Accountants of India ThoseStandards and the Guidance Note require that we comply with ethical requirementsand plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects

Our audit involves performing procedures to obtain audit evidence about theadequacy of the internal financial controls system over financial reporting andtheir operating effectiveness Our audit of internal financial controls over financialreporting included obtaining an understanding of internal financial controls overfinancial reporting assessing the risk that a material weakness exists and testing

Omansh Enterprises Limited Annual Report 2016-2017 40

and evaluating the design and operating effectiveness of internal control basedon the assessed risk The procedures selected depend on the auditorrsquos judgementincluding the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error

We believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the internal financial controls systemover financial reporting

Meaning of Internal Financial Controls Over Financial Reporting

A companyrsquos internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles A companyrsquos internal financialcontrol over financial reporting includes those policies and procedures that (1)pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company (2)provide reasonable assurance that transactions are recorded as necessary topermit preparation of financial statements in accordance with generally acceptedaccounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorisations of management and directorsof the company and (3) provide reasonable assurance regarding prevention ortimely detection of unauthorised acquisition use or disposition of the companyrsquosassets 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 financialreporting including the possibility of collusion or improper management overrideof controls material misstatements due to error or fraud may occur and not bedetected Also projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes inconditions or that the degree of compliance with the policies or procedures maydeteriorate

Omansh Enterprises Limited Annual Report 2016-2017 41

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at 31st March 2017 basedon the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls Over Financial Reporting issued bythe Institute of Chartered Accountants of India

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 42

Amount in Particulars Note As At As At

No 31032017 31032016

OMANSH ENTERPRISES LIMITEDRegd off SHOP NO QD-37 DDA MARKET PITAMPURA NEW DELHI-110034

BALANCE SHEET AS AT 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I EQUITY AND LIABILITIES(1) Shareholderrsquos Funds

(a) Share Capital 2 3550000000 3550000000(b) Reserves and Surplus 3 90954266 68038074(c) Money received against share warrants - 3640954266 - 3618038074

(2) Share application money pending allotment - -(3) Non-Current Liabilities

(a) Long-term borrowings - -(b) Deferred tax liabilities (Net) 121300 -(c) Other Long term liabilities - -(d) Long term provisions - 121300 - -

(4) Current Liabilities(a) Short-term borrowings - -(b) Trade payables 4 2658855175 2385034725(c) Other current liabilities 5 13400000 31328100(d) Short-term provisions - 2672255175 - 2416362825

Total 6313330741 6034400899II ASSETS(1) Non-current assets

(a) Fixed assets (i) Tangible assets 6 2888600 4902500 (ii) Intangible assets - - (iii) Capital work-in-progress - - (iv) Intangible assets under development - -(b) Non-current investments 7 801500000 801500000(c) Deferred tax assets (net) - 413300(d) Long term loans and advances 8 910000000 1232160100(e) Other non-current assets - 1714388600 - 2038975900

(2) Current assets(a) Current investments - -(b) Inventories - -(c) Trade receivables 9 4311808246 3931054446(d) Cash and cash equivalents 10 262853595 19436253(e) Short-term loans and advances 11 10054300 16482300(f) Other current assets 12 14226000 4598942141 28452000 3995424999

Total 6313330741 6034400899Significant Accounting PoliciesNotes on financial Statements 1-27

Omansh Enterprises Limited Annual Report 2016-2017 43

Amount in

Particulars Note 2016-17 2015-16No

OMANSH ENTERPRISES LIMITED

STATEMENT OF PROFIT amp LOSS FOR THE YEAR ENDED 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I Revenue from operations 20 1735111517 2138004325II Other Income 21 598242 165707300III Total Revenue I+II 1735709759 2303711625IV Expenses

Purchase of Stock-in-Trade (Net of Return) 1556101986 2019177290Changes in inventories of finished goods work-in-progress and Stock-in-Trade - -Employee benefit expense 22 38500000 92100000Financial costs 23 - 371112Depreciation and amortization expense 24 16239900 22358900Other expenses 25 91717081 130240960

IV Total Expenses 1702558967 2264248262V Profit before exceptional and extraordinary items and tax III-IV 33150792 39463363VI Exceptional Items - -VII Profit before extraordinary items and tax V-VI 33150792 39463363VIII Extraordinary Items - -IX Profit before tax VII-VIII 33150792 39463363X Tax expense

(1) Current tax 9700000 11638100(2) Deferred tax 534600 27512500

XI Profit(Loss) from the perid from continuing operations IX-X 22916192 312763XII Profit(Loss) from discontinuing operations - -XIII Tax expense of discounting operations - -XIV Profit(Loss) from Discontinuing operations XII-XIII - -XV Profit(Loss) for the period XI+XIV 22916192 312763XVI Earning per equity share 26

(1) Basic 001 000(2) Diluted 001 000

Omansh Enterprises Limited Annual Report 2016-2017 44

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2017(Amount in )

Particulars 2016-17 2015-16A Cash Flow from Operating Activities

Profit(Loss) before Taxation 331508 394634Adjustments for Depreciation 20139 81329Preliminary expenses 142260 142260Loss (Profit) on Sale of assets - -Finance cost - 3711Interest Income - -Operating Profit(Loss) before Working Capital Changes 493907 621934Adjustments for Trade and Other Receivables (3807538) 198975Inventories - -Loans and Advances 3285881 (4365027)Trade and Other Payables 2558924 859666Provisions - -Other current Assets - 6837Cash Generated from Operations 2531173 (2677615)Direct Tax Paid (97000) (116381)Net Cash generated from Operating Activities 2434173 (2793996)

B Cash Flow from Investing ActivitiesPurchase of Fixed Assets - -Sale of assets - -Investments - -Interest Income - -Net Cash used in Investing Activities - -

C Cash Flow from Financing ActivitiesProceeds of Borrowings - -Finance cost - (3711)Net Cash generated from in Financing Activities - (3711)Net Increase(Decrease) in Cash and Cash Equivalents (A+B+C) 2434173 (2797708)Cash and Cash Equivalents Opening 194362 2992070Cash and Cash Equivalents Closing 2628536 194362

Notes1 The above Cash Flow Statement has been prepared under the indirect method as set out in the Accounting Standard on Cash Flow Statement

(AS-3)2 Figures in Brackets indicate Cash Outflow3 Previous Year rsquos figures have been recast regrouped and restated where ever necessary

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 45

Notes Forming Part of Financial Statements

NOTE 1

A CORPORATE INFORMATION

The company is engaged in the business of trading in ClothClothingFabric in India the disclosure requirements of AccountingStandard-17 Segment Reporting are not applicable

B SIGNIFICANT ACCOUNTING POLICIES

I BASIS OF PREPARATION

The accompanying financial statements have been prepared andpresented as a going concern under historical cost convention onthe accrual basis of accounting unless otherwise stated inaccordance with the generally accepted accounting principles inIndia (Indian GAAP) and comply with the Accounting Standardsspecified under Section 133 of the Companies Act 2013 (The Act)read with paragraph 7 of the Companies (Accounts) Rules 2014and relevant provisions of the Companies Act 2013

The accounting policies have been consistently applied by theCompany and are consistent with those used in the previous year

All assets and liabilities have been classified as current or non-current as per the Companyrsquos normal operating cycle and othercriteria set out in the Schedule III of the Companies Act 2013Based on the nature of products and the time between theacquisition of assets for processing and their realisation in cashand cash equivalents the Company has ascertained its operatingcycle as up to twelve months for the purpose of currentnon-currentclassification of assets and liabilities

II USE OF ESTIMATES

The preparation of financial statements in conformity with IndianGAAP requires the management to make judgements estimatesand assumptions that affect the reported amounts of revenuesexpenses assets and liabilities and disclosure of contingentliabilities at the end of the reporting period Although these

Omansh Enterprises Limited Annual Report 2016-2017 46

estimates are based on the managementrsquos best knowledge ofcurrent events and actions uncertainty about these assumptionsand estimates could result in the outcomes requiring a materialadjustment to the carrying amounts of assets or liabilities in futureperiods

Significant estimates used by the management in the preparationof these financial statements include the useful life of fixed assetsand intangible assets and provisions for doubtful debtsadvancesDifference if any between the actual results and estimates arerecognized in the period in which the results are knownmaterialized

III FIXED ASSETS AND DEPRECIATION

Fixed assets are recorded at cost of acquisition and installationincluding freight duties levies less accumulated depreciation Costof acquisition includes rates taxes and any other directlyattributable cost for bringing the asset to its working condition forintended use

Depreciation on Tangible Fixed Assets is provided on Written DownValue method using the rates arrived at based on the useful livesas specified in the Schedule II of the Companies Act 2013 orestimated by the management The Company has used thefollowing useful life to provide depreciation on its fixed assets

Omansh Enterprises Limited Annual Report 2016-2017 47

(a) Assets where useful life is same as Schedule II

Assets Useful Life as Prescribedby Schedule II of theCompanies Act 2013

Factory Building 30 years

Plant amp Machinery (other thancontinuous process plant notcovered under specific industries) 15 years

Furniture amp Fittings 10 years

Motor Cycles scooters and other mopeds 10 years

Vehicles (Motor Cars) 8 years

Office Equipments 5 years

Computer printers amp data processing units 3 years

Electrical Installations 10 years

(b) Assets where useful life differ from Schedule II

Fixed Assets individually costing less than Rupees five thousandare fully depreciated in the year of purchase

(c) Depreciation

Depreciation on the Fixed Assets addeddisposed offdiscardedduring the year is provided on pro-rata basis with reference to thedate of additiondisposaldiscarding and in the case of capitalisationof any asset depreciation is charged from the date the same isreadyput to use to the Statement of Profit and Loss

IV INTANGIBLE ASSETS AND AMORTISATION

Intangible Assets are stated at acquisition cost net of accumulatedamortisation and accumulated impairment losses if any Intangibleassets are amortised on a straight-line basis over their estimateduseful lives

Omansh Enterprises Limited Annual Report 2016-2017 48

The Company amortises miscellaneous expenditure representingthe Companyrsquos formation expenses over a period of 5 yearsFurther the cost of Direct Listing of Equity Shares on BSE Limitedhas also been included in the same

V BORROWING COSTS

Borrowing Costs attributable to acquisition and construction ofqualifying assets are capitalised as a part of the cost of such assetsup to the date when such assets are ready for its intended useOther borrowing costs are charged to the Statement of Profit andLoss in the period in which they are incurred

VI FOREIGN CURRENCY TRANSACTIONS

The Company has not dealt with any foreign currency transactionduring the Financial Year

VII INVESTMENTS

Investments which are readily realisable and intended to be heldfor not more than one year from the date on which such investmentsare made are classified as current investments All otherinvestments are classified as long-term investments

Investments are recorded at cost on the date of purchase whichinclude acquisition charges such as brokerage stamp duty taxesetc Current Investments are stated at lower of cost and netrealisable value Long-term investments are stated at cost afterdeducting provisions made if any for other than temporarydiminution in the value

VIII REVENUE RECOGNITION

Revenue is recognised to the extent that it is probable that theeconomic benefits will flow to the Company and can be reliablymeasured

Revenue from sale of products is recognised when the significantrisks and rewards of ownership of the goods have passed to thebuyer Sale of goods are recorded net of trade discounts rebatesSales Tax Value Added Tax and gross of Excise Duty

Omansh Enterprises Limited Annual Report 2016-2017 49

Interest income is recognized on a time proportion basis takinginto account the amount outstanding and the rate applicable

Dividend income on investments is accounted for on receipt of thesame

All expenses and income to the extent considered payable andreceivable respectively unless specifically stated be otherwise areaccounted for on mercantile basis

IX RETIREMENT AND OTHER EMPLOYEE BENEFITS

(a) Provident Fund

Provision of Provident Fund is not applicable to theCompany

(b) Gratuity

No provision for gratuity has been made as there is noamount due towards Gratuity payable

(c) Compensated Leaves

Unutilized leave of staff lapses as at the year end and isnot encashable Accordingly no provision is made forcompensated Leaves

X TAXATION

Tax expense comprises of current and deferred tax

Current Tax

Provision for current tax is made after taking into considerationbenefits admissible under the provisions of the Income-tax Act1961 Minimum Alternative Tax (MAT) credit is recognized wherethere is convincing evidence that the same can be utilized in future

Current tax assets and current tax liabilities are offset when thereis a legally enforceable right to set off the recognized amounts andthere is an intention to settle the asset and the liability on a netbasis

Omansh Enterprises Limited Annual Report 2016-2017 50

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 13: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

the Company will pay remuneration by way of salary perquisites andallowances to the said Director subject to compliance with the applicableprovisions of Schedule V of the Companies Act 2013 and if necessarywith the approval of Central GovernmentThe copy of resolution passed by the Board of Directors of the Companyin its meeting held on December 9 2016 approving the aforesaid proposalalong with other documents is available for inspection by the membersat the registered office between 1100 AM to 100 PM on all working daystill the date of the Annual General MeetingMrs Seema Khan is interested in this resolution which pertains to herappointment as Managing Director of the Company Save and exceptthe above none of the other Directors or Key Managerial Personnel ofthe Company (including relatives of Directors and Key ManagerialPersonnel) are in any way concerned or interested financially orotherwise in this resolutionThe Board recommends the Special Resolution set out at Item No 8 ofthe Notice for approval by the members

By order of the BoardOmansh Enterprises Limited

Manoj ChauhanDate September 4 2017 Whole Time DirectorPlace Delhi DIN 07835068

Registered OfficeShop No Shop No 37 QD Block DDA MarketPitampura New Delhi - 110034

Omansh Enterprises Limited Annual Report 2016-2017 10

lsquoAnnexure -Crsquo

Omansh Enterprises Limited Annual Report 2016-2017 11

DIRECTORrsquoS REPORT

ToThe Members ofMs Omansh Enterprises LimitedYour Directors have pleasure in presenting the 43rd Directorrsquos Report of your Companytogether with the Audited Statement of Accounts and the Auditorsrsquo Report of yourcompany for the financial year ended 31st March 20171 FINANCIAL HIGHLIGHTS AND STATE OF COMPANYrsquoS AFFAIRS

(Amount in Rs)Particulars Current year Previous Year

Total Revenue 1735111517 2303711625Total Expenses 1702558967 2264248262Profit Before Tax 33150792 39463363Tax ExpensesCurrent Tax 9700000 11638100Deferred Tax 534600 27512500Profit(Loss) after Tax 22916192 312763Net Profit Transferred to Reserves 22916192 312763Earnings per share (Rs)Basic 001 000Diluted 001 000

(b) During the year your Company recorded Total Revenue of Rs 1735111517(previous year Rs 2303711625) The Company recorded a Net Profit of Rs22916192 during the financial year ended 31st March 2017 as compared to aNet Profit of Rs 312763 in the previous year

(c) Transfer To Reserves In Terms Of Section 134 (3) (j) Of The Companies Act2013

No amount was transferred to reserves during the financial year ended 31st March2017

(d) Dividend

Your Directors do not recommend any dividend for the year ended 31st March2017

(e) Material Changes and Commitments

There are no material changes from the end of Financial Year till the date of thisreport

2 PUBLIC DEPOSITS

During the year under report your Company did not accept any deposits from thepublic in terms of the provisions of Chapter V of the Companies Act 2013

3 DIRECTORS AND KEY MANAGERIAL PERSONNEL

(a) Changes in Directors and Key Managerial Personnel during the year

On recommendation of Nomination and Remuneration Committee Mr Manoj

Omansh Enterprises Limited Annual Report 2016-2017 12

Chauhan was appointed as the Whole Time Director wef 29th May 2017 andMs Seema Khan (DIN 07639422) had also been appointed as the ManagingDirector of the Company for a period of three years wef 9th December 2016And after her appointment Ms Reena Sharma (DIN06883803) stepped downfrom post of the Managing DirectorMr Gaurav Mutreja resigned as the Director of the Company wef 29th May 2017and Mr Vidya Sagar Bhatia resigned from Directorship of the Company on 29th

June 2017 Further Mr Radhey Shayam resigned from the Directorship of theCompany on 4th September 2017Mrs Fatima Makdum Matikub and Mrs Preeti Pralhad Soni were appointed asthe Additional Directors on the Board of the Company only on 4th September 2017in the Category of the Independent Director and your directors recommend theirappointment in the forthcoming AGMIn accordance with the provisions of Section 167(1)(b) of Companies Act 2013Mr Divesh Kumar Bajaj vacated his office of Independent wef 11th August 2017as he had not attended any Board Meeting since 12th August 2016Mr Praveen Kumar had also resigned from the position of Company Secretaryand CFO of the Company wef 24th May 2016 and Mr Remo John was appointedas the Company Secretary and Compliance Officer wef 29th May 2017

(b) Retirement by rotation

In accordance with the provisions of Section 152(6) of the Act and the Articles ofAssociation of the Company Mrs Reena Sharma (DIN06883803) and Mrs SeemaKhan (DIN07639422) will retire by rotation at the ensuing Annual General Meeting(lsquoAGMrsquo) of the Company and being eligible offers themselves for re-appointmentYour Board has recommended their re-appointment

(c) Declaration of Independence by the Independent Directors

The Independent Directors of your Company have confirmed that they meet withthe criteria of Independence as prescribed under Section 149(6) of the Act readwith Rule 5 of the Companies (Appointment and Qualification of Directors) Rules2014Framework for Familiarization Programme for the Independent Directors and thedetails of Familiarization Programme imparted to Independent Directors is madeavailable on the website of the Company

(d) Attributes qualifications and appointment of Directors

The Nomination and Remuneration Committee has adopted the attributes andqualifications as provided in Section 149(6) of the Act and Rule 5 of the Companies(Appointment and Qualification of Directors) Rules 2014 in respect of IndependentDirectors The Committee has also adopted the same attributes and qualificationsto the extent applicable in respect of Non-Independent DirectorsAll the Non-Executive Directors of the Company fulfil the fit and proper criteria forappointment as Directors Further all Directors of the Company other thanIndependent Directors are liable to retire by rotation One-third of the Directorswho are liable to retire by rotation retire every year and are eligible for re-election

Omansh Enterprises Limited Annual Report 2016-2017 13

(e) Remuneration Policy

The Board on the recommendation of the Nomination and RemunerationCommittee approved the Remuneration Policy for the Directors Key ManagerialPersonnel and other employees of the Company a copy of which is enclosed asAnnexure I to this Report

(f) Board Evaluation

The Board carried out annual performance evaluation of its own performance andthat of the individual Directors as also functioning of the Board Committees asrequired in terms of Section 134(3)(p) of the Act The performance evaluation ofthe Board and individual Directors was based on criteria approved by theNomination and Remuneration Committee The Directors expressed theirsatisfaction with the overall evaluation process

4 NUMBER OF BOARD MEETINGS

During the year ended 31st March 2017 5 (Five) meetings of the Board were heldon 11th May 2016 12th August 2016 11th November 2016 9th December 2016 and11th February 2017

5 BOARD COMMITTEES

Presently the Company has three Board Committees with the following members

Audit Committee Ms Fatima Makdum Matikub ChairpersonMr Manoj Chauhan MemberMs Priti Pralhad Soni Member

Nomination and Ms Priti Pralhad Soni ChairpersonRemuneration Committee Mr Manoj Chauhan Member

Ms Fatima Makdum Matikub MemberStakeholders Relationship Committee Mr Manoj Chauhan Chairman

Ms Fatima Makdum Matikub MemberMs Priti Pralhad Soni Member

6 DIRECTORSrsquo RESPONSIBILITY STATEMENT

As required under Section 134(5) of the Act your Directors confirm having -i) followed in the preparation of the Annual Accounts the applicable

Accounting Standards with proper explanation relating to materialdepartures if any

ii) selected such accounting policies and applied them consistently andmade judgments and estimates that are reasonable and prudent so asto give a true and fair view of the state of affairs of the Company at theend of the financial year and of the profit of the Company for that period

iii) taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of the Act forsafeguarding the assets of your Company and for preventing anddetecting fraud and other irregularities

Omansh Enterprises Limited Annual Report 2016-2017 14

iv) prepared the Annual Accounts on a going concern basis andv) proper systems have been devised to ensure compliance with the

provisions of all applicable laws and such systems are adequate andoperating effectively

vi) having laid down the internal financial controls to be followed by theCompany and such internal financial controls are adequate and operatingeffectively

7 SUBSIDIARIES ASSOCIATES AND JOINT VENTURES

The Company does not have any subsidiary associate or joint venture8 LISTING INFORMATION

The Equity Shares of the Company are presently listed only at BSE Ltd Thelisting fee for the Financial Year 2017-18 is paid

9 DEMATERIALIZATION OF SHARES

The securities of the Company are admitted with NSDL and CDSL the ISINallotted to the Company is INE378P01028

10 REPORT ON CORPORATE GOVERNANCE

In terms of Regulation 15(2) of SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 the provision of Regulation 27 of the SEBI(Listing Obligations and Disclosure Requirements) Regulations 2015 are notapplicable to the Company since the paid up capital of the Company is belowRs 10 crores and also the net worth of the Company is below Rs 25 CroresThus the Company is not required to attach the Corporate Governance reportwith the Report of the Board of Directors

11 CORPORATE SOCIAL RESPONSIBILITY

During the financial year 2016-17 the Net Worth of the Company was Rs3640954266 Turnover of the Company was Rs 1735111517 and Netprofit of the Company was Rs 22916100 therefore provisions of Section135(1) of the Companies Act 2013 are not applicable

12 PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES

The Company provides a gender friendly workplace during the year underreview there were no cases filed pursuant to Sexual Harassment of Womenat Workplace (Prevention Prohibition and Redressal) Act 2013None of the employees of your Company is covered under the provisions ofRule 5(2) of the Companies (Appointment and Remuneration of ManagerialPersonnel) Rules 2014

13 RISK MANAGEMENT

The Board has approved the Risk Management Policy of the Company TheCompanyrsquos risk management framework is designed to address risks intrinsicto operations financials and compliances arising out of the overall strategy

Omansh Enterprises Limited Annual Report 2016-2017 15

of the Company The Company manages monitors and reports on the principalrisks and uncertainties that can impact its ability to achieve it objectives Theresponsibility for management of risks vests with the Managers officersresponsible for the day-to-day conduct of the affairs of the Company Riskfocused audits are carried out periodically by the Internal Auditors whichlead to identification of areas where risk management processes need to bestrengthened Annual update is provided to the Board on the effectiveness ofthe Companyrsquos risk management systems and policies

14 INTERNAL FINANCIAL CONTROLS amp INTERNAL AUDIT

The Company has adequate internal financial controls with respect to thefinancial statements commensurate with the size and scale of the operationsof the Company During the year such controls were tested and no reportablematerial weakness in operation has been observed Internal audit of theCompany has been carried out during the year The Audit Committee reviewsthe internal audit findings provides guidance on internal controls and ensuresthat the internal audit recommendations are implemented

15 PARTICULARS OF LOANS GUARANTEES AND INVESTMENTS

Particulars of loans given investments made guarantees given and securitiesprovided along with the purpose for which the loan or guarantee or security isproposed to be utilized by the recipient are provided in the FinancialStatements

16 RELATED PARTY TRANSACTIONS

During the year ended on 31st March 2017 the Company has not entered intoany contract arrangement transaction with related parties which could beconsidered as material in accordance with the policy of the Company onmateriality of related party transactionsThe Policy on materiality of related party transactions and dealing with relateddealing with related party transactions as approved by the Board is availableon the website of the Company at weblink httpwwwomanshenterprisescomwp-contentuploads201508Policy-on-materiality-of-Related-Party-Transactions-and-on-dealing-with-Related-Party-Transactionspdf

17 SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS COURTS TRIBUNALS

During the year under review no significant or material orders were passedby the Regulators Courts Tribunals which would impact the going concernstatus of the Company and its future operations

18 EXTRACT OF ANNUAL RETURN

The details forming part of the extract of the Annual Return in Form MGT-9are provided under Annexure II to this Report

Omansh Enterprises Limited Annual Report 2016-2017 16

19 AUDITORS AND AUDIT REPORT

Ms Satyendra Mrinal amp Associates Chartered Accountants who are thestatutory auditors of the Company hold office till the conclusion of theforthcoming AGM Since their term is expiring at the forthcoming AGM thuspursuant to the provisions of section 139 of the Companies Act 2013 and theRules framed thereunder it is proposed to appoint Ms Rajeev Singh amp CoChartered Accountants as the Statutory Auditors of the Company who havegiven their consent for the same from the conclusion of the 43rd AGM till theconclusion of the 48th AGM of the Company to be held in the year 2022 subjectto ratification of their appointment at every AGM to be held after this AGMThe comments made by the Auditorsrsquo in their Report are self explanatory anddo not call for any further comments The Auditorsrsquo Report does not containany qualification reservation or adverse remark

20 CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION FOREIGNEXCHANGE EARNINGS AND OUTGO

CONSERVATION OF ENERGY

Steps taken on conservation of energy and impact thereof Efforts to conserveelectricity by operating only necessary lights fittings and fixtures were madeduring the financial year 2016-17Steps taken by the company for utilizing alternate sources of energy NILCapital investment on energy conservation equipment NILTECHNOLOGY ABSORPTION

(I) Efforts in brief made towards technology absorption and benefits derivedas a result of the above efforts eg product improvement cost reductionproduct development import substitution etc Nil

(II) In case of imported technology (imported during the last 3 years reckonedfrom the beginning of the financial year) following information may befurnishedA) Details of technology imported - NILB) Year of import ndashNILC) Whether the technology been fully absorbed - NILD) If not fully absorbed areas where absorption has not taken place

and the reasons therefore ndash NILIII) Expenditure incurred on research and development ndash NILFOREIGN EXCHANGE EARNINGS AND OUTGO

There were no foreign exchange earnings or foreign exchange outflow duringthe year

Omansh Enterprises Limited Annual Report 2016-2017 17

21 SECRETARIAL AUDITOR amp SECRETARIAL AUDIT REPORT

In terms of Section 204 of the Companies Act 2013 the Company hasappointed Ms Amit R Dadheech amp Associates Practicing CompanySecretaries as the Secretarial Auditor of the Company for the financial year2016-17 The Secretarial Audit Report given by Ms Amit R Dadheech ampAssociates Practicing Company Secretary is provided under Annexure III tothis ReportThe comments made by the Secretarial Auditor are self explanatory and donot require and further comments The Secretarial Audit Report does notcontain any qualification reservation or adverse remark

22 ESTABLISHMENT OF VIGIL MACHENISM

The Vigil Mechanism Policy of the Company is formulated in terms of section177 (9) of the Companies Act 2013 read with the provisions of the ListingAgreement with the Stock Exchange(s) and thereby also incorporates WhistleBlower Policy That as per the said policy protected disclosures can be madeby the whistle blower to the dedicated e-mail telephone line letter to Chairmanof Audit CommitteeThe Policy on Vigil Mechanism and Whistle Blower Policy as approved by theBoard is available on the website of the Company at web-link httpwwwomanshenterprisescomwp-contentuploads201508Vigil-Mechanism-and-Whistle-Blower-Policypdf

23 ACKNOWLEDGEMENT

Your directors would like to express their sincere appreciation for theassistance and corporation received from the financial institutions banksGovernment authorities customers vendors and members during the yearunder review Your directors also wish to place on record their deep sense ofappreciation for the committed services by the Companyrsquos executives staffand workers

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanDate September 4 2017 Managing Director Wholetime DirectorPlace New Delhi DIN 07639422 DIN 07835068

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 18

Annexure-INOMINATION amp REMUNERATION POLICY

(DIRECTORS KMP amp SENIOR MANAGEMENT)

INTRODUCTION

In pursuance of the Companyrsquos philosophy to consider its employees as itsinvaluable assets to pay equitable remuneration to all Directors Key ManagerialPersonnel (KMP) and employees of the Company to harmonize the aspirationsof human resources consistent with the goals of the Company and in terms of theprovisions of the Companies Act 2013 this policy on nomination and remunerationof Directors Key Managerial Personnel and Senior Management has beenformulated by the Nomination amp Remuneration Committee and approved by theBoard of DirectorsOBJECTIVE

The objective and purpose of the Policy are as given below1 To lay down criteria and terms and conditions with regard to identifying persons

who are qualified to become Directors (Executive and Non-Executive) andpersons who may be appointed in Senior Management and Key Managerialpositions and to determine their remuneration

2 To carry out evaluation of the performance of Directors as well as KeyManagerial and Senior Management Personnel

3 To provide them reward linked directly to their effort performance dedicationand achievement of Organizationrsquos goals as entrusted on them

4 To retain motivate and promote talent and to ensure long term retention oftalented managerial persons and create competitive advantage In the contextof the aforesaid objectives the following policy has been framed andrecommended by the Nomination amp Remuneration Committee and adoptedby the Board of Directors

PART ndash A

POLICY FOR APPOINTMENT AND REMOVAL OF DIRECTOR KMP AND SENIORMANAGEMENTAPPOINTMENT

1 The candidate for a position at Director KMP or Senior Management level ismet by the Managing Director in consultation with the other Directors Theinterview is targeted at assessing the candidate on his her functional ampleadership capabilities and cultural fitment to the organization

2 The MD assesses the shortlisted candidates3 The selected candidatersquos details and the proposed compensation is shared

with the Nomination amp Remuneration Committee for their review andsuggestions The same is shared with the Board at the next board meeting

Omansh Enterprises Limited Annual Report 2016-2017 19

TERM TENURE

The tenure for Directors shall be governed by the terms defined in the CompaniesAct 2013 However the tenure for other KMP and Senior Management Personnelwill be governed by Terms of Appointment in accordance with the RecruitmentPolicy of the CompanyEVALUATION

The performance of the KMP and Senior Management Personnel is evaluated atregular intervals (half yearly yearly) by the Managing Director The performanceevaluation of Independent Directors shall be done by the Board excluding theDirector being evaluated basis the contributions made to the Board deliberationson various matters including business strategy financial strategy operations costand risk management etc and suggestions given in this regardREMOVAL

Due to reasons for any disqualification mentioned in the Companies Act 2013rules made thereunder or under any other applicable Act rules and regulationsthe Managing Director may recommend to the Committee and the Board withreasons recorded in writing removal of a Director subject to the provisions andcompliance of the said Act rules and regulationsFor other KMP or Senior Management Personnel the removal will be governedby the Terms of Appointment in accordance with the Recruitment Policy of theCompany and the subsequent approval of the Managing DirectorRETIREMENT

The Director KMP and Senior Management Personnel shall retire as per theapplicable provisions of the Companies Act 2013 and the prevailing policy of theCompany The Managing Director will have the discretion to retain the DirectorKMP Senior Management Personnel in the same position remuneration orotherwise even after attaining the retirement age for the benefit of the Company

PART ndash B

POLICY RELATING TO EVALUATION AND REMUNERATION OF THE KMP ANDSENIOR MANAGEMENT PERSONNELEVALUATION PROCESS

The three Point Rating scale for performance review of Executive Director KMPand Senior Management is to be followed1 Rating on Basic Job Responsibilities indicating whether the basic job

responsibilities have been met during the year2 Rating on Goals Annual rating on each goal on a five-point scale Weighted

average of the ratings is calculated to arrive at a lsquoWeighted Goal Scorersquo3 Rating on Capabilities Factors The qualitative aspects of the performance is

assessed using the Capabilities Factors by the supervisor on a five-pointscale

Omansh Enterprises Limited Annual Report 2016-2017 20

Based on a holistic view of the Three Point Rating the supervisor provides anoverall Rating This rating is reviewed by the Managing Director along with theimmediate reporting officer who does a Qualitative review of the performancebased on the efforts put in by the employee results achieved and impact of theexternal and internal factors to arrive at a lsquoFinal Annual RatingrsquoThe revision in the total remuneration is directly linked to the lsquoFinal Annual Ratingrsquofor all employees1 The remuneration compensation commission etc to the KMP and Senior

Management Personnel will be determined by the Managing Director inconsultation with other Directors (except the Independent Directors) inaccordance with the Recruitment Policy of the Company which is based uponthe Final Annual Rating employee potential and market benchmarkcompensation The revised remuneration is shared with the Nomination ampRemuneration Committee for review

2 The remuneration compensation commission etc shall be subject to theprior post approval of the shareholders of the Company and CentralGovernment wherever required

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanDate September 4 2017 Managing Director Wholetime DirectorPlace New Delhi DIN 07639422 DIN 07835068

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 21

Omansh Enterprises Limited Annual Report 2016-2017 22

lsquoAnnexure-IIrsquoForm No MGT-9

EXTRACT OF ANNUAL RETURNAs on the financial year ended on 31032017

[Pursuant to Section 92(3) of the Companies Act 2013 and rule 12(1)of the Companies (Management and Administration) Rules 2014]

I REGISTRATION AND OTHER DETAILS

i) CIN L21011DL1974PLC241646ii) Registration Date 20031974iii) Name of the Company OMANSH ENTERPRISES LIMITEDiv) Category Sub-Category of the Company Public Company Limited by Shares amp Having Share Capitalv) Address of the Registered office and contact details SHOP NO 37 QD BLOCK DDA MARKET

PITAMPURA NEW DELHI - 110034Email infoomanshenterprisescom

vi) Whether listed company Yesvii) Name and Address of Registrar amp Transfer Agents ( RTA )

Name of Registrar amp Transfer Agents Skyline Financial Services Private LimitedAddress D-153 A 1st Floor Okhla Industrial Area Phase-ITown City New DelhiState DelhiPin Code 110020Telephone +91-(0)11-6473 2681 6473 2682Fax Number +91-(0)11-2681 2682Email Address adminskylinertacom

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-SNo Name and Description of NIC Code of the to total turnover

main products services Product service of the company1 Whole sale of textiles and clothing 46411 9892

III PARTICULARS OF HOLDING SUBSIDIARY AND ASSOCIATE COMPANIES No of companies for which information is being filloed = NILSNo Name and Address of the Company CINGLN Holding of shares held Applicable Section

SubsidiaryAssociates

Not applicable

Omansh Enterprises Limited Annual Report 2016-2017 23

No of Shares held at the beginning of the year No of Shares held at the end of the year

C at eg o r y o f D e ma t P h y s i ca l T o t a l o f D e ma t P h y s i ca l T o t a l o f C h a n g eS h a r e h o ld er s Tot al S hares Tot al S hares d ur in g t he year

A Promoters(1) Indiana) IndividualHUF 3114500 0 3114500 1755 3114500 0 3114500 1755 000b) Central Govt 0 0 0 000 0 0 000 000 000c) State Govt (s) 0 0 0 000 0 0 000 000 000d) Bodies Corp 4532000 0 4532000 2553 4532000 0 4532000 2553 000e) Banks FI 0 0 0 000 0 0 000 000 000f) Any Otherhellip 0 0 0 000 0 0 000 000 000Sub-total (A) (1)- 7646500 0 7646500 4308 7646500 0 7646500 4308 000(2) Foreign 0 0 0 000 0 0 0 000 000a) NRIs - Individuals 0 0 0 000 0 0 0 000 000b) Other ndash Individuals 0 0 0 000 0 0 0 000 000c) Bodies Corp 0 0 0 000 0 0 0 000 000d) Banks FI 0 0 0 000 0 0 0 000 000e) Any Otherhellip 0 0 0 000 0 0 0 000 000Sub-total (A) (2)- 0 0 0 000 0 0 0 000 000Total shareholding of Promoter(A) = (A)(1)+(A)(2) 7646500 0 7646500 4308 7646500 0 7646500 4308 000B Public Shareholding 1 Insti tutions a) Mutual Funds 0 0 0 000 0 0 0 000 000b) Banks FI 0 0 0 000 0 0 0 000 000c) Central Govt 0 0 0 000 0 0 0 000 000d) State Govt(s) 0 0 0 000 0 0 0 000 000e) Venture Capital Funds 0 0 0 000 0 0 0 000 000f) Insurance Companies 0 0 0 000 0 0 0 000 000g) FIIs 0 0 0 000 0 0 0 000 000h) Foreign Venture Capital Funds 0 0 0 000 0 0 0 000 000i) Others (specify) 0 0 0 000 0 0 0 000 000Sub-total (B)(1)- 0 0 0 000 0 0 0 000 0002 Non-Institutions a) Bodies Corp i) Indian 3296183 25000 3321183 1871 2695355 25000 2720355 1533 -338ii) Overseas 0 0 0 000 0 0 0 000 000b) Individuals i) Individual shareholdersholding nominal share capitalupto Rs 1 lakh 1688546 410000 2098546 1182 718726 409050 1127776 635 -547ii) Individual shareholdersholding nominal sharecapital in excess of Rs 1 lakh ldquo 3745717 616000 4361717 2457 5227885 616000 5843885 3292 835c) Others (specify) 321054 1000 322054 181 410484 1000 411484 232 051Sub-total (B)(2)- 9051500 1052000 10103500 5692 9052450 1051050 10103500 5692 000Total Public Shareholding(B)=(B)(1)+(B)(2) 9051500 1052000 10103500 5692 9052450 1051050 10103500 5692 000C Shares held by Custodianfor GDRs amp ADRs 0 0 0 000 0 0 0 000 000Grand Total (A+B+C) 16698000 1052000 17750000 10000 16698950 1051050 17750000 10000 000

IV SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)A Category-wise Share Holding

Omansh Enterprises Limited Annual Report 2016-2017 24

B Shareholding of Promoters

S Shareholder rsquos Name No of of of shares No of of of shares changeNo Shares tota l pledged Shares tota l pledged in share

Shares encum- shares of encum- hold-of the bered to the bered to ing during

company tota lshares company tota lshares the year1 Mr Gaurav Mutreja 14500 008 000 14500 008 000 0002 Mr Chander Bhan 100000 056 000 100000 056 000 0003 Ms Atharva Professsional Consultants LLP 500000 282 000 500000 282 000 0004 Ms JK Lrsquoatelier Limited 2500000 1408 000 2500000 1408 000 0005 Mr Gaurav Bhatia 50000 028 000 50000 028 000 0006 Ms Gaurav Sukhija (HUF) 250000 141 000 250000 141 000 0007 Ms Komal Sukhi ja 250000 141 000 250000 141 000 0008 Ms Mukesh Sukhija (HUF) 50000 028 000 50000 028 000 0009 Ms Neelam Bhatia 600000 338 000 600000 338 000 00010 Ms Neelam Rani 100000 056 000 100000 056 000 00011 Mr Om Prakash Sukhi ja 700000 394 000 700000 394 000 00012 Ms Pooja Bhatia 150000 085 000 150000 085 000 00013 Ms Raj Kanta Sukhi ja 250000 141 000 250000 141 000 00014 Ms Rashmi Sukhi ja 550000 310 000 550000 310 000 00015 Ms Shi lpa Bhatia 50000 028 000 50000 028 000 00016 Ms Achyut Properties Private Limited 500000 282 000 500000 282 000 00017 Ms Ranji tgarh Finance Company PrivateLimited 1032000 581 000 1032000 581 000 000

Shareholding at the beginning of the year Shareholding at the end of the year

Omansh Enterprises Limited Annual Report 2016-2017 25

C Change in Promotersrsquo Shareholding

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company companySAME AS MENTIONED IN ldquoBrdquo ABOVE

Shareholding at the beginning of the year Shareholding at the end of the year

D Shareholding Pattern of top ten Shareholders (other than Directors Promoters and Holders ofGDRs and ADRs)

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 NAU NIDH FINANCE LIMITED BODY 2500000 1408 2500000 1408

CORPORATE2 KAMALJIT GHAI INDIVIDUAL 250000 141 250000 1413 BHALINDER GHAI INDIVIDUAL 250000 141 250000 1414 HARMEET GHAI INDIVIDUAL 250000 141 250000 1415 GEETA CHADHA INDIVIDUAL 250000 141 250000 1416 MANAN NARANG INDIVIDUAL 250000 141 500000 2827 RAJIV CHADHA INDIVIDUAL 250000 141 250000 1418 NAVEEN NARANG INDIVIDUAL 250000 141 500000 2829 SUMITRA NARANG INDIVIDUAL 250000 141 500000 28210 SATISH CHANDER NARANG INDIVIDUAL 250000 141 500000 282

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

Omansh Enterprises Limited Annual Report 2016-2017 26

E Shareholding of Directors and Key Managerial Personnel

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 Radhey Shayam Whole Time Director 500 000 500 0002 Gaurav Mutre ja Director 14500 008 14500 008

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

V INDEBTEDNESSParticulars Secured Loans Unsecured Deposi ts Total

excluding deposits Loans Indebtedness

VI REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL A Remuneration to Managing Director Whole-time Directors andor Manager

Gross Salary CommissionS Name of (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others Total CeilingNo MDWTD per provision perquisites in lieu of Option Equity profit as per

Manager contained us 17(2) salary the Actin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

NOT ANY

Indebtedness at the beginning of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

Change in Indebtedness during the financial yearAdditionReductionNet Change

Indebtedness at the end of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

NOT APPLICABLE

Omansh Enterprises Limited Annual Report 2016-2017 27

B Remuneration to other directors

Independent Directors Other Non-Executive DirectorS Name of Fee for Commission Others Total 1 Fee for Comm- Others Total Total Total Over-No Director attending attend- ission (2) (1+2) Mana- all

board ing gerial Ceilingcommittee board Remu- as permeetings commi- nerat- the Act

ttee ionmeet-ings

NOT ANY

C Remuneration to Key Managerial Personnel Other than MDManagerWTD

Gross Salary CommissionS Name of Key (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others TotalNo Managerial per provision perquisites in lieu of Option Equity profit

Personnel contained us 17(2) salaryin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

Not Any

Omansh Enterprises Limited Annual Report 2016-2017 28

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Manoj Ramesh Kumar Chauhan Seema KhanWhole Time Director Managing DirectorDIN 07835068 DIN 07639422

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

VII PENALTIES PUNISHMENT COMPOUNDING OF OFFENCES

Type Section of the Brief Detail of Authority [RDNCLT] Appeal made if anyCompanies Description Penalty Punishment Court] (give Details)

Act Compoundingfees imposed

A COMPANYPenaltyPunishment NOT ANYCompoundingB DIRECTORSPenaltyPunishment NOT ANYCompoundingC OTHER OFFICERS IN DEFAULTPenaltyPunishment NOT ANYCompounding

Omansh Enterprises Limited Annual Report 2016-2017 29

Annexure III

FORM NO MR-3SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED 31ST MARCH 2017[Pursuant to Section 204(1) of the Companies Act 2013 and Rule No9 of the

Companies (Appointment and Remuneration Personnel) Rules 2014]

ToThe MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034We have conducted the secretarial audit of the compliance of applicable statutoryprovisions and the adherence to good corporate practices by Omansh EnterprisesLimited (CIN L21011DL1974PLC241646) (hereinafter called ldquothe companyrdquo)Secretarial Audit was conducted in a manner that provided us a reasonable basisfor evaluating the corporate conductsstatutory compliances and expressing ouropinion thereonBased on our verification of Omansh Enterprises Limited books papers minutebooks forms and returns filed and other records maintained by the company andalso the information provided by the Company its officers agents and authorizedrepresentatives during the conduct of the Secretarial Audit we hereby report thatin our opinion the Company has during the audit period covering the financialyear ended on March 31 2017 complied with the statutory provisions listedhereunder and also that the Company has proper Board processes and compliancemechanism in place to the extent in the manner and subject to the reportingmade hereinafterWe have examined the books papers minute books forms and returns filedand other records maintained by Omansh Enterprises Limited for the financialyear ended on March 31 2017 according to the provisions of

1 The Companies Act 2013 (the Act) and the rules made thereunder2 The Securities Contracts (Regulation) Act 1956 (lsquoSCRArsquo) and the rules made

thereunder3 The Depositories Act 1996 and the Regulations and Bye-laws framed

thereunder4 Foreign Exchange Management Act 1999 and the rules and regulations made

thereunder to the extent of Foreign Direct Investment Overseas DirectInvestment and External Commercial Borrowings (During the period underreview the Company has not entered into any transaction requiring

Omansh Enterprises Limited Annual Report 2016-2017 30

compliances with the Foreign Exchange Management Act 1999 and therules and regulations made thereunder to the extent of Foreign DirectInvestment Overseas Direct Investment and External CommercialBorrowings)

5 The Securities and Exchange Board of India (Substantial Acquisition of Sharesand Takeovers) Regulations 2011

6 The Securities and Exchange Board of India (Prohibition of Insider Trading)Regulations 2015

7 The Securities and Exchange Board of India (Issue of Capital and DisclosureRequirements) Regulations 2009

8 The Securities and Exchange Board of India (Employee Stock Option Schemeand Employee Stock Purchase Scheme) Guidelines 1999 (During the periodunder review the Company has not entered into any transaction requiringcompliances with the Securities and Exchange Board of India (EmployeeStock Option Scheme and Employee Stock Purchase Scheme)Guidelines 1999)

9 The Securities and Exchange Board of India (Issue and Listing of DebtSecurities) Regulations 2008 (During the period under review theCompany has not entered into any transaction requiring complianceswith the Securities and Exchange Board of India (Issue and Listing ofDebt Securities) Regulations 2008)

10 The Securities and Exchange Board of India (Registrars to an Issue andShare Transfer Agents) Regulations 1993 regarding the Companies Act anddealing with client

11 The Securities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009)

12 The Securities and Exchange Board of India (Buyback of Securities)Regulations 1998 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Buyback of Securities)Regulations 1998)

OTHER APPLICABLE LAWS

With respect to the compliance system prevailing in the Company and onexamination of the relevant documents and records in pursuance thereof on testcheck basis the Company has complied with the following laws applicable to theCompany

Omansh Enterprises Limited Annual Report 2016-2017 31

1 Indian Contract Act 18722 Income Tax Act 1961 to the extent of Tax Deducted at Source under various

Section and TDS Returns filed3 Indirect Tax Laws relating to collections deductions wherever applicable

payments made and returns filedWe have also examined compliance with the applicable clauses of thefollowing

1 Secretarial Standards issued by The Institute of Company Secretaries of India2 The Listing Agreements entered into by the Company with BSE Ltd pursuant

to SEBI (Listing Obligation and Disclosure Requirement) Regulations 2015During the period under review the Company has complied with the provisions ofthe Act Rules Regulations Guidelines Standards etc mentioned aboveWe further report that

The Board of Directors of the Company is duly constituted with proper balance ofExecutive Directors Non-Executive Directors and Independent Directors Thechanges in the composition of the Board of Directors that took place during theperiod under review were carried out in compliance with the provisions of the ActAdequate notice is given to all directors to schedule the Board Meetings agendaand detailed notes on agenda were sent at least seven days in advance and asystem exists for seeking and obtaining further information and clarifications onthe agenda items before the meeting and for meaningful participation at themeetingMajority decision is carried unanimously however the dissenting membersrsquo viewsif any are captured and recorded as part of the minutesWe further report that there are adequate systems and processes in the companycommensurate with the size and operations of the company to monitor and ensurecompliance with applicable laws rules regulations and guidelinesWe further report that during the audit period

1 During the financial year ended March 31 2017 the Company has notappointed Company Secretary (CS) and Chief Financial Officer (CFO) on theBoard of the Company in compliance with Section 203 of the Companies Act2013 however the Company has appointed CS and CFO wef May 292017 and September 4 2017 respectively

2 The Company has not appointed an Internal Auditor in compliance withprovision of Section 138 of Companies Act 2013

3 There were instances of delay in filing the Forms as required to be filed withRegistrar of Companies Delhi and the Company has paid additional fees forthe same

Note This report is to be read with our letter of even date which annexed asAnnexure A and forms an integral part of this report

Omansh Enterprises Limited Annual Report 2016-2017 32

Annexure A to the Secretarial Audit Report

The MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034

1 We have not verified the correctness and appropriateness of financial recordsand Books of Accounts of the Company

2 Where ever required we have obtained the Management representation aboutthe compliance of laws rules and regulations and happening of events etc

3 The compliance of the provisions of Corporate and other applicable lawsrules regulations standards is the responsibility of management Ourexamination was limited to the verification of procedures on the random testbasis

4 We have followed the audit practices and processes as were appropriate toobtain reasonable assurance about the correctness of the contents of thesecretarial records The verification was done on the random test basis toensure that correct facts are reflected in secretarial records We believe thatthe processes and practices we followed provide a reasonable basis for ouropinion

5 The Secretarial Audit report is neither an assurance as to the future viabilityof the company nor of the efficacy or effectiveness with which the managementhas conducted the affairs of the Company

For Amit R Dadheech amp Associates

Amit R DadheechM No 22889 CP No 8952Mumbai September 4 2017

MANAGEMENT DISCUSSION AND ANALYSIS

Your Directors are pleased to present the Management Discussion and AnalysisReports for the year ended March 31 2017 as underbull Overview

The Indian textile industry is one the largest and oldest sectors in the country andamong the most important in the economy in terms of output investment andemployment The sector employs nearly 45 million people directly and it is one ofthe largest sources of employment generation in the country The textile industrycontributes to 10 of manufacturing production 2 of Indiarsquos GDP and to 13 ofthe countryrsquos export earnings With direct linkages to the rural economy and theagriculture sector it has been estimated that one of every six households in thecountry depends on this sector either directly or indirectly for its livelihoodbull Industry Structure

Raw material costs have been increasing globally coupled with a shortage ofskilled workers While a shift is taking place of textiles industries from China andBangladesh to India the industrial climate in India has also become adverse dueto regular increases in input costs Any further appreciation of the Rupee willadversely affect exports from India Though the spinning industry has faredsomewhat better those with a presence in weaving processing or even compositebusinesses are facing the heat due to increases in input cost without being ableto pass on such higher costs to customers as the market is simply unable toabsorb the samebull Opportunities and Threat

There is good scope for growth for the textile industry as Indiarsquos share in theglobal trade in textiles is weak compared to other countries The free tradeenvironment is a great opportunity for the Indian textile industry to increase itsshare in the global market Chinese exports are slowing down on account of variousfactors inclusive of increase in domestic demand and rising costs This is a goodopportunity of which our textile industry should make use but smaller countrieslike Bangladesh Sri Lanka Pakistan Turkey and Vietnam etc are becomingformidable challengersLack of uninterrupted power increased power costs higher transaction costshigh cost of labour is hindering the progress However we are making all outefforts to cope with all these challenges by continuous efforts at cost reductionprocess improvements diversification of products and improving productivity byimproving efficienciesbull Business operations

The Company is engaged in the business of Textile industry During the yearunder review the industry faced various challenges due to global and economicslowdown and increasing rates of interest rates But looking at the huge potentialin India for Textile the company is hopeful of reenter into this sector The growthin the sector is very good and Management expects better results in forth comingyearOmansh Enterprises Limited Annual Report 2016-2017 33

bull Outlook

In light of the new and vibrant management of the company and steady growth inthe operations of the company and looking at the huge demand for residential aswell as commercial space in Delhi the company is hopeful of its upwardperformance the future growth for the benefit of its stakeholders at largebull Internal control System

The company has an effective internal control environment which ensures thatoperation are managed efficiently and effectively assets are safeguardedregulatory are complied with and transactions are recorded after appropriateauthorization The Company has an adequate internal control systemcommensurate with the size of the company and the nature of its business whichensures that functioning of the Company is managed efficiently and effectivelyassets are safeguarded regulatory compliances are complied with and transactionsare recorded after appropriate authorizationbull Human relations

Human resources have always been most valuable assets for Omansh EnterprisesLimited During the year the company has once again gained the confidence of itsHuman Resource as well and company constantly seeks to attract and retain thebest available talent Human resources management incorporates a process drivenapproach that invest regularly in the extensive training programs The Companycontinued to enjoy healthy industrial relations during the yearbull Forward Looking and Cautionary Statements

Management Discussion and Analysis contains forward-looking statementsconcerning the Companyrsquos future plans strategies and performance Theseforward-looking statements are not historical facts rather they representassumptions and beliefs based on economic financial and competitive datacurrently available Furthermore they are subject to a number of risks anduncertainties that without limitation relate to economic conditions fiercecompetition in the information service industry customer demand tax rulesregulations and other factors Readers of this annual report are cautioned not toplace undue reliance on these forward-looking statements The Company thereforewishes to caution readers that actual results may differ materially

On behalf of Board of Directorsof Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanManaging Director Wholetime DirectorDIN 07639422 DIN 07835068

DateSeptember 4 2017Place New Delhi

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 34

Independent Auditorrsquos Report

To the Members of Omansh Enterprises Limited

Report on the Financial Statements

We have audited the accompanying standalone financial statements of OmanshEnterprises Limited (ldquothe Companyrdquo) which comprise the Balance Sheet as atMarch 31 2017 the Statement of Profit and Loss and Cash Flow Statement for theyear then ended and a summary of significant accounting policies and otherexplanatory information

Managementrsquos Responsibility for the Financial Statements

The Companyrsquos Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 (ldquothe Actrdquo) with respect to the preparation ofthese standalone financial statements that give a true and fair view of the financialposition financial performance and cash flows of the Company in accordancewith accounting principles generally accepted in India including the AccountingStandards specified under section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014 and the Companies (Accounting Standards) AmendmentRules 2016 This responsibility includes maintenance of adequate accountingrecords in accordance with the provisions of the Act for safeguarding of the assetsof the Company and for preventing and detecting frauds and other irregularitiesselection and application of appropriate accounting policies making judgmentsand estimates that are reasonable and prudent and the design implementationand maintenance of adequate internal financial control that were operatingeffectively for ensuring the accuracy and completeness of the accounting recordsrelevant to the preparation and presentation of the financial statements that givea true and fair view and are free from material misstatement whether due to fraudor error

Auditorrsquos Responsibility

Our responsibility is to express an opinion on these standalone financial statementsbased on our audit We have taken into account the provisions of the Act theaccounting and auditing standards and matters which are required to be includedin the audit report under the provisions of the Act and the Rules made thereunderWe conducted our audit in accordance with the Standards on Auditing issued bythe Institute of Chartered Accountants of India as specified under Section 143(10)of the Act Those Standards require that we comply with ethical requirements andplan and perform the audit to obtain reasonable assurance about whether thefinancial statements are free from material misstatement

An audit involves performing procedures to obtain audit evidence about theamounts and disclosures in the financial statements The procedures selecteddepend on the auditorrsquos judgment including the assessment of the risks of materialmisstatement of the financial statements whether due to fraud or error In making

Omansh Enterprises Limited Annual Report 2016-2017 35

those risk assessments the auditor considers internal financial control relevantto the Companyrsquos preparation of the financial statements that give a true and fairview in order to design audit procedures that are appropriate in the circumstancesAn audit also includes evaluating the appropriateness of accounting policies usedand the reasonableness of the accounting estimates made by the CompanyrsquosDirectors as well as evaluating the overall presentation of the financial statementsWe believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the standalone financial statements

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the standalone financial statements give the information required bythe Act in the manner so required and give a true and fair view in conformity withthe accounting principles generally accepted in India of the state of affairs of theCompany as at 31st March 2017 its profit and its cash flows for the year endedon that date

Report on Other Legal and Regulatory Requirements

1 As required by the Companies (Auditorrsquos report) Order 2016 (ldquothe Orderrdquo)issued by the Central Government of India in terms of sub-section (11) ofSection 143 of the Act we give in the Annexure 1 a statement on the mattersspecified 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 whichto the best of our knowledge and belief were necessary for the purposeof our audit

b) In our opinion proper books of account as required by law have beenkept by the Company so far as it appears from our examination of thosebooks

c) The Balance Sheet Statement of Profit and Loss and Cash FlowStatement dealt with by this Report are in agreement with the books ofaccount

d) In our opinion the aforesaid standalone financial statements comply withthe Accounting Standards specified under Section 133 of the Act readwith Rule 7 of the Companies (Accounts) Rules 2014 and the Companies(Accounting Standards) Amendment Rules 2016

e) On the basis of written representations received from the directors as on31st March 2017 and taken on record by the Board of Directors none ofthe directors is disqualified as on 31st March 2017 from being appointedas a director in terms of Section 164(2) of the Act

Omansh Enterprises Limited Annual Report 2016-2017 36

f) With respect to the adequacy of the internal financial controls overfinancial reporting of the Company and the operating effectiveness ofsuch controls refer to our separate Report in ldquoAnnexure 2rdquo to this report

g) With respect to the other matters to be included in the Auditorrsquos Reportin accordance with Rule 11 of the Companies (Audit and Auditors) Rules2014 in our opinion and to the best of our information and according tothe explanations given to us

i The Company does not have any pending litigations which wouldimpact its financial position

ii The Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeablelosses

iii There has not been an occasion in which the company during theyear under report to transfer any sum to the Investor Education andProtection Fund Hence the question of delay in transferring suchsum does not arise

iv The Company has provided requisite disclosures in Note No 27 tothese standalone financial statements as to the holding of SpecifiedBank Notes on November 8 2016 to December 30 2016 as well asdealings in Specified Bank Notes during the period from November8 2016 to December 30 2016 Based on our audit procedures andrelying on the management representation regarding the holdingand nature of cash transactions including Specified Bank Noteswe report that these disclosures are in accordance with the books ofaccounts maintained by the Company and as produced to us by theManagement

For Satyendra Mrinal amp AssociatesChartered Accountants

Firm Registration Number 017068N

SK JainPartner

Membership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 37

Annexure 1 referred to in paragraph 1 under the heading ldquoReport on OtherLegal and Regulatory Requirementsrdquo of our Report of even date

(i) (a) The Company has maintained proper records showing fullparticulars including quantitative details and situation of fixedassets

(b) All fixed assets have been physically verified by the managementat regular intervals as informed to us no material discrepancieswere noticed on such verification

(c) According to the information and explanations given by themanagement the Company has not acquired any immovableproperty during the year under audit no comments under thesub-clause are required

(ii) The Company does not have any inventory and accordingly therequirements under paragraph 3(ii) of the Order are not applicable to theCompany

(iii) According to the information and explanation given to us the Companyhas not granted any loans secured or unsecured to companies firmsLimited Liability Partnerships or other parties covered in the registermaintained under Section 189 of the Act and hence clause 3(iii)(a) (b)and (c) of the Order are not applicable to the Company and hence notcommented upon

(iv) In our opinion and according to the information and explanations givento us there are no loans investments guarantees and securities grantedin respect of which provisions of Section 185 and 186 of the Act areapplicable and hence not commented upon

(v) The Company has not accepted any deposits within the meaning ofSections 73 to 76 of the Act and the Companies (Acceptance of Deposits)Rules 2014 (as amended) Accordingly the provisions of clause 3(v) ofthe Order are not applicable

(vi) To the best of our knowledge and as explained the Central Governmenthas not specified the maintenance of cost records under Section 148(1)of the Act for the productsservices of the Company

(vii) (a) According to the information and explanations given to us andbased on the records of the company examined by us thecompany is regular in depositing the undisputed statutory duesincluding income-tax and other statutory dues as applicablewith the appropriate authorities in India

(b) According to the information and explanations given to us andbased on the records of the company examined by us thereare no dues of Income tax which have not been deposited onaccount of any disputes However the remaining taxes specifiedunder the said sub-clause are not applicable to the company

Omansh Enterprises Limited Annual Report 2016-2017 38

(viii) In our opinion and according to the information and explanations givenby the management the Company has not availed of any loans from anyfinancial institution bank or government and not issued any debentures

(ix) In our opinion and according to the information and explanations givenby the management the Company has not raised any money by way ofinitial public offer or further public offer (including debt instruments) andthe company has not raisedtaken any term loan

(x) Based upon the audit procedures performed for the purpose of reportingthe true and fair view of the financial statements and according to theinformation and explanations given by the management we report thatno fraud by the company or no fraud on the company by the officers andemployees of the Company has been noticed or reported during the year

(xi) According to the information and explanations given by the managementthe company has complied with the provisions of Section 197 read withSchedule V of the Companies Act 2013

(xii) In our opinion the Company is not a nidhi company Therefore theprovisions of clause 3(xii) of the order are not applicable to the Companyand hence not commented upon

(xiii) According to the information and explanations given by the managementthere were no transactions with the related parties during the year hencenot commented upon

(xiv) According to the information and explanations given to us and on anoverall examination of the Balance Sheet the Company has not madeany preferential allotment or private placement of shares or fully or partlyconvertible debentures during the year under review and hence reportingrequirements under clause 3(xiv) are not applicable to the Company andnot commented upon

(xv) According to the information and explanations given by the managementthe Company has not entered into any non-cash transactions with thedirectors or persons connected with him as referred to in Section 192 ofCompanies Act 2013

(xvi) According to the information and explanations given to us the provisionsof Section 45-IA of the Reserve Bank of India Act 1934 are not applicableto the Company

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 39

ANNEXURE 2 TO THE INDEPENDENT AUDITORrsquoS REPORT OF EVEN DATEON THE STANDALONE FINANCIAL STATEMENTS OF OMANSHENTERPRISES LIMITED

Report on the Internal Financial Controls under Clause (i) of Sub-section 3of Section 143 of the Companies Act 2013 (ldquothe Actrdquo)

To the Members of Omansh Enterprises Limited

We have audited the internal financial controls over financial reporting of OmanshEnterprises Limited (ldquothe Companyrdquo) as of 31st March 2017 in conjunction withour audit of the standalone financial statements of the Company for the year endedon that date

Managementrsquos Responsibility for Internal Financial Controls

The Companyrsquos Management is responsible for establishing and maintaininginternal financial controls based on the internal control over financial reportingcriteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial ControlsOver Financial Reporting issued by the Institute of Chartered Accountants of IndiaThese responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuringthe orderly and efficient conduct of its business including adherence to theCompanyrsquos policies the safeguarding of its assets the prevention and detectionof frauds and errors the accuracy and completeness of the accounting recordsand the timely preparation of reliable financial information as required under theCompanies Act 2013 (lsquothe Actrsquo)

Auditorrsquos Responsibility

Our responsibility is to express an opinion on the Companyrsquos internal financialcontrols over financial reporting based on our audit We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting (the ldquoGuidance Noterdquo) and the Standards on Auditing asspecified under section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls both applicable to an audit of Internal Financial Controlsand both issued by the Institute of Chartered Accountants of India ThoseStandards and the Guidance Note require that we comply with ethical requirementsand plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects

Our audit involves performing procedures to obtain audit evidence about theadequacy of the internal financial controls system over financial reporting andtheir operating effectiveness Our audit of internal financial controls over financialreporting included obtaining an understanding of internal financial controls overfinancial reporting assessing the risk that a material weakness exists and testing

Omansh Enterprises Limited Annual Report 2016-2017 40

and evaluating the design and operating effectiveness of internal control basedon the assessed risk The procedures selected depend on the auditorrsquos judgementincluding the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error

We believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the internal financial controls systemover financial reporting

Meaning of Internal Financial Controls Over Financial Reporting

A companyrsquos internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles A companyrsquos internal financialcontrol over financial reporting includes those policies and procedures that (1)pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company (2)provide reasonable assurance that transactions are recorded as necessary topermit preparation of financial statements in accordance with generally acceptedaccounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorisations of management and directorsof the company and (3) provide reasonable assurance regarding prevention ortimely detection of unauthorised acquisition use or disposition of the companyrsquosassets 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 financialreporting including the possibility of collusion or improper management overrideof controls material misstatements due to error or fraud may occur and not bedetected Also projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes inconditions or that the degree of compliance with the policies or procedures maydeteriorate

Omansh Enterprises Limited Annual Report 2016-2017 41

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at 31st March 2017 basedon the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls Over Financial Reporting issued bythe Institute of Chartered Accountants of India

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 42

Amount in Particulars Note As At As At

No 31032017 31032016

OMANSH ENTERPRISES LIMITEDRegd off SHOP NO QD-37 DDA MARKET PITAMPURA NEW DELHI-110034

BALANCE SHEET AS AT 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I EQUITY AND LIABILITIES(1) Shareholderrsquos Funds

(a) Share Capital 2 3550000000 3550000000(b) Reserves and Surplus 3 90954266 68038074(c) Money received against share warrants - 3640954266 - 3618038074

(2) Share application money pending allotment - -(3) Non-Current Liabilities

(a) Long-term borrowings - -(b) Deferred tax liabilities (Net) 121300 -(c) Other Long term liabilities - -(d) Long term provisions - 121300 - -

(4) Current Liabilities(a) Short-term borrowings - -(b) Trade payables 4 2658855175 2385034725(c) Other current liabilities 5 13400000 31328100(d) Short-term provisions - 2672255175 - 2416362825

Total 6313330741 6034400899II ASSETS(1) Non-current assets

(a) Fixed assets (i) Tangible assets 6 2888600 4902500 (ii) Intangible assets - - (iii) Capital work-in-progress - - (iv) Intangible assets under development - -(b) Non-current investments 7 801500000 801500000(c) Deferred tax assets (net) - 413300(d) Long term loans and advances 8 910000000 1232160100(e) Other non-current assets - 1714388600 - 2038975900

(2) Current assets(a) Current investments - -(b) Inventories - -(c) Trade receivables 9 4311808246 3931054446(d) Cash and cash equivalents 10 262853595 19436253(e) Short-term loans and advances 11 10054300 16482300(f) Other current assets 12 14226000 4598942141 28452000 3995424999

Total 6313330741 6034400899Significant Accounting PoliciesNotes on financial Statements 1-27

Omansh Enterprises Limited Annual Report 2016-2017 43

Amount in

Particulars Note 2016-17 2015-16No

OMANSH ENTERPRISES LIMITED

STATEMENT OF PROFIT amp LOSS FOR THE YEAR ENDED 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I Revenue from operations 20 1735111517 2138004325II Other Income 21 598242 165707300III Total Revenue I+II 1735709759 2303711625IV Expenses

Purchase of Stock-in-Trade (Net of Return) 1556101986 2019177290Changes in inventories of finished goods work-in-progress and Stock-in-Trade - -Employee benefit expense 22 38500000 92100000Financial costs 23 - 371112Depreciation and amortization expense 24 16239900 22358900Other expenses 25 91717081 130240960

IV Total Expenses 1702558967 2264248262V Profit before exceptional and extraordinary items and tax III-IV 33150792 39463363VI Exceptional Items - -VII Profit before extraordinary items and tax V-VI 33150792 39463363VIII Extraordinary Items - -IX Profit before tax VII-VIII 33150792 39463363X Tax expense

(1) Current tax 9700000 11638100(2) Deferred tax 534600 27512500

XI Profit(Loss) from the perid from continuing operations IX-X 22916192 312763XII Profit(Loss) from discontinuing operations - -XIII Tax expense of discounting operations - -XIV Profit(Loss) from Discontinuing operations XII-XIII - -XV Profit(Loss) for the period XI+XIV 22916192 312763XVI Earning per equity share 26

(1) Basic 001 000(2) Diluted 001 000

Omansh Enterprises Limited Annual Report 2016-2017 44

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2017(Amount in )

Particulars 2016-17 2015-16A Cash Flow from Operating Activities

Profit(Loss) before Taxation 331508 394634Adjustments for Depreciation 20139 81329Preliminary expenses 142260 142260Loss (Profit) on Sale of assets - -Finance cost - 3711Interest Income - -Operating Profit(Loss) before Working Capital Changes 493907 621934Adjustments for Trade and Other Receivables (3807538) 198975Inventories - -Loans and Advances 3285881 (4365027)Trade and Other Payables 2558924 859666Provisions - -Other current Assets - 6837Cash Generated from Operations 2531173 (2677615)Direct Tax Paid (97000) (116381)Net Cash generated from Operating Activities 2434173 (2793996)

B Cash Flow from Investing ActivitiesPurchase of Fixed Assets - -Sale of assets - -Investments - -Interest Income - -Net Cash used in Investing Activities - -

C Cash Flow from Financing ActivitiesProceeds of Borrowings - -Finance cost - (3711)Net Cash generated from in Financing Activities - (3711)Net Increase(Decrease) in Cash and Cash Equivalents (A+B+C) 2434173 (2797708)Cash and Cash Equivalents Opening 194362 2992070Cash and Cash Equivalents Closing 2628536 194362

Notes1 The above Cash Flow Statement has been prepared under the indirect method as set out in the Accounting Standard on Cash Flow Statement

(AS-3)2 Figures in Brackets indicate Cash Outflow3 Previous Year rsquos figures have been recast regrouped and restated where ever necessary

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 45

Notes Forming Part of Financial Statements

NOTE 1

A CORPORATE INFORMATION

The company is engaged in the business of trading in ClothClothingFabric in India the disclosure requirements of AccountingStandard-17 Segment Reporting are not applicable

B SIGNIFICANT ACCOUNTING POLICIES

I BASIS OF PREPARATION

The accompanying financial statements have been prepared andpresented as a going concern under historical cost convention onthe accrual basis of accounting unless otherwise stated inaccordance with the generally accepted accounting principles inIndia (Indian GAAP) and comply with the Accounting Standardsspecified under Section 133 of the Companies Act 2013 (The Act)read with paragraph 7 of the Companies (Accounts) Rules 2014and relevant provisions of the Companies Act 2013

The accounting policies have been consistently applied by theCompany and are consistent with those used in the previous year

All assets and liabilities have been classified as current or non-current as per the Companyrsquos normal operating cycle and othercriteria set out in the Schedule III of the Companies Act 2013Based on the nature of products and the time between theacquisition of assets for processing and their realisation in cashand cash equivalents the Company has ascertained its operatingcycle as up to twelve months for the purpose of currentnon-currentclassification of assets and liabilities

II USE OF ESTIMATES

The preparation of financial statements in conformity with IndianGAAP requires the management to make judgements estimatesand assumptions that affect the reported amounts of revenuesexpenses assets and liabilities and disclosure of contingentliabilities at the end of the reporting period Although these

Omansh Enterprises Limited Annual Report 2016-2017 46

estimates are based on the managementrsquos best knowledge ofcurrent events and actions uncertainty about these assumptionsand estimates could result in the outcomes requiring a materialadjustment to the carrying amounts of assets or liabilities in futureperiods

Significant estimates used by the management in the preparationof these financial statements include the useful life of fixed assetsand intangible assets and provisions for doubtful debtsadvancesDifference if any between the actual results and estimates arerecognized in the period in which the results are knownmaterialized

III FIXED ASSETS AND DEPRECIATION

Fixed assets are recorded at cost of acquisition and installationincluding freight duties levies less accumulated depreciation Costof acquisition includes rates taxes and any other directlyattributable cost for bringing the asset to its working condition forintended use

Depreciation on Tangible Fixed Assets is provided on Written DownValue method using the rates arrived at based on the useful livesas specified in the Schedule II of the Companies Act 2013 orestimated by the management The Company has used thefollowing useful life to provide depreciation on its fixed assets

Omansh Enterprises Limited Annual Report 2016-2017 47

(a) Assets where useful life is same as Schedule II

Assets Useful Life as Prescribedby Schedule II of theCompanies Act 2013

Factory Building 30 years

Plant amp Machinery (other thancontinuous process plant notcovered under specific industries) 15 years

Furniture amp Fittings 10 years

Motor Cycles scooters and other mopeds 10 years

Vehicles (Motor Cars) 8 years

Office Equipments 5 years

Computer printers amp data processing units 3 years

Electrical Installations 10 years

(b) Assets where useful life differ from Schedule II

Fixed Assets individually costing less than Rupees five thousandare fully depreciated in the year of purchase

(c) Depreciation

Depreciation on the Fixed Assets addeddisposed offdiscardedduring the year is provided on pro-rata basis with reference to thedate of additiondisposaldiscarding and in the case of capitalisationof any asset depreciation is charged from the date the same isreadyput to use to the Statement of Profit and Loss

IV INTANGIBLE ASSETS AND AMORTISATION

Intangible Assets are stated at acquisition cost net of accumulatedamortisation and accumulated impairment losses if any Intangibleassets are amortised on a straight-line basis over their estimateduseful lives

Omansh Enterprises Limited Annual Report 2016-2017 48

The Company amortises miscellaneous expenditure representingthe Companyrsquos formation expenses over a period of 5 yearsFurther the cost of Direct Listing of Equity Shares on BSE Limitedhas also been included in the same

V BORROWING COSTS

Borrowing Costs attributable to acquisition and construction ofqualifying assets are capitalised as a part of the cost of such assetsup to the date when such assets are ready for its intended useOther borrowing costs are charged to the Statement of Profit andLoss in the period in which they are incurred

VI FOREIGN CURRENCY TRANSACTIONS

The Company has not dealt with any foreign currency transactionduring the Financial Year

VII INVESTMENTS

Investments which are readily realisable and intended to be heldfor not more than one year from the date on which such investmentsare made are classified as current investments All otherinvestments are classified as long-term investments

Investments are recorded at cost on the date of purchase whichinclude acquisition charges such as brokerage stamp duty taxesetc Current Investments are stated at lower of cost and netrealisable value Long-term investments are stated at cost afterdeducting provisions made if any for other than temporarydiminution in the value

VIII REVENUE RECOGNITION

Revenue is recognised to the extent that it is probable that theeconomic benefits will flow to the Company and can be reliablymeasured

Revenue from sale of products is recognised when the significantrisks and rewards of ownership of the goods have passed to thebuyer Sale of goods are recorded net of trade discounts rebatesSales Tax Value Added Tax and gross of Excise Duty

Omansh Enterprises Limited Annual Report 2016-2017 49

Interest income is recognized on a time proportion basis takinginto account the amount outstanding and the rate applicable

Dividend income on investments is accounted for on receipt of thesame

All expenses and income to the extent considered payable andreceivable respectively unless specifically stated be otherwise areaccounted for on mercantile basis

IX RETIREMENT AND OTHER EMPLOYEE BENEFITS

(a) Provident Fund

Provision of Provident Fund is not applicable to theCompany

(b) Gratuity

No provision for gratuity has been made as there is noamount due towards Gratuity payable

(c) Compensated Leaves

Unutilized leave of staff lapses as at the year end and isnot encashable Accordingly no provision is made forcompensated Leaves

X TAXATION

Tax expense comprises of current and deferred tax

Current Tax

Provision for current tax is made after taking into considerationbenefits admissible under the provisions of the Income-tax Act1961 Minimum Alternative Tax (MAT) credit is recognized wherethere is convincing evidence that the same can be utilized in future

Current tax assets and current tax liabilities are offset when thereis a legally enforceable right to set off the recognized amounts andthere is an intention to settle the asset and the liability on a netbasis

Omansh Enterprises Limited Annual Report 2016-2017 50

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 14: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

lsquoAnnexure -Crsquo

Omansh Enterprises Limited Annual Report 2016-2017 11

DIRECTORrsquoS REPORT

ToThe Members ofMs Omansh Enterprises LimitedYour Directors have pleasure in presenting the 43rd Directorrsquos Report of your Companytogether with the Audited Statement of Accounts and the Auditorsrsquo Report of yourcompany for the financial year ended 31st March 20171 FINANCIAL HIGHLIGHTS AND STATE OF COMPANYrsquoS AFFAIRS

(Amount in Rs)Particulars Current year Previous Year

Total Revenue 1735111517 2303711625Total Expenses 1702558967 2264248262Profit Before Tax 33150792 39463363Tax ExpensesCurrent Tax 9700000 11638100Deferred Tax 534600 27512500Profit(Loss) after Tax 22916192 312763Net Profit Transferred to Reserves 22916192 312763Earnings per share (Rs)Basic 001 000Diluted 001 000

(b) During the year your Company recorded Total Revenue of Rs 1735111517(previous year Rs 2303711625) The Company recorded a Net Profit of Rs22916192 during the financial year ended 31st March 2017 as compared to aNet Profit of Rs 312763 in the previous year

(c) Transfer To Reserves In Terms Of Section 134 (3) (j) Of The Companies Act2013

No amount was transferred to reserves during the financial year ended 31st March2017

(d) Dividend

Your Directors do not recommend any dividend for the year ended 31st March2017

(e) Material Changes and Commitments

There are no material changes from the end of Financial Year till the date of thisreport

2 PUBLIC DEPOSITS

During the year under report your Company did not accept any deposits from thepublic in terms of the provisions of Chapter V of the Companies Act 2013

3 DIRECTORS AND KEY MANAGERIAL PERSONNEL

(a) Changes in Directors and Key Managerial Personnel during the year

On recommendation of Nomination and Remuneration Committee Mr Manoj

Omansh Enterprises Limited Annual Report 2016-2017 12

Chauhan was appointed as the Whole Time Director wef 29th May 2017 andMs Seema Khan (DIN 07639422) had also been appointed as the ManagingDirector of the Company for a period of three years wef 9th December 2016And after her appointment Ms Reena Sharma (DIN06883803) stepped downfrom post of the Managing DirectorMr Gaurav Mutreja resigned as the Director of the Company wef 29th May 2017and Mr Vidya Sagar Bhatia resigned from Directorship of the Company on 29th

June 2017 Further Mr Radhey Shayam resigned from the Directorship of theCompany on 4th September 2017Mrs Fatima Makdum Matikub and Mrs Preeti Pralhad Soni were appointed asthe Additional Directors on the Board of the Company only on 4th September 2017in the Category of the Independent Director and your directors recommend theirappointment in the forthcoming AGMIn accordance with the provisions of Section 167(1)(b) of Companies Act 2013Mr Divesh Kumar Bajaj vacated his office of Independent wef 11th August 2017as he had not attended any Board Meeting since 12th August 2016Mr Praveen Kumar had also resigned from the position of Company Secretaryand CFO of the Company wef 24th May 2016 and Mr Remo John was appointedas the Company Secretary and Compliance Officer wef 29th May 2017

(b) Retirement by rotation

In accordance with the provisions of Section 152(6) of the Act and the Articles ofAssociation of the Company Mrs Reena Sharma (DIN06883803) and Mrs SeemaKhan (DIN07639422) will retire by rotation at the ensuing Annual General Meeting(lsquoAGMrsquo) of the Company and being eligible offers themselves for re-appointmentYour Board has recommended their re-appointment

(c) Declaration of Independence by the Independent Directors

The Independent Directors of your Company have confirmed that they meet withthe criteria of Independence as prescribed under Section 149(6) of the Act readwith Rule 5 of the Companies (Appointment and Qualification of Directors) Rules2014Framework for Familiarization Programme for the Independent Directors and thedetails of Familiarization Programme imparted to Independent Directors is madeavailable on the website of the Company

(d) Attributes qualifications and appointment of Directors

The Nomination and Remuneration Committee has adopted the attributes andqualifications as provided in Section 149(6) of the Act and Rule 5 of the Companies(Appointment and Qualification of Directors) Rules 2014 in respect of IndependentDirectors The Committee has also adopted the same attributes and qualificationsto the extent applicable in respect of Non-Independent DirectorsAll the Non-Executive Directors of the Company fulfil the fit and proper criteria forappointment as Directors Further all Directors of the Company other thanIndependent Directors are liable to retire by rotation One-third of the Directorswho are liable to retire by rotation retire every year and are eligible for re-election

Omansh Enterprises Limited Annual Report 2016-2017 13

(e) Remuneration Policy

The Board on the recommendation of the Nomination and RemunerationCommittee approved the Remuneration Policy for the Directors Key ManagerialPersonnel and other employees of the Company a copy of which is enclosed asAnnexure I to this Report

(f) Board Evaluation

The Board carried out annual performance evaluation of its own performance andthat of the individual Directors as also functioning of the Board Committees asrequired in terms of Section 134(3)(p) of the Act The performance evaluation ofthe Board and individual Directors was based on criteria approved by theNomination and Remuneration Committee The Directors expressed theirsatisfaction with the overall evaluation process

4 NUMBER OF BOARD MEETINGS

During the year ended 31st March 2017 5 (Five) meetings of the Board were heldon 11th May 2016 12th August 2016 11th November 2016 9th December 2016 and11th February 2017

5 BOARD COMMITTEES

Presently the Company has three Board Committees with the following members

Audit Committee Ms Fatima Makdum Matikub ChairpersonMr Manoj Chauhan MemberMs Priti Pralhad Soni Member

Nomination and Ms Priti Pralhad Soni ChairpersonRemuneration Committee Mr Manoj Chauhan Member

Ms Fatima Makdum Matikub MemberStakeholders Relationship Committee Mr Manoj Chauhan Chairman

Ms Fatima Makdum Matikub MemberMs Priti Pralhad Soni Member

6 DIRECTORSrsquo RESPONSIBILITY STATEMENT

As required under Section 134(5) of the Act your Directors confirm having -i) followed in the preparation of the Annual Accounts the applicable

Accounting Standards with proper explanation relating to materialdepartures if any

ii) selected such accounting policies and applied them consistently andmade judgments and estimates that are reasonable and prudent so asto give a true and fair view of the state of affairs of the Company at theend of the financial year and of the profit of the Company for that period

iii) taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of the Act forsafeguarding the assets of your Company and for preventing anddetecting fraud and other irregularities

Omansh Enterprises Limited Annual Report 2016-2017 14

iv) prepared the Annual Accounts on a going concern basis andv) proper systems have been devised to ensure compliance with the

provisions of all applicable laws and such systems are adequate andoperating effectively

vi) having laid down the internal financial controls to be followed by theCompany and such internal financial controls are adequate and operatingeffectively

7 SUBSIDIARIES ASSOCIATES AND JOINT VENTURES

The Company does not have any subsidiary associate or joint venture8 LISTING INFORMATION

The Equity Shares of the Company are presently listed only at BSE Ltd Thelisting fee for the Financial Year 2017-18 is paid

9 DEMATERIALIZATION OF SHARES

The securities of the Company are admitted with NSDL and CDSL the ISINallotted to the Company is INE378P01028

10 REPORT ON CORPORATE GOVERNANCE

In terms of Regulation 15(2) of SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 the provision of Regulation 27 of the SEBI(Listing Obligations and Disclosure Requirements) Regulations 2015 are notapplicable to the Company since the paid up capital of the Company is belowRs 10 crores and also the net worth of the Company is below Rs 25 CroresThus the Company is not required to attach the Corporate Governance reportwith the Report of the Board of Directors

11 CORPORATE SOCIAL RESPONSIBILITY

During the financial year 2016-17 the Net Worth of the Company was Rs3640954266 Turnover of the Company was Rs 1735111517 and Netprofit of the Company was Rs 22916100 therefore provisions of Section135(1) of the Companies Act 2013 are not applicable

12 PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES

The Company provides a gender friendly workplace during the year underreview there were no cases filed pursuant to Sexual Harassment of Womenat Workplace (Prevention Prohibition and Redressal) Act 2013None of the employees of your Company is covered under the provisions ofRule 5(2) of the Companies (Appointment and Remuneration of ManagerialPersonnel) Rules 2014

13 RISK MANAGEMENT

The Board has approved the Risk Management Policy of the Company TheCompanyrsquos risk management framework is designed to address risks intrinsicto operations financials and compliances arising out of the overall strategy

Omansh Enterprises Limited Annual Report 2016-2017 15

of the Company The Company manages monitors and reports on the principalrisks and uncertainties that can impact its ability to achieve it objectives Theresponsibility for management of risks vests with the Managers officersresponsible for the day-to-day conduct of the affairs of the Company Riskfocused audits are carried out periodically by the Internal Auditors whichlead to identification of areas where risk management processes need to bestrengthened Annual update is provided to the Board on the effectiveness ofthe Companyrsquos risk management systems and policies

14 INTERNAL FINANCIAL CONTROLS amp INTERNAL AUDIT

The Company has adequate internal financial controls with respect to thefinancial statements commensurate with the size and scale of the operationsof the Company During the year such controls were tested and no reportablematerial weakness in operation has been observed Internal audit of theCompany has been carried out during the year The Audit Committee reviewsthe internal audit findings provides guidance on internal controls and ensuresthat the internal audit recommendations are implemented

15 PARTICULARS OF LOANS GUARANTEES AND INVESTMENTS

Particulars of loans given investments made guarantees given and securitiesprovided along with the purpose for which the loan or guarantee or security isproposed to be utilized by the recipient are provided in the FinancialStatements

16 RELATED PARTY TRANSACTIONS

During the year ended on 31st March 2017 the Company has not entered intoany contract arrangement transaction with related parties which could beconsidered as material in accordance with the policy of the Company onmateriality of related party transactionsThe Policy on materiality of related party transactions and dealing with relateddealing with related party transactions as approved by the Board is availableon the website of the Company at weblink httpwwwomanshenterprisescomwp-contentuploads201508Policy-on-materiality-of-Related-Party-Transactions-and-on-dealing-with-Related-Party-Transactionspdf

17 SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS COURTS TRIBUNALS

During the year under review no significant or material orders were passedby the Regulators Courts Tribunals which would impact the going concernstatus of the Company and its future operations

18 EXTRACT OF ANNUAL RETURN

The details forming part of the extract of the Annual Return in Form MGT-9are provided under Annexure II to this Report

Omansh Enterprises Limited Annual Report 2016-2017 16

19 AUDITORS AND AUDIT REPORT

Ms Satyendra Mrinal amp Associates Chartered Accountants who are thestatutory auditors of the Company hold office till the conclusion of theforthcoming AGM Since their term is expiring at the forthcoming AGM thuspursuant to the provisions of section 139 of the Companies Act 2013 and theRules framed thereunder it is proposed to appoint Ms Rajeev Singh amp CoChartered Accountants as the Statutory Auditors of the Company who havegiven their consent for the same from the conclusion of the 43rd AGM till theconclusion of the 48th AGM of the Company to be held in the year 2022 subjectto ratification of their appointment at every AGM to be held after this AGMThe comments made by the Auditorsrsquo in their Report are self explanatory anddo not call for any further comments The Auditorsrsquo Report does not containany qualification reservation or adverse remark

20 CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION FOREIGNEXCHANGE EARNINGS AND OUTGO

CONSERVATION OF ENERGY

Steps taken on conservation of energy and impact thereof Efforts to conserveelectricity by operating only necessary lights fittings and fixtures were madeduring the financial year 2016-17Steps taken by the company for utilizing alternate sources of energy NILCapital investment on energy conservation equipment NILTECHNOLOGY ABSORPTION

(I) Efforts in brief made towards technology absorption and benefits derivedas a result of the above efforts eg product improvement cost reductionproduct development import substitution etc Nil

(II) In case of imported technology (imported during the last 3 years reckonedfrom the beginning of the financial year) following information may befurnishedA) Details of technology imported - NILB) Year of import ndashNILC) Whether the technology been fully absorbed - NILD) If not fully absorbed areas where absorption has not taken place

and the reasons therefore ndash NILIII) Expenditure incurred on research and development ndash NILFOREIGN EXCHANGE EARNINGS AND OUTGO

There were no foreign exchange earnings or foreign exchange outflow duringthe year

Omansh Enterprises Limited Annual Report 2016-2017 17

21 SECRETARIAL AUDITOR amp SECRETARIAL AUDIT REPORT

In terms of Section 204 of the Companies Act 2013 the Company hasappointed Ms Amit R Dadheech amp Associates Practicing CompanySecretaries as the Secretarial Auditor of the Company for the financial year2016-17 The Secretarial Audit Report given by Ms Amit R Dadheech ampAssociates Practicing Company Secretary is provided under Annexure III tothis ReportThe comments made by the Secretarial Auditor are self explanatory and donot require and further comments The Secretarial Audit Report does notcontain any qualification reservation or adverse remark

22 ESTABLISHMENT OF VIGIL MACHENISM

The Vigil Mechanism Policy of the Company is formulated in terms of section177 (9) of the Companies Act 2013 read with the provisions of the ListingAgreement with the Stock Exchange(s) and thereby also incorporates WhistleBlower Policy That as per the said policy protected disclosures can be madeby the whistle blower to the dedicated e-mail telephone line letter to Chairmanof Audit CommitteeThe Policy on Vigil Mechanism and Whistle Blower Policy as approved by theBoard is available on the website of the Company at web-link httpwwwomanshenterprisescomwp-contentuploads201508Vigil-Mechanism-and-Whistle-Blower-Policypdf

23 ACKNOWLEDGEMENT

Your directors would like to express their sincere appreciation for theassistance and corporation received from the financial institutions banksGovernment authorities customers vendors and members during the yearunder review Your directors also wish to place on record their deep sense ofappreciation for the committed services by the Companyrsquos executives staffand workers

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanDate September 4 2017 Managing Director Wholetime DirectorPlace New Delhi DIN 07639422 DIN 07835068

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 18

Annexure-INOMINATION amp REMUNERATION POLICY

(DIRECTORS KMP amp SENIOR MANAGEMENT)

INTRODUCTION

In pursuance of the Companyrsquos philosophy to consider its employees as itsinvaluable assets to pay equitable remuneration to all Directors Key ManagerialPersonnel (KMP) and employees of the Company to harmonize the aspirationsof human resources consistent with the goals of the Company and in terms of theprovisions of the Companies Act 2013 this policy on nomination and remunerationof Directors Key Managerial Personnel and Senior Management has beenformulated by the Nomination amp Remuneration Committee and approved by theBoard of DirectorsOBJECTIVE

The objective and purpose of the Policy are as given below1 To lay down criteria and terms and conditions with regard to identifying persons

who are qualified to become Directors (Executive and Non-Executive) andpersons who may be appointed in Senior Management and Key Managerialpositions and to determine their remuneration

2 To carry out evaluation of the performance of Directors as well as KeyManagerial and Senior Management Personnel

3 To provide them reward linked directly to their effort performance dedicationand achievement of Organizationrsquos goals as entrusted on them

4 To retain motivate and promote talent and to ensure long term retention oftalented managerial persons and create competitive advantage In the contextof the aforesaid objectives the following policy has been framed andrecommended by the Nomination amp Remuneration Committee and adoptedby the Board of Directors

PART ndash A

POLICY FOR APPOINTMENT AND REMOVAL OF DIRECTOR KMP AND SENIORMANAGEMENTAPPOINTMENT

1 The candidate for a position at Director KMP or Senior Management level ismet by the Managing Director in consultation with the other Directors Theinterview is targeted at assessing the candidate on his her functional ampleadership capabilities and cultural fitment to the organization

2 The MD assesses the shortlisted candidates3 The selected candidatersquos details and the proposed compensation is shared

with the Nomination amp Remuneration Committee for their review andsuggestions The same is shared with the Board at the next board meeting

Omansh Enterprises Limited Annual Report 2016-2017 19

TERM TENURE

The tenure for Directors shall be governed by the terms defined in the CompaniesAct 2013 However the tenure for other KMP and Senior Management Personnelwill be governed by Terms of Appointment in accordance with the RecruitmentPolicy of the CompanyEVALUATION

The performance of the KMP and Senior Management Personnel is evaluated atregular intervals (half yearly yearly) by the Managing Director The performanceevaluation of Independent Directors shall be done by the Board excluding theDirector being evaluated basis the contributions made to the Board deliberationson various matters including business strategy financial strategy operations costand risk management etc and suggestions given in this regardREMOVAL

Due to reasons for any disqualification mentioned in the Companies Act 2013rules made thereunder or under any other applicable Act rules and regulationsthe Managing Director may recommend to the Committee and the Board withreasons recorded in writing removal of a Director subject to the provisions andcompliance of the said Act rules and regulationsFor other KMP or Senior Management Personnel the removal will be governedby the Terms of Appointment in accordance with the Recruitment Policy of theCompany and the subsequent approval of the Managing DirectorRETIREMENT

The Director KMP and Senior Management Personnel shall retire as per theapplicable provisions of the Companies Act 2013 and the prevailing policy of theCompany The Managing Director will have the discretion to retain the DirectorKMP Senior Management Personnel in the same position remuneration orotherwise even after attaining the retirement age for the benefit of the Company

PART ndash B

POLICY RELATING TO EVALUATION AND REMUNERATION OF THE KMP ANDSENIOR MANAGEMENT PERSONNELEVALUATION PROCESS

The three Point Rating scale for performance review of Executive Director KMPand Senior Management is to be followed1 Rating on Basic Job Responsibilities indicating whether the basic job

responsibilities have been met during the year2 Rating on Goals Annual rating on each goal on a five-point scale Weighted

average of the ratings is calculated to arrive at a lsquoWeighted Goal Scorersquo3 Rating on Capabilities Factors The qualitative aspects of the performance is

assessed using the Capabilities Factors by the supervisor on a five-pointscale

Omansh Enterprises Limited Annual Report 2016-2017 20

Based on a holistic view of the Three Point Rating the supervisor provides anoverall Rating This rating is reviewed by the Managing Director along with theimmediate reporting officer who does a Qualitative review of the performancebased on the efforts put in by the employee results achieved and impact of theexternal and internal factors to arrive at a lsquoFinal Annual RatingrsquoThe revision in the total remuneration is directly linked to the lsquoFinal Annual Ratingrsquofor all employees1 The remuneration compensation commission etc to the KMP and Senior

Management Personnel will be determined by the Managing Director inconsultation with other Directors (except the Independent Directors) inaccordance with the Recruitment Policy of the Company which is based uponthe Final Annual Rating employee potential and market benchmarkcompensation The revised remuneration is shared with the Nomination ampRemuneration Committee for review

2 The remuneration compensation commission etc shall be subject to theprior post approval of the shareholders of the Company and CentralGovernment wherever required

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanDate September 4 2017 Managing Director Wholetime DirectorPlace New Delhi DIN 07639422 DIN 07835068

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 21

Omansh Enterprises Limited Annual Report 2016-2017 22

lsquoAnnexure-IIrsquoForm No MGT-9

EXTRACT OF ANNUAL RETURNAs on the financial year ended on 31032017

[Pursuant to Section 92(3) of the Companies Act 2013 and rule 12(1)of the Companies (Management and Administration) Rules 2014]

I REGISTRATION AND OTHER DETAILS

i) CIN L21011DL1974PLC241646ii) Registration Date 20031974iii) Name of the Company OMANSH ENTERPRISES LIMITEDiv) Category Sub-Category of the Company Public Company Limited by Shares amp Having Share Capitalv) Address of the Registered office and contact details SHOP NO 37 QD BLOCK DDA MARKET

PITAMPURA NEW DELHI - 110034Email infoomanshenterprisescom

vi) Whether listed company Yesvii) Name and Address of Registrar amp Transfer Agents ( RTA )

Name of Registrar amp Transfer Agents Skyline Financial Services Private LimitedAddress D-153 A 1st Floor Okhla Industrial Area Phase-ITown City New DelhiState DelhiPin Code 110020Telephone +91-(0)11-6473 2681 6473 2682Fax Number +91-(0)11-2681 2682Email Address adminskylinertacom

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-SNo Name and Description of NIC Code of the to total turnover

main products services Product service of the company1 Whole sale of textiles and clothing 46411 9892

III PARTICULARS OF HOLDING SUBSIDIARY AND ASSOCIATE COMPANIES No of companies for which information is being filloed = NILSNo Name and Address of the Company CINGLN Holding of shares held Applicable Section

SubsidiaryAssociates

Not applicable

Omansh Enterprises Limited Annual Report 2016-2017 23

No of Shares held at the beginning of the year No of Shares held at the end of the year

C at eg o r y o f D e ma t P h y s i ca l T o t a l o f D e ma t P h y s i ca l T o t a l o f C h a n g eS h a r e h o ld er s Tot al S hares Tot al S hares d ur in g t he year

A Promoters(1) Indiana) IndividualHUF 3114500 0 3114500 1755 3114500 0 3114500 1755 000b) Central Govt 0 0 0 000 0 0 000 000 000c) State Govt (s) 0 0 0 000 0 0 000 000 000d) Bodies Corp 4532000 0 4532000 2553 4532000 0 4532000 2553 000e) Banks FI 0 0 0 000 0 0 000 000 000f) Any Otherhellip 0 0 0 000 0 0 000 000 000Sub-total (A) (1)- 7646500 0 7646500 4308 7646500 0 7646500 4308 000(2) Foreign 0 0 0 000 0 0 0 000 000a) NRIs - Individuals 0 0 0 000 0 0 0 000 000b) Other ndash Individuals 0 0 0 000 0 0 0 000 000c) Bodies Corp 0 0 0 000 0 0 0 000 000d) Banks FI 0 0 0 000 0 0 0 000 000e) Any Otherhellip 0 0 0 000 0 0 0 000 000Sub-total (A) (2)- 0 0 0 000 0 0 0 000 000Total shareholding of Promoter(A) = (A)(1)+(A)(2) 7646500 0 7646500 4308 7646500 0 7646500 4308 000B Public Shareholding 1 Insti tutions a) Mutual Funds 0 0 0 000 0 0 0 000 000b) Banks FI 0 0 0 000 0 0 0 000 000c) Central Govt 0 0 0 000 0 0 0 000 000d) State Govt(s) 0 0 0 000 0 0 0 000 000e) Venture Capital Funds 0 0 0 000 0 0 0 000 000f) Insurance Companies 0 0 0 000 0 0 0 000 000g) FIIs 0 0 0 000 0 0 0 000 000h) Foreign Venture Capital Funds 0 0 0 000 0 0 0 000 000i) Others (specify) 0 0 0 000 0 0 0 000 000Sub-total (B)(1)- 0 0 0 000 0 0 0 000 0002 Non-Institutions a) Bodies Corp i) Indian 3296183 25000 3321183 1871 2695355 25000 2720355 1533 -338ii) Overseas 0 0 0 000 0 0 0 000 000b) Individuals i) Individual shareholdersholding nominal share capitalupto Rs 1 lakh 1688546 410000 2098546 1182 718726 409050 1127776 635 -547ii) Individual shareholdersholding nominal sharecapital in excess of Rs 1 lakh ldquo 3745717 616000 4361717 2457 5227885 616000 5843885 3292 835c) Others (specify) 321054 1000 322054 181 410484 1000 411484 232 051Sub-total (B)(2)- 9051500 1052000 10103500 5692 9052450 1051050 10103500 5692 000Total Public Shareholding(B)=(B)(1)+(B)(2) 9051500 1052000 10103500 5692 9052450 1051050 10103500 5692 000C Shares held by Custodianfor GDRs amp ADRs 0 0 0 000 0 0 0 000 000Grand Total (A+B+C) 16698000 1052000 17750000 10000 16698950 1051050 17750000 10000 000

IV SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)A Category-wise Share Holding

Omansh Enterprises Limited Annual Report 2016-2017 24

B Shareholding of Promoters

S Shareholder rsquos Name No of of of shares No of of of shares changeNo Shares tota l pledged Shares tota l pledged in share

Shares encum- shares of encum- hold-of the bered to the bered to ing during

company tota lshares company tota lshares the year1 Mr Gaurav Mutreja 14500 008 000 14500 008 000 0002 Mr Chander Bhan 100000 056 000 100000 056 000 0003 Ms Atharva Professsional Consultants LLP 500000 282 000 500000 282 000 0004 Ms JK Lrsquoatelier Limited 2500000 1408 000 2500000 1408 000 0005 Mr Gaurav Bhatia 50000 028 000 50000 028 000 0006 Ms Gaurav Sukhija (HUF) 250000 141 000 250000 141 000 0007 Ms Komal Sukhi ja 250000 141 000 250000 141 000 0008 Ms Mukesh Sukhija (HUF) 50000 028 000 50000 028 000 0009 Ms Neelam Bhatia 600000 338 000 600000 338 000 00010 Ms Neelam Rani 100000 056 000 100000 056 000 00011 Mr Om Prakash Sukhi ja 700000 394 000 700000 394 000 00012 Ms Pooja Bhatia 150000 085 000 150000 085 000 00013 Ms Raj Kanta Sukhi ja 250000 141 000 250000 141 000 00014 Ms Rashmi Sukhi ja 550000 310 000 550000 310 000 00015 Ms Shi lpa Bhatia 50000 028 000 50000 028 000 00016 Ms Achyut Properties Private Limited 500000 282 000 500000 282 000 00017 Ms Ranji tgarh Finance Company PrivateLimited 1032000 581 000 1032000 581 000 000

Shareholding at the beginning of the year Shareholding at the end of the year

Omansh Enterprises Limited Annual Report 2016-2017 25

C Change in Promotersrsquo Shareholding

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company companySAME AS MENTIONED IN ldquoBrdquo ABOVE

Shareholding at the beginning of the year Shareholding at the end of the year

D Shareholding Pattern of top ten Shareholders (other than Directors Promoters and Holders ofGDRs and ADRs)

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 NAU NIDH FINANCE LIMITED BODY 2500000 1408 2500000 1408

CORPORATE2 KAMALJIT GHAI INDIVIDUAL 250000 141 250000 1413 BHALINDER GHAI INDIVIDUAL 250000 141 250000 1414 HARMEET GHAI INDIVIDUAL 250000 141 250000 1415 GEETA CHADHA INDIVIDUAL 250000 141 250000 1416 MANAN NARANG INDIVIDUAL 250000 141 500000 2827 RAJIV CHADHA INDIVIDUAL 250000 141 250000 1418 NAVEEN NARANG INDIVIDUAL 250000 141 500000 2829 SUMITRA NARANG INDIVIDUAL 250000 141 500000 28210 SATISH CHANDER NARANG INDIVIDUAL 250000 141 500000 282

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

Omansh Enterprises Limited Annual Report 2016-2017 26

E Shareholding of Directors and Key Managerial Personnel

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 Radhey Shayam Whole Time Director 500 000 500 0002 Gaurav Mutre ja Director 14500 008 14500 008

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

V INDEBTEDNESSParticulars Secured Loans Unsecured Deposi ts Total

excluding deposits Loans Indebtedness

VI REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL A Remuneration to Managing Director Whole-time Directors andor Manager

Gross Salary CommissionS Name of (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others Total CeilingNo MDWTD per provision perquisites in lieu of Option Equity profit as per

Manager contained us 17(2) salary the Actin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

NOT ANY

Indebtedness at the beginning of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

Change in Indebtedness during the financial yearAdditionReductionNet Change

Indebtedness at the end of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

NOT APPLICABLE

Omansh Enterprises Limited Annual Report 2016-2017 27

B Remuneration to other directors

Independent Directors Other Non-Executive DirectorS Name of Fee for Commission Others Total 1 Fee for Comm- Others Total Total Total Over-No Director attending attend- ission (2) (1+2) Mana- all

board ing gerial Ceilingcommittee board Remu- as permeetings commi- nerat- the Act

ttee ionmeet-ings

NOT ANY

C Remuneration to Key Managerial Personnel Other than MDManagerWTD

Gross Salary CommissionS Name of Key (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others TotalNo Managerial per provision perquisites in lieu of Option Equity profit

Personnel contained us 17(2) salaryin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

Not Any

Omansh Enterprises Limited Annual Report 2016-2017 28

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Manoj Ramesh Kumar Chauhan Seema KhanWhole Time Director Managing DirectorDIN 07835068 DIN 07639422

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

VII PENALTIES PUNISHMENT COMPOUNDING OF OFFENCES

Type Section of the Brief Detail of Authority [RDNCLT] Appeal made if anyCompanies Description Penalty Punishment Court] (give Details)

Act Compoundingfees imposed

A COMPANYPenaltyPunishment NOT ANYCompoundingB DIRECTORSPenaltyPunishment NOT ANYCompoundingC OTHER OFFICERS IN DEFAULTPenaltyPunishment NOT ANYCompounding

Omansh Enterprises Limited Annual Report 2016-2017 29

Annexure III

FORM NO MR-3SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED 31ST MARCH 2017[Pursuant to Section 204(1) of the Companies Act 2013 and Rule No9 of the

Companies (Appointment and Remuneration Personnel) Rules 2014]

ToThe MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034We have conducted the secretarial audit of the compliance of applicable statutoryprovisions and the adherence to good corporate practices by Omansh EnterprisesLimited (CIN L21011DL1974PLC241646) (hereinafter called ldquothe companyrdquo)Secretarial Audit was conducted in a manner that provided us a reasonable basisfor evaluating the corporate conductsstatutory compliances and expressing ouropinion thereonBased on our verification of Omansh Enterprises Limited books papers minutebooks forms and returns filed and other records maintained by the company andalso the information provided by the Company its officers agents and authorizedrepresentatives during the conduct of the Secretarial Audit we hereby report thatin our opinion the Company has during the audit period covering the financialyear ended on March 31 2017 complied with the statutory provisions listedhereunder and also that the Company has proper Board processes and compliancemechanism in place to the extent in the manner and subject to the reportingmade hereinafterWe have examined the books papers minute books forms and returns filedand other records maintained by Omansh Enterprises Limited for the financialyear ended on March 31 2017 according to the provisions of

1 The Companies Act 2013 (the Act) and the rules made thereunder2 The Securities Contracts (Regulation) Act 1956 (lsquoSCRArsquo) and the rules made

thereunder3 The Depositories Act 1996 and the Regulations and Bye-laws framed

thereunder4 Foreign Exchange Management Act 1999 and the rules and regulations made

thereunder to the extent of Foreign Direct Investment Overseas DirectInvestment and External Commercial Borrowings (During the period underreview the Company has not entered into any transaction requiring

Omansh Enterprises Limited Annual Report 2016-2017 30

compliances with the Foreign Exchange Management Act 1999 and therules and regulations made thereunder to the extent of Foreign DirectInvestment Overseas Direct Investment and External CommercialBorrowings)

5 The Securities and Exchange Board of India (Substantial Acquisition of Sharesand Takeovers) Regulations 2011

6 The Securities and Exchange Board of India (Prohibition of Insider Trading)Regulations 2015

7 The Securities and Exchange Board of India (Issue of Capital and DisclosureRequirements) Regulations 2009

8 The Securities and Exchange Board of India (Employee Stock Option Schemeand Employee Stock Purchase Scheme) Guidelines 1999 (During the periodunder review the Company has not entered into any transaction requiringcompliances with the Securities and Exchange Board of India (EmployeeStock Option Scheme and Employee Stock Purchase Scheme)Guidelines 1999)

9 The Securities and Exchange Board of India (Issue and Listing of DebtSecurities) Regulations 2008 (During the period under review theCompany has not entered into any transaction requiring complianceswith the Securities and Exchange Board of India (Issue and Listing ofDebt Securities) Regulations 2008)

10 The Securities and Exchange Board of India (Registrars to an Issue andShare Transfer Agents) Regulations 1993 regarding the Companies Act anddealing with client

11 The Securities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009)

12 The Securities and Exchange Board of India (Buyback of Securities)Regulations 1998 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Buyback of Securities)Regulations 1998)

OTHER APPLICABLE LAWS

With respect to the compliance system prevailing in the Company and onexamination of the relevant documents and records in pursuance thereof on testcheck basis the Company has complied with the following laws applicable to theCompany

Omansh Enterprises Limited Annual Report 2016-2017 31

1 Indian Contract Act 18722 Income Tax Act 1961 to the extent of Tax Deducted at Source under various

Section and TDS Returns filed3 Indirect Tax Laws relating to collections deductions wherever applicable

payments made and returns filedWe have also examined compliance with the applicable clauses of thefollowing

1 Secretarial Standards issued by The Institute of Company Secretaries of India2 The Listing Agreements entered into by the Company with BSE Ltd pursuant

to SEBI (Listing Obligation and Disclosure Requirement) Regulations 2015During the period under review the Company has complied with the provisions ofthe Act Rules Regulations Guidelines Standards etc mentioned aboveWe further report that

The Board of Directors of the Company is duly constituted with proper balance ofExecutive Directors Non-Executive Directors and Independent Directors Thechanges in the composition of the Board of Directors that took place during theperiod under review were carried out in compliance with the provisions of the ActAdequate notice is given to all directors to schedule the Board Meetings agendaand detailed notes on agenda were sent at least seven days in advance and asystem exists for seeking and obtaining further information and clarifications onthe agenda items before the meeting and for meaningful participation at themeetingMajority decision is carried unanimously however the dissenting membersrsquo viewsif any are captured and recorded as part of the minutesWe further report that there are adequate systems and processes in the companycommensurate with the size and operations of the company to monitor and ensurecompliance with applicable laws rules regulations and guidelinesWe further report that during the audit period

1 During the financial year ended March 31 2017 the Company has notappointed Company Secretary (CS) and Chief Financial Officer (CFO) on theBoard of the Company in compliance with Section 203 of the Companies Act2013 however the Company has appointed CS and CFO wef May 292017 and September 4 2017 respectively

2 The Company has not appointed an Internal Auditor in compliance withprovision of Section 138 of Companies Act 2013

3 There were instances of delay in filing the Forms as required to be filed withRegistrar of Companies Delhi and the Company has paid additional fees forthe same

Note This report is to be read with our letter of even date which annexed asAnnexure A and forms an integral part of this report

Omansh Enterprises Limited Annual Report 2016-2017 32

Annexure A to the Secretarial Audit Report

The MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034

1 We have not verified the correctness and appropriateness of financial recordsand Books of Accounts of the Company

2 Where ever required we have obtained the Management representation aboutthe compliance of laws rules and regulations and happening of events etc

3 The compliance of the provisions of Corporate and other applicable lawsrules regulations standards is the responsibility of management Ourexamination was limited to the verification of procedures on the random testbasis

4 We have followed the audit practices and processes as were appropriate toobtain reasonable assurance about the correctness of the contents of thesecretarial records The verification was done on the random test basis toensure that correct facts are reflected in secretarial records We believe thatthe processes and practices we followed provide a reasonable basis for ouropinion

5 The Secretarial Audit report is neither an assurance as to the future viabilityof the company nor of the efficacy or effectiveness with which the managementhas conducted the affairs of the Company

For Amit R Dadheech amp Associates

Amit R DadheechM No 22889 CP No 8952Mumbai September 4 2017

MANAGEMENT DISCUSSION AND ANALYSIS

Your Directors are pleased to present the Management Discussion and AnalysisReports for the year ended March 31 2017 as underbull Overview

The Indian textile industry is one the largest and oldest sectors in the country andamong the most important in the economy in terms of output investment andemployment The sector employs nearly 45 million people directly and it is one ofthe largest sources of employment generation in the country The textile industrycontributes to 10 of manufacturing production 2 of Indiarsquos GDP and to 13 ofthe countryrsquos export earnings With direct linkages to the rural economy and theagriculture sector it has been estimated that one of every six households in thecountry depends on this sector either directly or indirectly for its livelihoodbull Industry Structure

Raw material costs have been increasing globally coupled with a shortage ofskilled workers While a shift is taking place of textiles industries from China andBangladesh to India the industrial climate in India has also become adverse dueto regular increases in input costs Any further appreciation of the Rupee willadversely affect exports from India Though the spinning industry has faredsomewhat better those with a presence in weaving processing or even compositebusinesses are facing the heat due to increases in input cost without being ableto pass on such higher costs to customers as the market is simply unable toabsorb the samebull Opportunities and Threat

There is good scope for growth for the textile industry as Indiarsquos share in theglobal trade in textiles is weak compared to other countries The free tradeenvironment is a great opportunity for the Indian textile industry to increase itsshare in the global market Chinese exports are slowing down on account of variousfactors inclusive of increase in domestic demand and rising costs This is a goodopportunity of which our textile industry should make use but smaller countrieslike Bangladesh Sri Lanka Pakistan Turkey and Vietnam etc are becomingformidable challengersLack of uninterrupted power increased power costs higher transaction costshigh cost of labour is hindering the progress However we are making all outefforts to cope with all these challenges by continuous efforts at cost reductionprocess improvements diversification of products and improving productivity byimproving efficienciesbull Business operations

The Company is engaged in the business of Textile industry During the yearunder review the industry faced various challenges due to global and economicslowdown and increasing rates of interest rates But looking at the huge potentialin India for Textile the company is hopeful of reenter into this sector The growthin the sector is very good and Management expects better results in forth comingyearOmansh Enterprises Limited Annual Report 2016-2017 33

bull Outlook

In light of the new and vibrant management of the company and steady growth inthe operations of the company and looking at the huge demand for residential aswell as commercial space in Delhi the company is hopeful of its upwardperformance the future growth for the benefit of its stakeholders at largebull Internal control System

The company has an effective internal control environment which ensures thatoperation are managed efficiently and effectively assets are safeguardedregulatory are complied with and transactions are recorded after appropriateauthorization The Company has an adequate internal control systemcommensurate with the size of the company and the nature of its business whichensures that functioning of the Company is managed efficiently and effectivelyassets are safeguarded regulatory compliances are complied with and transactionsare recorded after appropriate authorizationbull Human relations

Human resources have always been most valuable assets for Omansh EnterprisesLimited During the year the company has once again gained the confidence of itsHuman Resource as well and company constantly seeks to attract and retain thebest available talent Human resources management incorporates a process drivenapproach that invest regularly in the extensive training programs The Companycontinued to enjoy healthy industrial relations during the yearbull Forward Looking and Cautionary Statements

Management Discussion and Analysis contains forward-looking statementsconcerning the Companyrsquos future plans strategies and performance Theseforward-looking statements are not historical facts rather they representassumptions and beliefs based on economic financial and competitive datacurrently available Furthermore they are subject to a number of risks anduncertainties that without limitation relate to economic conditions fiercecompetition in the information service industry customer demand tax rulesregulations and other factors Readers of this annual report are cautioned not toplace undue reliance on these forward-looking statements The Company thereforewishes to caution readers that actual results may differ materially

On behalf of Board of Directorsof Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanManaging Director Wholetime DirectorDIN 07639422 DIN 07835068

DateSeptember 4 2017Place New Delhi

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 34

Independent Auditorrsquos Report

To the Members of Omansh Enterprises Limited

Report on the Financial Statements

We have audited the accompanying standalone financial statements of OmanshEnterprises Limited (ldquothe Companyrdquo) which comprise the Balance Sheet as atMarch 31 2017 the Statement of Profit and Loss and Cash Flow Statement for theyear then ended and a summary of significant accounting policies and otherexplanatory information

Managementrsquos Responsibility for the Financial Statements

The Companyrsquos Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 (ldquothe Actrdquo) with respect to the preparation ofthese standalone financial statements that give a true and fair view of the financialposition financial performance and cash flows of the Company in accordancewith accounting principles generally accepted in India including the AccountingStandards specified under section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014 and the Companies (Accounting Standards) AmendmentRules 2016 This responsibility includes maintenance of adequate accountingrecords in accordance with the provisions of the Act for safeguarding of the assetsof the Company and for preventing and detecting frauds and other irregularitiesselection and application of appropriate accounting policies making judgmentsand estimates that are reasonable and prudent and the design implementationand maintenance of adequate internal financial control that were operatingeffectively for ensuring the accuracy and completeness of the accounting recordsrelevant to the preparation and presentation of the financial statements that givea true and fair view and are free from material misstatement whether due to fraudor error

Auditorrsquos Responsibility

Our responsibility is to express an opinion on these standalone financial statementsbased on our audit We have taken into account the provisions of the Act theaccounting and auditing standards and matters which are required to be includedin the audit report under the provisions of the Act and the Rules made thereunderWe conducted our audit in accordance with the Standards on Auditing issued bythe Institute of Chartered Accountants of India as specified under Section 143(10)of the Act Those Standards require that we comply with ethical requirements andplan and perform the audit to obtain reasonable assurance about whether thefinancial statements are free from material misstatement

An audit involves performing procedures to obtain audit evidence about theamounts and disclosures in the financial statements The procedures selecteddepend on the auditorrsquos judgment including the assessment of the risks of materialmisstatement of the financial statements whether due to fraud or error In making

Omansh Enterprises Limited Annual Report 2016-2017 35

those risk assessments the auditor considers internal financial control relevantto the Companyrsquos preparation of the financial statements that give a true and fairview in order to design audit procedures that are appropriate in the circumstancesAn audit also includes evaluating the appropriateness of accounting policies usedand the reasonableness of the accounting estimates made by the CompanyrsquosDirectors as well as evaluating the overall presentation of the financial statementsWe believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the standalone financial statements

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the standalone financial statements give the information required bythe Act in the manner so required and give a true and fair view in conformity withthe accounting principles generally accepted in India of the state of affairs of theCompany as at 31st March 2017 its profit and its cash flows for the year endedon that date

Report on Other Legal and Regulatory Requirements

1 As required by the Companies (Auditorrsquos report) Order 2016 (ldquothe Orderrdquo)issued by the Central Government of India in terms of sub-section (11) ofSection 143 of the Act we give in the Annexure 1 a statement on the mattersspecified 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 whichto the best of our knowledge and belief were necessary for the purposeof our audit

b) In our opinion proper books of account as required by law have beenkept by the Company so far as it appears from our examination of thosebooks

c) The Balance Sheet Statement of Profit and Loss and Cash FlowStatement dealt with by this Report are in agreement with the books ofaccount

d) In our opinion the aforesaid standalone financial statements comply withthe Accounting Standards specified under Section 133 of the Act readwith Rule 7 of the Companies (Accounts) Rules 2014 and the Companies(Accounting Standards) Amendment Rules 2016

e) On the basis of written representations received from the directors as on31st March 2017 and taken on record by the Board of Directors none ofthe directors is disqualified as on 31st March 2017 from being appointedas a director in terms of Section 164(2) of the Act

Omansh Enterprises Limited Annual Report 2016-2017 36

f) With respect to the adequacy of the internal financial controls overfinancial reporting of the Company and the operating effectiveness ofsuch controls refer to our separate Report in ldquoAnnexure 2rdquo to this report

g) With respect to the other matters to be included in the Auditorrsquos Reportin accordance with Rule 11 of the Companies (Audit and Auditors) Rules2014 in our opinion and to the best of our information and according tothe explanations given to us

i The Company does not have any pending litigations which wouldimpact its financial position

ii The Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeablelosses

iii There has not been an occasion in which the company during theyear under report to transfer any sum to the Investor Education andProtection Fund Hence the question of delay in transferring suchsum does not arise

iv The Company has provided requisite disclosures in Note No 27 tothese standalone financial statements as to the holding of SpecifiedBank Notes on November 8 2016 to December 30 2016 as well asdealings in Specified Bank Notes during the period from November8 2016 to December 30 2016 Based on our audit procedures andrelying on the management representation regarding the holdingand nature of cash transactions including Specified Bank Noteswe report that these disclosures are in accordance with the books ofaccounts maintained by the Company and as produced to us by theManagement

For Satyendra Mrinal amp AssociatesChartered Accountants

Firm Registration Number 017068N

SK JainPartner

Membership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 37

Annexure 1 referred to in paragraph 1 under the heading ldquoReport on OtherLegal and Regulatory Requirementsrdquo of our Report of even date

(i) (a) The Company has maintained proper records showing fullparticulars including quantitative details and situation of fixedassets

(b) All fixed assets have been physically verified by the managementat regular intervals as informed to us no material discrepancieswere noticed on such verification

(c) According to the information and explanations given by themanagement the Company has not acquired any immovableproperty during the year under audit no comments under thesub-clause are required

(ii) The Company does not have any inventory and accordingly therequirements under paragraph 3(ii) of the Order are not applicable to theCompany

(iii) According to the information and explanation given to us the Companyhas not granted any loans secured or unsecured to companies firmsLimited Liability Partnerships or other parties covered in the registermaintained under Section 189 of the Act and hence clause 3(iii)(a) (b)and (c) of the Order are not applicable to the Company and hence notcommented upon

(iv) In our opinion and according to the information and explanations givento us there are no loans investments guarantees and securities grantedin respect of which provisions of Section 185 and 186 of the Act areapplicable and hence not commented upon

(v) The Company has not accepted any deposits within the meaning ofSections 73 to 76 of the Act and the Companies (Acceptance of Deposits)Rules 2014 (as amended) Accordingly the provisions of clause 3(v) ofthe Order are not applicable

(vi) To the best of our knowledge and as explained the Central Governmenthas not specified the maintenance of cost records under Section 148(1)of the Act for the productsservices of the Company

(vii) (a) According to the information and explanations given to us andbased on the records of the company examined by us thecompany is regular in depositing the undisputed statutory duesincluding income-tax and other statutory dues as applicablewith the appropriate authorities in India

(b) According to the information and explanations given to us andbased on the records of the company examined by us thereare no dues of Income tax which have not been deposited onaccount of any disputes However the remaining taxes specifiedunder the said sub-clause are not applicable to the company

Omansh Enterprises Limited Annual Report 2016-2017 38

(viii) In our opinion and according to the information and explanations givenby the management the Company has not availed of any loans from anyfinancial institution bank or government and not issued any debentures

(ix) In our opinion and according to the information and explanations givenby the management the Company has not raised any money by way ofinitial public offer or further public offer (including debt instruments) andthe company has not raisedtaken any term loan

(x) Based upon the audit procedures performed for the purpose of reportingthe true and fair view of the financial statements and according to theinformation and explanations given by the management we report thatno fraud by the company or no fraud on the company by the officers andemployees of the Company has been noticed or reported during the year

(xi) According to the information and explanations given by the managementthe company has complied with the provisions of Section 197 read withSchedule V of the Companies Act 2013

(xii) In our opinion the Company is not a nidhi company Therefore theprovisions of clause 3(xii) of the order are not applicable to the Companyand hence not commented upon

(xiii) According to the information and explanations given by the managementthere were no transactions with the related parties during the year hencenot commented upon

(xiv) According to the information and explanations given to us and on anoverall examination of the Balance Sheet the Company has not madeany preferential allotment or private placement of shares or fully or partlyconvertible debentures during the year under review and hence reportingrequirements under clause 3(xiv) are not applicable to the Company andnot commented upon

(xv) According to the information and explanations given by the managementthe Company has not entered into any non-cash transactions with thedirectors or persons connected with him as referred to in Section 192 ofCompanies Act 2013

(xvi) According to the information and explanations given to us the provisionsof Section 45-IA of the Reserve Bank of India Act 1934 are not applicableto the Company

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 39

ANNEXURE 2 TO THE INDEPENDENT AUDITORrsquoS REPORT OF EVEN DATEON THE STANDALONE FINANCIAL STATEMENTS OF OMANSHENTERPRISES LIMITED

Report on the Internal Financial Controls under Clause (i) of Sub-section 3of Section 143 of the Companies Act 2013 (ldquothe Actrdquo)

To the Members of Omansh Enterprises Limited

We have audited the internal financial controls over financial reporting of OmanshEnterprises Limited (ldquothe Companyrdquo) as of 31st March 2017 in conjunction withour audit of the standalone financial statements of the Company for the year endedon that date

Managementrsquos Responsibility for Internal Financial Controls

The Companyrsquos Management is responsible for establishing and maintaininginternal financial controls based on the internal control over financial reportingcriteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial ControlsOver Financial Reporting issued by the Institute of Chartered Accountants of IndiaThese responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuringthe orderly and efficient conduct of its business including adherence to theCompanyrsquos policies the safeguarding of its assets the prevention and detectionof frauds and errors the accuracy and completeness of the accounting recordsand the timely preparation of reliable financial information as required under theCompanies Act 2013 (lsquothe Actrsquo)

Auditorrsquos Responsibility

Our responsibility is to express an opinion on the Companyrsquos internal financialcontrols over financial reporting based on our audit We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting (the ldquoGuidance Noterdquo) and the Standards on Auditing asspecified under section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls both applicable to an audit of Internal Financial Controlsand both issued by the Institute of Chartered Accountants of India ThoseStandards and the Guidance Note require that we comply with ethical requirementsand plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects

Our audit involves performing procedures to obtain audit evidence about theadequacy of the internal financial controls system over financial reporting andtheir operating effectiveness Our audit of internal financial controls over financialreporting included obtaining an understanding of internal financial controls overfinancial reporting assessing the risk that a material weakness exists and testing

Omansh Enterprises Limited Annual Report 2016-2017 40

and evaluating the design and operating effectiveness of internal control basedon the assessed risk The procedures selected depend on the auditorrsquos judgementincluding the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error

We believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the internal financial controls systemover financial reporting

Meaning of Internal Financial Controls Over Financial Reporting

A companyrsquos internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles A companyrsquos internal financialcontrol over financial reporting includes those policies and procedures that (1)pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company (2)provide reasonable assurance that transactions are recorded as necessary topermit preparation of financial statements in accordance with generally acceptedaccounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorisations of management and directorsof the company and (3) provide reasonable assurance regarding prevention ortimely detection of unauthorised acquisition use or disposition of the companyrsquosassets 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 financialreporting including the possibility of collusion or improper management overrideof controls material misstatements due to error or fraud may occur and not bedetected Also projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes inconditions or that the degree of compliance with the policies or procedures maydeteriorate

Omansh Enterprises Limited Annual Report 2016-2017 41

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at 31st March 2017 basedon the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls Over Financial Reporting issued bythe Institute of Chartered Accountants of India

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 42

Amount in Particulars Note As At As At

No 31032017 31032016

OMANSH ENTERPRISES LIMITEDRegd off SHOP NO QD-37 DDA MARKET PITAMPURA NEW DELHI-110034

BALANCE SHEET AS AT 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I EQUITY AND LIABILITIES(1) Shareholderrsquos Funds

(a) Share Capital 2 3550000000 3550000000(b) Reserves and Surplus 3 90954266 68038074(c) Money received against share warrants - 3640954266 - 3618038074

(2) Share application money pending allotment - -(3) Non-Current Liabilities

(a) Long-term borrowings - -(b) Deferred tax liabilities (Net) 121300 -(c) Other Long term liabilities - -(d) Long term provisions - 121300 - -

(4) Current Liabilities(a) Short-term borrowings - -(b) Trade payables 4 2658855175 2385034725(c) Other current liabilities 5 13400000 31328100(d) Short-term provisions - 2672255175 - 2416362825

Total 6313330741 6034400899II ASSETS(1) Non-current assets

(a) Fixed assets (i) Tangible assets 6 2888600 4902500 (ii) Intangible assets - - (iii) Capital work-in-progress - - (iv) Intangible assets under development - -(b) Non-current investments 7 801500000 801500000(c) Deferred tax assets (net) - 413300(d) Long term loans and advances 8 910000000 1232160100(e) Other non-current assets - 1714388600 - 2038975900

(2) Current assets(a) Current investments - -(b) Inventories - -(c) Trade receivables 9 4311808246 3931054446(d) Cash and cash equivalents 10 262853595 19436253(e) Short-term loans and advances 11 10054300 16482300(f) Other current assets 12 14226000 4598942141 28452000 3995424999

Total 6313330741 6034400899Significant Accounting PoliciesNotes on financial Statements 1-27

Omansh Enterprises Limited Annual Report 2016-2017 43

Amount in

Particulars Note 2016-17 2015-16No

OMANSH ENTERPRISES LIMITED

STATEMENT OF PROFIT amp LOSS FOR THE YEAR ENDED 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I Revenue from operations 20 1735111517 2138004325II Other Income 21 598242 165707300III Total Revenue I+II 1735709759 2303711625IV Expenses

Purchase of Stock-in-Trade (Net of Return) 1556101986 2019177290Changes in inventories of finished goods work-in-progress and Stock-in-Trade - -Employee benefit expense 22 38500000 92100000Financial costs 23 - 371112Depreciation and amortization expense 24 16239900 22358900Other expenses 25 91717081 130240960

IV Total Expenses 1702558967 2264248262V Profit before exceptional and extraordinary items and tax III-IV 33150792 39463363VI Exceptional Items - -VII Profit before extraordinary items and tax V-VI 33150792 39463363VIII Extraordinary Items - -IX Profit before tax VII-VIII 33150792 39463363X Tax expense

(1) Current tax 9700000 11638100(2) Deferred tax 534600 27512500

XI Profit(Loss) from the perid from continuing operations IX-X 22916192 312763XII Profit(Loss) from discontinuing operations - -XIII Tax expense of discounting operations - -XIV Profit(Loss) from Discontinuing operations XII-XIII - -XV Profit(Loss) for the period XI+XIV 22916192 312763XVI Earning per equity share 26

(1) Basic 001 000(2) Diluted 001 000

Omansh Enterprises Limited Annual Report 2016-2017 44

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2017(Amount in )

Particulars 2016-17 2015-16A Cash Flow from Operating Activities

Profit(Loss) before Taxation 331508 394634Adjustments for Depreciation 20139 81329Preliminary expenses 142260 142260Loss (Profit) on Sale of assets - -Finance cost - 3711Interest Income - -Operating Profit(Loss) before Working Capital Changes 493907 621934Adjustments for Trade and Other Receivables (3807538) 198975Inventories - -Loans and Advances 3285881 (4365027)Trade and Other Payables 2558924 859666Provisions - -Other current Assets - 6837Cash Generated from Operations 2531173 (2677615)Direct Tax Paid (97000) (116381)Net Cash generated from Operating Activities 2434173 (2793996)

B Cash Flow from Investing ActivitiesPurchase of Fixed Assets - -Sale of assets - -Investments - -Interest Income - -Net Cash used in Investing Activities - -

C Cash Flow from Financing ActivitiesProceeds of Borrowings - -Finance cost - (3711)Net Cash generated from in Financing Activities - (3711)Net Increase(Decrease) in Cash and Cash Equivalents (A+B+C) 2434173 (2797708)Cash and Cash Equivalents Opening 194362 2992070Cash and Cash Equivalents Closing 2628536 194362

Notes1 The above Cash Flow Statement has been prepared under the indirect method as set out in the Accounting Standard on Cash Flow Statement

(AS-3)2 Figures in Brackets indicate Cash Outflow3 Previous Year rsquos figures have been recast regrouped and restated where ever necessary

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 45

Notes Forming Part of Financial Statements

NOTE 1

A CORPORATE INFORMATION

The company is engaged in the business of trading in ClothClothingFabric in India the disclosure requirements of AccountingStandard-17 Segment Reporting are not applicable

B SIGNIFICANT ACCOUNTING POLICIES

I BASIS OF PREPARATION

The accompanying financial statements have been prepared andpresented as a going concern under historical cost convention onthe accrual basis of accounting unless otherwise stated inaccordance with the generally accepted accounting principles inIndia (Indian GAAP) and comply with the Accounting Standardsspecified under Section 133 of the Companies Act 2013 (The Act)read with paragraph 7 of the Companies (Accounts) Rules 2014and relevant provisions of the Companies Act 2013

The accounting policies have been consistently applied by theCompany and are consistent with those used in the previous year

All assets and liabilities have been classified as current or non-current as per the Companyrsquos normal operating cycle and othercriteria set out in the Schedule III of the Companies Act 2013Based on the nature of products and the time between theacquisition of assets for processing and their realisation in cashand cash equivalents the Company has ascertained its operatingcycle as up to twelve months for the purpose of currentnon-currentclassification of assets and liabilities

II USE OF ESTIMATES

The preparation of financial statements in conformity with IndianGAAP requires the management to make judgements estimatesand assumptions that affect the reported amounts of revenuesexpenses assets and liabilities and disclosure of contingentliabilities at the end of the reporting period Although these

Omansh Enterprises Limited Annual Report 2016-2017 46

estimates are based on the managementrsquos best knowledge ofcurrent events and actions uncertainty about these assumptionsand estimates could result in the outcomes requiring a materialadjustment to the carrying amounts of assets or liabilities in futureperiods

Significant estimates used by the management in the preparationof these financial statements include the useful life of fixed assetsand intangible assets and provisions for doubtful debtsadvancesDifference if any between the actual results and estimates arerecognized in the period in which the results are knownmaterialized

III FIXED ASSETS AND DEPRECIATION

Fixed assets are recorded at cost of acquisition and installationincluding freight duties levies less accumulated depreciation Costof acquisition includes rates taxes and any other directlyattributable cost for bringing the asset to its working condition forintended use

Depreciation on Tangible Fixed Assets is provided on Written DownValue method using the rates arrived at based on the useful livesas specified in the Schedule II of the Companies Act 2013 orestimated by the management The Company has used thefollowing useful life to provide depreciation on its fixed assets

Omansh Enterprises Limited Annual Report 2016-2017 47

(a) Assets where useful life is same as Schedule II

Assets Useful Life as Prescribedby Schedule II of theCompanies Act 2013

Factory Building 30 years

Plant amp Machinery (other thancontinuous process plant notcovered under specific industries) 15 years

Furniture amp Fittings 10 years

Motor Cycles scooters and other mopeds 10 years

Vehicles (Motor Cars) 8 years

Office Equipments 5 years

Computer printers amp data processing units 3 years

Electrical Installations 10 years

(b) Assets where useful life differ from Schedule II

Fixed Assets individually costing less than Rupees five thousandare fully depreciated in the year of purchase

(c) Depreciation

Depreciation on the Fixed Assets addeddisposed offdiscardedduring the year is provided on pro-rata basis with reference to thedate of additiondisposaldiscarding and in the case of capitalisationof any asset depreciation is charged from the date the same isreadyput to use to the Statement of Profit and Loss

IV INTANGIBLE ASSETS AND AMORTISATION

Intangible Assets are stated at acquisition cost net of accumulatedamortisation and accumulated impairment losses if any Intangibleassets are amortised on a straight-line basis over their estimateduseful lives

Omansh Enterprises Limited Annual Report 2016-2017 48

The Company amortises miscellaneous expenditure representingthe Companyrsquos formation expenses over a period of 5 yearsFurther the cost of Direct Listing of Equity Shares on BSE Limitedhas also been included in the same

V BORROWING COSTS

Borrowing Costs attributable to acquisition and construction ofqualifying assets are capitalised as a part of the cost of such assetsup to the date when such assets are ready for its intended useOther borrowing costs are charged to the Statement of Profit andLoss in the period in which they are incurred

VI FOREIGN CURRENCY TRANSACTIONS

The Company has not dealt with any foreign currency transactionduring the Financial Year

VII INVESTMENTS

Investments which are readily realisable and intended to be heldfor not more than one year from the date on which such investmentsare made are classified as current investments All otherinvestments are classified as long-term investments

Investments are recorded at cost on the date of purchase whichinclude acquisition charges such as brokerage stamp duty taxesetc Current Investments are stated at lower of cost and netrealisable value Long-term investments are stated at cost afterdeducting provisions made if any for other than temporarydiminution in the value

VIII REVENUE RECOGNITION

Revenue is recognised to the extent that it is probable that theeconomic benefits will flow to the Company and can be reliablymeasured

Revenue from sale of products is recognised when the significantrisks and rewards of ownership of the goods have passed to thebuyer Sale of goods are recorded net of trade discounts rebatesSales Tax Value Added Tax and gross of Excise Duty

Omansh Enterprises Limited Annual Report 2016-2017 49

Interest income is recognized on a time proportion basis takinginto account the amount outstanding and the rate applicable

Dividend income on investments is accounted for on receipt of thesame

All expenses and income to the extent considered payable andreceivable respectively unless specifically stated be otherwise areaccounted for on mercantile basis

IX RETIREMENT AND OTHER EMPLOYEE BENEFITS

(a) Provident Fund

Provision of Provident Fund is not applicable to theCompany

(b) Gratuity

No provision for gratuity has been made as there is noamount due towards Gratuity payable

(c) Compensated Leaves

Unutilized leave of staff lapses as at the year end and isnot encashable Accordingly no provision is made forcompensated Leaves

X TAXATION

Tax expense comprises of current and deferred tax

Current Tax

Provision for current tax is made after taking into considerationbenefits admissible under the provisions of the Income-tax Act1961 Minimum Alternative Tax (MAT) credit is recognized wherethere is convincing evidence that the same can be utilized in future

Current tax assets and current tax liabilities are offset when thereis a legally enforceable right to set off the recognized amounts andthere is an intention to settle the asset and the liability on a netbasis

Omansh Enterprises Limited Annual Report 2016-2017 50

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 15: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

DIRECTORrsquoS REPORT

ToThe Members ofMs Omansh Enterprises LimitedYour Directors have pleasure in presenting the 43rd Directorrsquos Report of your Companytogether with the Audited Statement of Accounts and the Auditorsrsquo Report of yourcompany for the financial year ended 31st March 20171 FINANCIAL HIGHLIGHTS AND STATE OF COMPANYrsquoS AFFAIRS

(Amount in Rs)Particulars Current year Previous Year

Total Revenue 1735111517 2303711625Total Expenses 1702558967 2264248262Profit Before Tax 33150792 39463363Tax ExpensesCurrent Tax 9700000 11638100Deferred Tax 534600 27512500Profit(Loss) after Tax 22916192 312763Net Profit Transferred to Reserves 22916192 312763Earnings per share (Rs)Basic 001 000Diluted 001 000

(b) During the year your Company recorded Total Revenue of Rs 1735111517(previous year Rs 2303711625) The Company recorded a Net Profit of Rs22916192 during the financial year ended 31st March 2017 as compared to aNet Profit of Rs 312763 in the previous year

(c) Transfer To Reserves In Terms Of Section 134 (3) (j) Of The Companies Act2013

No amount was transferred to reserves during the financial year ended 31st March2017

(d) Dividend

Your Directors do not recommend any dividend for the year ended 31st March2017

(e) Material Changes and Commitments

There are no material changes from the end of Financial Year till the date of thisreport

2 PUBLIC DEPOSITS

During the year under report your Company did not accept any deposits from thepublic in terms of the provisions of Chapter V of the Companies Act 2013

3 DIRECTORS AND KEY MANAGERIAL PERSONNEL

(a) Changes in Directors and Key Managerial Personnel during the year

On recommendation of Nomination and Remuneration Committee Mr Manoj

Omansh Enterprises Limited Annual Report 2016-2017 12

Chauhan was appointed as the Whole Time Director wef 29th May 2017 andMs Seema Khan (DIN 07639422) had also been appointed as the ManagingDirector of the Company for a period of three years wef 9th December 2016And after her appointment Ms Reena Sharma (DIN06883803) stepped downfrom post of the Managing DirectorMr Gaurav Mutreja resigned as the Director of the Company wef 29th May 2017and Mr Vidya Sagar Bhatia resigned from Directorship of the Company on 29th

June 2017 Further Mr Radhey Shayam resigned from the Directorship of theCompany on 4th September 2017Mrs Fatima Makdum Matikub and Mrs Preeti Pralhad Soni were appointed asthe Additional Directors on the Board of the Company only on 4th September 2017in the Category of the Independent Director and your directors recommend theirappointment in the forthcoming AGMIn accordance with the provisions of Section 167(1)(b) of Companies Act 2013Mr Divesh Kumar Bajaj vacated his office of Independent wef 11th August 2017as he had not attended any Board Meeting since 12th August 2016Mr Praveen Kumar had also resigned from the position of Company Secretaryand CFO of the Company wef 24th May 2016 and Mr Remo John was appointedas the Company Secretary and Compliance Officer wef 29th May 2017

(b) Retirement by rotation

In accordance with the provisions of Section 152(6) of the Act and the Articles ofAssociation of the Company Mrs Reena Sharma (DIN06883803) and Mrs SeemaKhan (DIN07639422) will retire by rotation at the ensuing Annual General Meeting(lsquoAGMrsquo) of the Company and being eligible offers themselves for re-appointmentYour Board has recommended their re-appointment

(c) Declaration of Independence by the Independent Directors

The Independent Directors of your Company have confirmed that they meet withthe criteria of Independence as prescribed under Section 149(6) of the Act readwith Rule 5 of the Companies (Appointment and Qualification of Directors) Rules2014Framework for Familiarization Programme for the Independent Directors and thedetails of Familiarization Programme imparted to Independent Directors is madeavailable on the website of the Company

(d) Attributes qualifications and appointment of Directors

The Nomination and Remuneration Committee has adopted the attributes andqualifications as provided in Section 149(6) of the Act and Rule 5 of the Companies(Appointment and Qualification of Directors) Rules 2014 in respect of IndependentDirectors The Committee has also adopted the same attributes and qualificationsto the extent applicable in respect of Non-Independent DirectorsAll the Non-Executive Directors of the Company fulfil the fit and proper criteria forappointment as Directors Further all Directors of the Company other thanIndependent Directors are liable to retire by rotation One-third of the Directorswho are liable to retire by rotation retire every year and are eligible for re-election

Omansh Enterprises Limited Annual Report 2016-2017 13

(e) Remuneration Policy

The Board on the recommendation of the Nomination and RemunerationCommittee approved the Remuneration Policy for the Directors Key ManagerialPersonnel and other employees of the Company a copy of which is enclosed asAnnexure I to this Report

(f) Board Evaluation

The Board carried out annual performance evaluation of its own performance andthat of the individual Directors as also functioning of the Board Committees asrequired in terms of Section 134(3)(p) of the Act The performance evaluation ofthe Board and individual Directors was based on criteria approved by theNomination and Remuneration Committee The Directors expressed theirsatisfaction with the overall evaluation process

4 NUMBER OF BOARD MEETINGS

During the year ended 31st March 2017 5 (Five) meetings of the Board were heldon 11th May 2016 12th August 2016 11th November 2016 9th December 2016 and11th February 2017

5 BOARD COMMITTEES

Presently the Company has three Board Committees with the following members

Audit Committee Ms Fatima Makdum Matikub ChairpersonMr Manoj Chauhan MemberMs Priti Pralhad Soni Member

Nomination and Ms Priti Pralhad Soni ChairpersonRemuneration Committee Mr Manoj Chauhan Member

Ms Fatima Makdum Matikub MemberStakeholders Relationship Committee Mr Manoj Chauhan Chairman

Ms Fatima Makdum Matikub MemberMs Priti Pralhad Soni Member

6 DIRECTORSrsquo RESPONSIBILITY STATEMENT

As required under Section 134(5) of the Act your Directors confirm having -i) followed in the preparation of the Annual Accounts the applicable

Accounting Standards with proper explanation relating to materialdepartures if any

ii) selected such accounting policies and applied them consistently andmade judgments and estimates that are reasonable and prudent so asto give a true and fair view of the state of affairs of the Company at theend of the financial year and of the profit of the Company for that period

iii) taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of the Act forsafeguarding the assets of your Company and for preventing anddetecting fraud and other irregularities

Omansh Enterprises Limited Annual Report 2016-2017 14

iv) prepared the Annual Accounts on a going concern basis andv) proper systems have been devised to ensure compliance with the

provisions of all applicable laws and such systems are adequate andoperating effectively

vi) having laid down the internal financial controls to be followed by theCompany and such internal financial controls are adequate and operatingeffectively

7 SUBSIDIARIES ASSOCIATES AND JOINT VENTURES

The Company does not have any subsidiary associate or joint venture8 LISTING INFORMATION

The Equity Shares of the Company are presently listed only at BSE Ltd Thelisting fee for the Financial Year 2017-18 is paid

9 DEMATERIALIZATION OF SHARES

The securities of the Company are admitted with NSDL and CDSL the ISINallotted to the Company is INE378P01028

10 REPORT ON CORPORATE GOVERNANCE

In terms of Regulation 15(2) of SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 the provision of Regulation 27 of the SEBI(Listing Obligations and Disclosure Requirements) Regulations 2015 are notapplicable to the Company since the paid up capital of the Company is belowRs 10 crores and also the net worth of the Company is below Rs 25 CroresThus the Company is not required to attach the Corporate Governance reportwith the Report of the Board of Directors

11 CORPORATE SOCIAL RESPONSIBILITY

During the financial year 2016-17 the Net Worth of the Company was Rs3640954266 Turnover of the Company was Rs 1735111517 and Netprofit of the Company was Rs 22916100 therefore provisions of Section135(1) of the Companies Act 2013 are not applicable

12 PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES

The Company provides a gender friendly workplace during the year underreview there were no cases filed pursuant to Sexual Harassment of Womenat Workplace (Prevention Prohibition and Redressal) Act 2013None of the employees of your Company is covered under the provisions ofRule 5(2) of the Companies (Appointment and Remuneration of ManagerialPersonnel) Rules 2014

13 RISK MANAGEMENT

The Board has approved the Risk Management Policy of the Company TheCompanyrsquos risk management framework is designed to address risks intrinsicto operations financials and compliances arising out of the overall strategy

Omansh Enterprises Limited Annual Report 2016-2017 15

of the Company The Company manages monitors and reports on the principalrisks and uncertainties that can impact its ability to achieve it objectives Theresponsibility for management of risks vests with the Managers officersresponsible for the day-to-day conduct of the affairs of the Company Riskfocused audits are carried out periodically by the Internal Auditors whichlead to identification of areas where risk management processes need to bestrengthened Annual update is provided to the Board on the effectiveness ofthe Companyrsquos risk management systems and policies

14 INTERNAL FINANCIAL CONTROLS amp INTERNAL AUDIT

The Company has adequate internal financial controls with respect to thefinancial statements commensurate with the size and scale of the operationsof the Company During the year such controls were tested and no reportablematerial weakness in operation has been observed Internal audit of theCompany has been carried out during the year The Audit Committee reviewsthe internal audit findings provides guidance on internal controls and ensuresthat the internal audit recommendations are implemented

15 PARTICULARS OF LOANS GUARANTEES AND INVESTMENTS

Particulars of loans given investments made guarantees given and securitiesprovided along with the purpose for which the loan or guarantee or security isproposed to be utilized by the recipient are provided in the FinancialStatements

16 RELATED PARTY TRANSACTIONS

During the year ended on 31st March 2017 the Company has not entered intoany contract arrangement transaction with related parties which could beconsidered as material in accordance with the policy of the Company onmateriality of related party transactionsThe Policy on materiality of related party transactions and dealing with relateddealing with related party transactions as approved by the Board is availableon the website of the Company at weblink httpwwwomanshenterprisescomwp-contentuploads201508Policy-on-materiality-of-Related-Party-Transactions-and-on-dealing-with-Related-Party-Transactionspdf

17 SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS COURTS TRIBUNALS

During the year under review no significant or material orders were passedby the Regulators Courts Tribunals which would impact the going concernstatus of the Company and its future operations

18 EXTRACT OF ANNUAL RETURN

The details forming part of the extract of the Annual Return in Form MGT-9are provided under Annexure II to this Report

Omansh Enterprises Limited Annual Report 2016-2017 16

19 AUDITORS AND AUDIT REPORT

Ms Satyendra Mrinal amp Associates Chartered Accountants who are thestatutory auditors of the Company hold office till the conclusion of theforthcoming AGM Since their term is expiring at the forthcoming AGM thuspursuant to the provisions of section 139 of the Companies Act 2013 and theRules framed thereunder it is proposed to appoint Ms Rajeev Singh amp CoChartered Accountants as the Statutory Auditors of the Company who havegiven their consent for the same from the conclusion of the 43rd AGM till theconclusion of the 48th AGM of the Company to be held in the year 2022 subjectto ratification of their appointment at every AGM to be held after this AGMThe comments made by the Auditorsrsquo in their Report are self explanatory anddo not call for any further comments The Auditorsrsquo Report does not containany qualification reservation or adverse remark

20 CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION FOREIGNEXCHANGE EARNINGS AND OUTGO

CONSERVATION OF ENERGY

Steps taken on conservation of energy and impact thereof Efforts to conserveelectricity by operating only necessary lights fittings and fixtures were madeduring the financial year 2016-17Steps taken by the company for utilizing alternate sources of energy NILCapital investment on energy conservation equipment NILTECHNOLOGY ABSORPTION

(I) Efforts in brief made towards technology absorption and benefits derivedas a result of the above efforts eg product improvement cost reductionproduct development import substitution etc Nil

(II) In case of imported technology (imported during the last 3 years reckonedfrom the beginning of the financial year) following information may befurnishedA) Details of technology imported - NILB) Year of import ndashNILC) Whether the technology been fully absorbed - NILD) If not fully absorbed areas where absorption has not taken place

and the reasons therefore ndash NILIII) Expenditure incurred on research and development ndash NILFOREIGN EXCHANGE EARNINGS AND OUTGO

There were no foreign exchange earnings or foreign exchange outflow duringthe year

Omansh Enterprises Limited Annual Report 2016-2017 17

21 SECRETARIAL AUDITOR amp SECRETARIAL AUDIT REPORT

In terms of Section 204 of the Companies Act 2013 the Company hasappointed Ms Amit R Dadheech amp Associates Practicing CompanySecretaries as the Secretarial Auditor of the Company for the financial year2016-17 The Secretarial Audit Report given by Ms Amit R Dadheech ampAssociates Practicing Company Secretary is provided under Annexure III tothis ReportThe comments made by the Secretarial Auditor are self explanatory and donot require and further comments The Secretarial Audit Report does notcontain any qualification reservation or adverse remark

22 ESTABLISHMENT OF VIGIL MACHENISM

The Vigil Mechanism Policy of the Company is formulated in terms of section177 (9) of the Companies Act 2013 read with the provisions of the ListingAgreement with the Stock Exchange(s) and thereby also incorporates WhistleBlower Policy That as per the said policy protected disclosures can be madeby the whistle blower to the dedicated e-mail telephone line letter to Chairmanof Audit CommitteeThe Policy on Vigil Mechanism and Whistle Blower Policy as approved by theBoard is available on the website of the Company at web-link httpwwwomanshenterprisescomwp-contentuploads201508Vigil-Mechanism-and-Whistle-Blower-Policypdf

23 ACKNOWLEDGEMENT

Your directors would like to express their sincere appreciation for theassistance and corporation received from the financial institutions banksGovernment authorities customers vendors and members during the yearunder review Your directors also wish to place on record their deep sense ofappreciation for the committed services by the Companyrsquos executives staffand workers

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanDate September 4 2017 Managing Director Wholetime DirectorPlace New Delhi DIN 07639422 DIN 07835068

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 18

Annexure-INOMINATION amp REMUNERATION POLICY

(DIRECTORS KMP amp SENIOR MANAGEMENT)

INTRODUCTION

In pursuance of the Companyrsquos philosophy to consider its employees as itsinvaluable assets to pay equitable remuneration to all Directors Key ManagerialPersonnel (KMP) and employees of the Company to harmonize the aspirationsof human resources consistent with the goals of the Company and in terms of theprovisions of the Companies Act 2013 this policy on nomination and remunerationof Directors Key Managerial Personnel and Senior Management has beenformulated by the Nomination amp Remuneration Committee and approved by theBoard of DirectorsOBJECTIVE

The objective and purpose of the Policy are as given below1 To lay down criteria and terms and conditions with regard to identifying persons

who are qualified to become Directors (Executive and Non-Executive) andpersons who may be appointed in Senior Management and Key Managerialpositions and to determine their remuneration

2 To carry out evaluation of the performance of Directors as well as KeyManagerial and Senior Management Personnel

3 To provide them reward linked directly to their effort performance dedicationand achievement of Organizationrsquos goals as entrusted on them

4 To retain motivate and promote talent and to ensure long term retention oftalented managerial persons and create competitive advantage In the contextof the aforesaid objectives the following policy has been framed andrecommended by the Nomination amp Remuneration Committee and adoptedby the Board of Directors

PART ndash A

POLICY FOR APPOINTMENT AND REMOVAL OF DIRECTOR KMP AND SENIORMANAGEMENTAPPOINTMENT

1 The candidate for a position at Director KMP or Senior Management level ismet by the Managing Director in consultation with the other Directors Theinterview is targeted at assessing the candidate on his her functional ampleadership capabilities and cultural fitment to the organization

2 The MD assesses the shortlisted candidates3 The selected candidatersquos details and the proposed compensation is shared

with the Nomination amp Remuneration Committee for their review andsuggestions The same is shared with the Board at the next board meeting

Omansh Enterprises Limited Annual Report 2016-2017 19

TERM TENURE

The tenure for Directors shall be governed by the terms defined in the CompaniesAct 2013 However the tenure for other KMP and Senior Management Personnelwill be governed by Terms of Appointment in accordance with the RecruitmentPolicy of the CompanyEVALUATION

The performance of the KMP and Senior Management Personnel is evaluated atregular intervals (half yearly yearly) by the Managing Director The performanceevaluation of Independent Directors shall be done by the Board excluding theDirector being evaluated basis the contributions made to the Board deliberationson various matters including business strategy financial strategy operations costand risk management etc and suggestions given in this regardREMOVAL

Due to reasons for any disqualification mentioned in the Companies Act 2013rules made thereunder or under any other applicable Act rules and regulationsthe Managing Director may recommend to the Committee and the Board withreasons recorded in writing removal of a Director subject to the provisions andcompliance of the said Act rules and regulationsFor other KMP or Senior Management Personnel the removal will be governedby the Terms of Appointment in accordance with the Recruitment Policy of theCompany and the subsequent approval of the Managing DirectorRETIREMENT

The Director KMP and Senior Management Personnel shall retire as per theapplicable provisions of the Companies Act 2013 and the prevailing policy of theCompany The Managing Director will have the discretion to retain the DirectorKMP Senior Management Personnel in the same position remuneration orotherwise even after attaining the retirement age for the benefit of the Company

PART ndash B

POLICY RELATING TO EVALUATION AND REMUNERATION OF THE KMP ANDSENIOR MANAGEMENT PERSONNELEVALUATION PROCESS

The three Point Rating scale for performance review of Executive Director KMPand Senior Management is to be followed1 Rating on Basic Job Responsibilities indicating whether the basic job

responsibilities have been met during the year2 Rating on Goals Annual rating on each goal on a five-point scale Weighted

average of the ratings is calculated to arrive at a lsquoWeighted Goal Scorersquo3 Rating on Capabilities Factors The qualitative aspects of the performance is

assessed using the Capabilities Factors by the supervisor on a five-pointscale

Omansh Enterprises Limited Annual Report 2016-2017 20

Based on a holistic view of the Three Point Rating the supervisor provides anoverall Rating This rating is reviewed by the Managing Director along with theimmediate reporting officer who does a Qualitative review of the performancebased on the efforts put in by the employee results achieved and impact of theexternal and internal factors to arrive at a lsquoFinal Annual RatingrsquoThe revision in the total remuneration is directly linked to the lsquoFinal Annual Ratingrsquofor all employees1 The remuneration compensation commission etc to the KMP and Senior

Management Personnel will be determined by the Managing Director inconsultation with other Directors (except the Independent Directors) inaccordance with the Recruitment Policy of the Company which is based uponthe Final Annual Rating employee potential and market benchmarkcompensation The revised remuneration is shared with the Nomination ampRemuneration Committee for review

2 The remuneration compensation commission etc shall be subject to theprior post approval of the shareholders of the Company and CentralGovernment wherever required

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanDate September 4 2017 Managing Director Wholetime DirectorPlace New Delhi DIN 07639422 DIN 07835068

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 21

Omansh Enterprises Limited Annual Report 2016-2017 22

lsquoAnnexure-IIrsquoForm No MGT-9

EXTRACT OF ANNUAL RETURNAs on the financial year ended on 31032017

[Pursuant to Section 92(3) of the Companies Act 2013 and rule 12(1)of the Companies (Management and Administration) Rules 2014]

I REGISTRATION AND OTHER DETAILS

i) CIN L21011DL1974PLC241646ii) Registration Date 20031974iii) Name of the Company OMANSH ENTERPRISES LIMITEDiv) Category Sub-Category of the Company Public Company Limited by Shares amp Having Share Capitalv) Address of the Registered office and contact details SHOP NO 37 QD BLOCK DDA MARKET

PITAMPURA NEW DELHI - 110034Email infoomanshenterprisescom

vi) Whether listed company Yesvii) Name and Address of Registrar amp Transfer Agents ( RTA )

Name of Registrar amp Transfer Agents Skyline Financial Services Private LimitedAddress D-153 A 1st Floor Okhla Industrial Area Phase-ITown City New DelhiState DelhiPin Code 110020Telephone +91-(0)11-6473 2681 6473 2682Fax Number +91-(0)11-2681 2682Email Address adminskylinertacom

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-SNo Name and Description of NIC Code of the to total turnover

main products services Product service of the company1 Whole sale of textiles and clothing 46411 9892

III PARTICULARS OF HOLDING SUBSIDIARY AND ASSOCIATE COMPANIES No of companies for which information is being filloed = NILSNo Name and Address of the Company CINGLN Holding of shares held Applicable Section

SubsidiaryAssociates

Not applicable

Omansh Enterprises Limited Annual Report 2016-2017 23

No of Shares held at the beginning of the year No of Shares held at the end of the year

C at eg o r y o f D e ma t P h y s i ca l T o t a l o f D e ma t P h y s i ca l T o t a l o f C h a n g eS h a r e h o ld er s Tot al S hares Tot al S hares d ur in g t he year

A Promoters(1) Indiana) IndividualHUF 3114500 0 3114500 1755 3114500 0 3114500 1755 000b) Central Govt 0 0 0 000 0 0 000 000 000c) State Govt (s) 0 0 0 000 0 0 000 000 000d) Bodies Corp 4532000 0 4532000 2553 4532000 0 4532000 2553 000e) Banks FI 0 0 0 000 0 0 000 000 000f) Any Otherhellip 0 0 0 000 0 0 000 000 000Sub-total (A) (1)- 7646500 0 7646500 4308 7646500 0 7646500 4308 000(2) Foreign 0 0 0 000 0 0 0 000 000a) NRIs - Individuals 0 0 0 000 0 0 0 000 000b) Other ndash Individuals 0 0 0 000 0 0 0 000 000c) Bodies Corp 0 0 0 000 0 0 0 000 000d) Banks FI 0 0 0 000 0 0 0 000 000e) Any Otherhellip 0 0 0 000 0 0 0 000 000Sub-total (A) (2)- 0 0 0 000 0 0 0 000 000Total shareholding of Promoter(A) = (A)(1)+(A)(2) 7646500 0 7646500 4308 7646500 0 7646500 4308 000B Public Shareholding 1 Insti tutions a) Mutual Funds 0 0 0 000 0 0 0 000 000b) Banks FI 0 0 0 000 0 0 0 000 000c) Central Govt 0 0 0 000 0 0 0 000 000d) State Govt(s) 0 0 0 000 0 0 0 000 000e) Venture Capital Funds 0 0 0 000 0 0 0 000 000f) Insurance Companies 0 0 0 000 0 0 0 000 000g) FIIs 0 0 0 000 0 0 0 000 000h) Foreign Venture Capital Funds 0 0 0 000 0 0 0 000 000i) Others (specify) 0 0 0 000 0 0 0 000 000Sub-total (B)(1)- 0 0 0 000 0 0 0 000 0002 Non-Institutions a) Bodies Corp i) Indian 3296183 25000 3321183 1871 2695355 25000 2720355 1533 -338ii) Overseas 0 0 0 000 0 0 0 000 000b) Individuals i) Individual shareholdersholding nominal share capitalupto Rs 1 lakh 1688546 410000 2098546 1182 718726 409050 1127776 635 -547ii) Individual shareholdersholding nominal sharecapital in excess of Rs 1 lakh ldquo 3745717 616000 4361717 2457 5227885 616000 5843885 3292 835c) Others (specify) 321054 1000 322054 181 410484 1000 411484 232 051Sub-total (B)(2)- 9051500 1052000 10103500 5692 9052450 1051050 10103500 5692 000Total Public Shareholding(B)=(B)(1)+(B)(2) 9051500 1052000 10103500 5692 9052450 1051050 10103500 5692 000C Shares held by Custodianfor GDRs amp ADRs 0 0 0 000 0 0 0 000 000Grand Total (A+B+C) 16698000 1052000 17750000 10000 16698950 1051050 17750000 10000 000

IV SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)A Category-wise Share Holding

Omansh Enterprises Limited Annual Report 2016-2017 24

B Shareholding of Promoters

S Shareholder rsquos Name No of of of shares No of of of shares changeNo Shares tota l pledged Shares tota l pledged in share

Shares encum- shares of encum- hold-of the bered to the bered to ing during

company tota lshares company tota lshares the year1 Mr Gaurav Mutreja 14500 008 000 14500 008 000 0002 Mr Chander Bhan 100000 056 000 100000 056 000 0003 Ms Atharva Professsional Consultants LLP 500000 282 000 500000 282 000 0004 Ms JK Lrsquoatelier Limited 2500000 1408 000 2500000 1408 000 0005 Mr Gaurav Bhatia 50000 028 000 50000 028 000 0006 Ms Gaurav Sukhija (HUF) 250000 141 000 250000 141 000 0007 Ms Komal Sukhi ja 250000 141 000 250000 141 000 0008 Ms Mukesh Sukhija (HUF) 50000 028 000 50000 028 000 0009 Ms Neelam Bhatia 600000 338 000 600000 338 000 00010 Ms Neelam Rani 100000 056 000 100000 056 000 00011 Mr Om Prakash Sukhi ja 700000 394 000 700000 394 000 00012 Ms Pooja Bhatia 150000 085 000 150000 085 000 00013 Ms Raj Kanta Sukhi ja 250000 141 000 250000 141 000 00014 Ms Rashmi Sukhi ja 550000 310 000 550000 310 000 00015 Ms Shi lpa Bhatia 50000 028 000 50000 028 000 00016 Ms Achyut Properties Private Limited 500000 282 000 500000 282 000 00017 Ms Ranji tgarh Finance Company PrivateLimited 1032000 581 000 1032000 581 000 000

Shareholding at the beginning of the year Shareholding at the end of the year

Omansh Enterprises Limited Annual Report 2016-2017 25

C Change in Promotersrsquo Shareholding

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company companySAME AS MENTIONED IN ldquoBrdquo ABOVE

Shareholding at the beginning of the year Shareholding at the end of the year

D Shareholding Pattern of top ten Shareholders (other than Directors Promoters and Holders ofGDRs and ADRs)

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 NAU NIDH FINANCE LIMITED BODY 2500000 1408 2500000 1408

CORPORATE2 KAMALJIT GHAI INDIVIDUAL 250000 141 250000 1413 BHALINDER GHAI INDIVIDUAL 250000 141 250000 1414 HARMEET GHAI INDIVIDUAL 250000 141 250000 1415 GEETA CHADHA INDIVIDUAL 250000 141 250000 1416 MANAN NARANG INDIVIDUAL 250000 141 500000 2827 RAJIV CHADHA INDIVIDUAL 250000 141 250000 1418 NAVEEN NARANG INDIVIDUAL 250000 141 500000 2829 SUMITRA NARANG INDIVIDUAL 250000 141 500000 28210 SATISH CHANDER NARANG INDIVIDUAL 250000 141 500000 282

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

Omansh Enterprises Limited Annual Report 2016-2017 26

E Shareholding of Directors and Key Managerial Personnel

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 Radhey Shayam Whole Time Director 500 000 500 0002 Gaurav Mutre ja Director 14500 008 14500 008

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

V INDEBTEDNESSParticulars Secured Loans Unsecured Deposi ts Total

excluding deposits Loans Indebtedness

VI REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL A Remuneration to Managing Director Whole-time Directors andor Manager

Gross Salary CommissionS Name of (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others Total CeilingNo MDWTD per provision perquisites in lieu of Option Equity profit as per

Manager contained us 17(2) salary the Actin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

NOT ANY

Indebtedness at the beginning of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

Change in Indebtedness during the financial yearAdditionReductionNet Change

Indebtedness at the end of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

NOT APPLICABLE

Omansh Enterprises Limited Annual Report 2016-2017 27

B Remuneration to other directors

Independent Directors Other Non-Executive DirectorS Name of Fee for Commission Others Total 1 Fee for Comm- Others Total Total Total Over-No Director attending attend- ission (2) (1+2) Mana- all

board ing gerial Ceilingcommittee board Remu- as permeetings commi- nerat- the Act

ttee ionmeet-ings

NOT ANY

C Remuneration to Key Managerial Personnel Other than MDManagerWTD

Gross Salary CommissionS Name of Key (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others TotalNo Managerial per provision perquisites in lieu of Option Equity profit

Personnel contained us 17(2) salaryin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

Not Any

Omansh Enterprises Limited Annual Report 2016-2017 28

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Manoj Ramesh Kumar Chauhan Seema KhanWhole Time Director Managing DirectorDIN 07835068 DIN 07639422

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

VII PENALTIES PUNISHMENT COMPOUNDING OF OFFENCES

Type Section of the Brief Detail of Authority [RDNCLT] Appeal made if anyCompanies Description Penalty Punishment Court] (give Details)

Act Compoundingfees imposed

A COMPANYPenaltyPunishment NOT ANYCompoundingB DIRECTORSPenaltyPunishment NOT ANYCompoundingC OTHER OFFICERS IN DEFAULTPenaltyPunishment NOT ANYCompounding

Omansh Enterprises Limited Annual Report 2016-2017 29

Annexure III

FORM NO MR-3SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED 31ST MARCH 2017[Pursuant to Section 204(1) of the Companies Act 2013 and Rule No9 of the

Companies (Appointment and Remuneration Personnel) Rules 2014]

ToThe MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034We have conducted the secretarial audit of the compliance of applicable statutoryprovisions and the adherence to good corporate practices by Omansh EnterprisesLimited (CIN L21011DL1974PLC241646) (hereinafter called ldquothe companyrdquo)Secretarial Audit was conducted in a manner that provided us a reasonable basisfor evaluating the corporate conductsstatutory compliances and expressing ouropinion thereonBased on our verification of Omansh Enterprises Limited books papers minutebooks forms and returns filed and other records maintained by the company andalso the information provided by the Company its officers agents and authorizedrepresentatives during the conduct of the Secretarial Audit we hereby report thatin our opinion the Company has during the audit period covering the financialyear ended on March 31 2017 complied with the statutory provisions listedhereunder and also that the Company has proper Board processes and compliancemechanism in place to the extent in the manner and subject to the reportingmade hereinafterWe have examined the books papers minute books forms and returns filedand other records maintained by Omansh Enterprises Limited for the financialyear ended on March 31 2017 according to the provisions of

1 The Companies Act 2013 (the Act) and the rules made thereunder2 The Securities Contracts (Regulation) Act 1956 (lsquoSCRArsquo) and the rules made

thereunder3 The Depositories Act 1996 and the Regulations and Bye-laws framed

thereunder4 Foreign Exchange Management Act 1999 and the rules and regulations made

thereunder to the extent of Foreign Direct Investment Overseas DirectInvestment and External Commercial Borrowings (During the period underreview the Company has not entered into any transaction requiring

Omansh Enterprises Limited Annual Report 2016-2017 30

compliances with the Foreign Exchange Management Act 1999 and therules and regulations made thereunder to the extent of Foreign DirectInvestment Overseas Direct Investment and External CommercialBorrowings)

5 The Securities and Exchange Board of India (Substantial Acquisition of Sharesand Takeovers) Regulations 2011

6 The Securities and Exchange Board of India (Prohibition of Insider Trading)Regulations 2015

7 The Securities and Exchange Board of India (Issue of Capital and DisclosureRequirements) Regulations 2009

8 The Securities and Exchange Board of India (Employee Stock Option Schemeand Employee Stock Purchase Scheme) Guidelines 1999 (During the periodunder review the Company has not entered into any transaction requiringcompliances with the Securities and Exchange Board of India (EmployeeStock Option Scheme and Employee Stock Purchase Scheme)Guidelines 1999)

9 The Securities and Exchange Board of India (Issue and Listing of DebtSecurities) Regulations 2008 (During the period under review theCompany has not entered into any transaction requiring complianceswith the Securities and Exchange Board of India (Issue and Listing ofDebt Securities) Regulations 2008)

10 The Securities and Exchange Board of India (Registrars to an Issue andShare Transfer Agents) Regulations 1993 regarding the Companies Act anddealing with client

11 The Securities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009)

12 The Securities and Exchange Board of India (Buyback of Securities)Regulations 1998 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Buyback of Securities)Regulations 1998)

OTHER APPLICABLE LAWS

With respect to the compliance system prevailing in the Company and onexamination of the relevant documents and records in pursuance thereof on testcheck basis the Company has complied with the following laws applicable to theCompany

Omansh Enterprises Limited Annual Report 2016-2017 31

1 Indian Contract Act 18722 Income Tax Act 1961 to the extent of Tax Deducted at Source under various

Section and TDS Returns filed3 Indirect Tax Laws relating to collections deductions wherever applicable

payments made and returns filedWe have also examined compliance with the applicable clauses of thefollowing

1 Secretarial Standards issued by The Institute of Company Secretaries of India2 The Listing Agreements entered into by the Company with BSE Ltd pursuant

to SEBI (Listing Obligation and Disclosure Requirement) Regulations 2015During the period under review the Company has complied with the provisions ofthe Act Rules Regulations Guidelines Standards etc mentioned aboveWe further report that

The Board of Directors of the Company is duly constituted with proper balance ofExecutive Directors Non-Executive Directors and Independent Directors Thechanges in the composition of the Board of Directors that took place during theperiod under review were carried out in compliance with the provisions of the ActAdequate notice is given to all directors to schedule the Board Meetings agendaand detailed notes on agenda were sent at least seven days in advance and asystem exists for seeking and obtaining further information and clarifications onthe agenda items before the meeting and for meaningful participation at themeetingMajority decision is carried unanimously however the dissenting membersrsquo viewsif any are captured and recorded as part of the minutesWe further report that there are adequate systems and processes in the companycommensurate with the size and operations of the company to monitor and ensurecompliance with applicable laws rules regulations and guidelinesWe further report that during the audit period

1 During the financial year ended March 31 2017 the Company has notappointed Company Secretary (CS) and Chief Financial Officer (CFO) on theBoard of the Company in compliance with Section 203 of the Companies Act2013 however the Company has appointed CS and CFO wef May 292017 and September 4 2017 respectively

2 The Company has not appointed an Internal Auditor in compliance withprovision of Section 138 of Companies Act 2013

3 There were instances of delay in filing the Forms as required to be filed withRegistrar of Companies Delhi and the Company has paid additional fees forthe same

Note This report is to be read with our letter of even date which annexed asAnnexure A and forms an integral part of this report

Omansh Enterprises Limited Annual Report 2016-2017 32

Annexure A to the Secretarial Audit Report

The MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034

1 We have not verified the correctness and appropriateness of financial recordsand Books of Accounts of the Company

2 Where ever required we have obtained the Management representation aboutthe compliance of laws rules and regulations and happening of events etc

3 The compliance of the provisions of Corporate and other applicable lawsrules regulations standards is the responsibility of management Ourexamination was limited to the verification of procedures on the random testbasis

4 We have followed the audit practices and processes as were appropriate toobtain reasonable assurance about the correctness of the contents of thesecretarial records The verification was done on the random test basis toensure that correct facts are reflected in secretarial records We believe thatthe processes and practices we followed provide a reasonable basis for ouropinion

5 The Secretarial Audit report is neither an assurance as to the future viabilityof the company nor of the efficacy or effectiveness with which the managementhas conducted the affairs of the Company

For Amit R Dadheech amp Associates

Amit R DadheechM No 22889 CP No 8952Mumbai September 4 2017

MANAGEMENT DISCUSSION AND ANALYSIS

Your Directors are pleased to present the Management Discussion and AnalysisReports for the year ended March 31 2017 as underbull Overview

The Indian textile industry is one the largest and oldest sectors in the country andamong the most important in the economy in terms of output investment andemployment The sector employs nearly 45 million people directly and it is one ofthe largest sources of employment generation in the country The textile industrycontributes to 10 of manufacturing production 2 of Indiarsquos GDP and to 13 ofthe countryrsquos export earnings With direct linkages to the rural economy and theagriculture sector it has been estimated that one of every six households in thecountry depends on this sector either directly or indirectly for its livelihoodbull Industry Structure

Raw material costs have been increasing globally coupled with a shortage ofskilled workers While a shift is taking place of textiles industries from China andBangladesh to India the industrial climate in India has also become adverse dueto regular increases in input costs Any further appreciation of the Rupee willadversely affect exports from India Though the spinning industry has faredsomewhat better those with a presence in weaving processing or even compositebusinesses are facing the heat due to increases in input cost without being ableto pass on such higher costs to customers as the market is simply unable toabsorb the samebull Opportunities and Threat

There is good scope for growth for the textile industry as Indiarsquos share in theglobal trade in textiles is weak compared to other countries The free tradeenvironment is a great opportunity for the Indian textile industry to increase itsshare in the global market Chinese exports are slowing down on account of variousfactors inclusive of increase in domestic demand and rising costs This is a goodopportunity of which our textile industry should make use but smaller countrieslike Bangladesh Sri Lanka Pakistan Turkey and Vietnam etc are becomingformidable challengersLack of uninterrupted power increased power costs higher transaction costshigh cost of labour is hindering the progress However we are making all outefforts to cope with all these challenges by continuous efforts at cost reductionprocess improvements diversification of products and improving productivity byimproving efficienciesbull Business operations

The Company is engaged in the business of Textile industry During the yearunder review the industry faced various challenges due to global and economicslowdown and increasing rates of interest rates But looking at the huge potentialin India for Textile the company is hopeful of reenter into this sector The growthin the sector is very good and Management expects better results in forth comingyearOmansh Enterprises Limited Annual Report 2016-2017 33

bull Outlook

In light of the new and vibrant management of the company and steady growth inthe operations of the company and looking at the huge demand for residential aswell as commercial space in Delhi the company is hopeful of its upwardperformance the future growth for the benefit of its stakeholders at largebull Internal control System

The company has an effective internal control environment which ensures thatoperation are managed efficiently and effectively assets are safeguardedregulatory are complied with and transactions are recorded after appropriateauthorization The Company has an adequate internal control systemcommensurate with the size of the company and the nature of its business whichensures that functioning of the Company is managed efficiently and effectivelyassets are safeguarded regulatory compliances are complied with and transactionsare recorded after appropriate authorizationbull Human relations

Human resources have always been most valuable assets for Omansh EnterprisesLimited During the year the company has once again gained the confidence of itsHuman Resource as well and company constantly seeks to attract and retain thebest available talent Human resources management incorporates a process drivenapproach that invest regularly in the extensive training programs The Companycontinued to enjoy healthy industrial relations during the yearbull Forward Looking and Cautionary Statements

Management Discussion and Analysis contains forward-looking statementsconcerning the Companyrsquos future plans strategies and performance Theseforward-looking statements are not historical facts rather they representassumptions and beliefs based on economic financial and competitive datacurrently available Furthermore they are subject to a number of risks anduncertainties that without limitation relate to economic conditions fiercecompetition in the information service industry customer demand tax rulesregulations and other factors Readers of this annual report are cautioned not toplace undue reliance on these forward-looking statements The Company thereforewishes to caution readers that actual results may differ materially

On behalf of Board of Directorsof Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanManaging Director Wholetime DirectorDIN 07639422 DIN 07835068

DateSeptember 4 2017Place New Delhi

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 34

Independent Auditorrsquos Report

To the Members of Omansh Enterprises Limited

Report on the Financial Statements

We have audited the accompanying standalone financial statements of OmanshEnterprises Limited (ldquothe Companyrdquo) which comprise the Balance Sheet as atMarch 31 2017 the Statement of Profit and Loss and Cash Flow Statement for theyear then ended and a summary of significant accounting policies and otherexplanatory information

Managementrsquos Responsibility for the Financial Statements

The Companyrsquos Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 (ldquothe Actrdquo) with respect to the preparation ofthese standalone financial statements that give a true and fair view of the financialposition financial performance and cash flows of the Company in accordancewith accounting principles generally accepted in India including the AccountingStandards specified under section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014 and the Companies (Accounting Standards) AmendmentRules 2016 This responsibility includes maintenance of adequate accountingrecords in accordance with the provisions of the Act for safeguarding of the assetsof the Company and for preventing and detecting frauds and other irregularitiesselection and application of appropriate accounting policies making judgmentsand estimates that are reasonable and prudent and the design implementationand maintenance of adequate internal financial control that were operatingeffectively for ensuring the accuracy and completeness of the accounting recordsrelevant to the preparation and presentation of the financial statements that givea true and fair view and are free from material misstatement whether due to fraudor error

Auditorrsquos Responsibility

Our responsibility is to express an opinion on these standalone financial statementsbased on our audit We have taken into account the provisions of the Act theaccounting and auditing standards and matters which are required to be includedin the audit report under the provisions of the Act and the Rules made thereunderWe conducted our audit in accordance with the Standards on Auditing issued bythe Institute of Chartered Accountants of India as specified under Section 143(10)of the Act Those Standards require that we comply with ethical requirements andplan and perform the audit to obtain reasonable assurance about whether thefinancial statements are free from material misstatement

An audit involves performing procedures to obtain audit evidence about theamounts and disclosures in the financial statements The procedures selecteddepend on the auditorrsquos judgment including the assessment of the risks of materialmisstatement of the financial statements whether due to fraud or error In making

Omansh Enterprises Limited Annual Report 2016-2017 35

those risk assessments the auditor considers internal financial control relevantto the Companyrsquos preparation of the financial statements that give a true and fairview in order to design audit procedures that are appropriate in the circumstancesAn audit also includes evaluating the appropriateness of accounting policies usedand the reasonableness of the accounting estimates made by the CompanyrsquosDirectors as well as evaluating the overall presentation of the financial statementsWe believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the standalone financial statements

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the standalone financial statements give the information required bythe Act in the manner so required and give a true and fair view in conformity withthe accounting principles generally accepted in India of the state of affairs of theCompany as at 31st March 2017 its profit and its cash flows for the year endedon that date

Report on Other Legal and Regulatory Requirements

1 As required by the Companies (Auditorrsquos report) Order 2016 (ldquothe Orderrdquo)issued by the Central Government of India in terms of sub-section (11) ofSection 143 of the Act we give in the Annexure 1 a statement on the mattersspecified 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 whichto the best of our knowledge and belief were necessary for the purposeof our audit

b) In our opinion proper books of account as required by law have beenkept by the Company so far as it appears from our examination of thosebooks

c) The Balance Sheet Statement of Profit and Loss and Cash FlowStatement dealt with by this Report are in agreement with the books ofaccount

d) In our opinion the aforesaid standalone financial statements comply withthe Accounting Standards specified under Section 133 of the Act readwith Rule 7 of the Companies (Accounts) Rules 2014 and the Companies(Accounting Standards) Amendment Rules 2016

e) On the basis of written representations received from the directors as on31st March 2017 and taken on record by the Board of Directors none ofthe directors is disqualified as on 31st March 2017 from being appointedas a director in terms of Section 164(2) of the Act

Omansh Enterprises Limited Annual Report 2016-2017 36

f) With respect to the adequacy of the internal financial controls overfinancial reporting of the Company and the operating effectiveness ofsuch controls refer to our separate Report in ldquoAnnexure 2rdquo to this report

g) With respect to the other matters to be included in the Auditorrsquos Reportin accordance with Rule 11 of the Companies (Audit and Auditors) Rules2014 in our opinion and to the best of our information and according tothe explanations given to us

i The Company does not have any pending litigations which wouldimpact its financial position

ii The Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeablelosses

iii There has not been an occasion in which the company during theyear under report to transfer any sum to the Investor Education andProtection Fund Hence the question of delay in transferring suchsum does not arise

iv The Company has provided requisite disclosures in Note No 27 tothese standalone financial statements as to the holding of SpecifiedBank Notes on November 8 2016 to December 30 2016 as well asdealings in Specified Bank Notes during the period from November8 2016 to December 30 2016 Based on our audit procedures andrelying on the management representation regarding the holdingand nature of cash transactions including Specified Bank Noteswe report that these disclosures are in accordance with the books ofaccounts maintained by the Company and as produced to us by theManagement

For Satyendra Mrinal amp AssociatesChartered Accountants

Firm Registration Number 017068N

SK JainPartner

Membership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 37

Annexure 1 referred to in paragraph 1 under the heading ldquoReport on OtherLegal and Regulatory Requirementsrdquo of our Report of even date

(i) (a) The Company has maintained proper records showing fullparticulars including quantitative details and situation of fixedassets

(b) All fixed assets have been physically verified by the managementat regular intervals as informed to us no material discrepancieswere noticed on such verification

(c) According to the information and explanations given by themanagement the Company has not acquired any immovableproperty during the year under audit no comments under thesub-clause are required

(ii) The Company does not have any inventory and accordingly therequirements under paragraph 3(ii) of the Order are not applicable to theCompany

(iii) According to the information and explanation given to us the Companyhas not granted any loans secured or unsecured to companies firmsLimited Liability Partnerships or other parties covered in the registermaintained under Section 189 of the Act and hence clause 3(iii)(a) (b)and (c) of the Order are not applicable to the Company and hence notcommented upon

(iv) In our opinion and according to the information and explanations givento us there are no loans investments guarantees and securities grantedin respect of which provisions of Section 185 and 186 of the Act areapplicable and hence not commented upon

(v) The Company has not accepted any deposits within the meaning ofSections 73 to 76 of the Act and the Companies (Acceptance of Deposits)Rules 2014 (as amended) Accordingly the provisions of clause 3(v) ofthe Order are not applicable

(vi) To the best of our knowledge and as explained the Central Governmenthas not specified the maintenance of cost records under Section 148(1)of the Act for the productsservices of the Company

(vii) (a) According to the information and explanations given to us andbased on the records of the company examined by us thecompany is regular in depositing the undisputed statutory duesincluding income-tax and other statutory dues as applicablewith the appropriate authorities in India

(b) According to the information and explanations given to us andbased on the records of the company examined by us thereare no dues of Income tax which have not been deposited onaccount of any disputes However the remaining taxes specifiedunder the said sub-clause are not applicable to the company

Omansh Enterprises Limited Annual Report 2016-2017 38

(viii) In our opinion and according to the information and explanations givenby the management the Company has not availed of any loans from anyfinancial institution bank or government and not issued any debentures

(ix) In our opinion and according to the information and explanations givenby the management the Company has not raised any money by way ofinitial public offer or further public offer (including debt instruments) andthe company has not raisedtaken any term loan

(x) Based upon the audit procedures performed for the purpose of reportingthe true and fair view of the financial statements and according to theinformation and explanations given by the management we report thatno fraud by the company or no fraud on the company by the officers andemployees of the Company has been noticed or reported during the year

(xi) According to the information and explanations given by the managementthe company has complied with the provisions of Section 197 read withSchedule V of the Companies Act 2013

(xii) In our opinion the Company is not a nidhi company Therefore theprovisions of clause 3(xii) of the order are not applicable to the Companyand hence not commented upon

(xiii) According to the information and explanations given by the managementthere were no transactions with the related parties during the year hencenot commented upon

(xiv) According to the information and explanations given to us and on anoverall examination of the Balance Sheet the Company has not madeany preferential allotment or private placement of shares or fully or partlyconvertible debentures during the year under review and hence reportingrequirements under clause 3(xiv) are not applicable to the Company andnot commented upon

(xv) According to the information and explanations given by the managementthe Company has not entered into any non-cash transactions with thedirectors or persons connected with him as referred to in Section 192 ofCompanies Act 2013

(xvi) According to the information and explanations given to us the provisionsof Section 45-IA of the Reserve Bank of India Act 1934 are not applicableto the Company

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 39

ANNEXURE 2 TO THE INDEPENDENT AUDITORrsquoS REPORT OF EVEN DATEON THE STANDALONE FINANCIAL STATEMENTS OF OMANSHENTERPRISES LIMITED

Report on the Internal Financial Controls under Clause (i) of Sub-section 3of Section 143 of the Companies Act 2013 (ldquothe Actrdquo)

To the Members of Omansh Enterprises Limited

We have audited the internal financial controls over financial reporting of OmanshEnterprises Limited (ldquothe Companyrdquo) as of 31st March 2017 in conjunction withour audit of the standalone financial statements of the Company for the year endedon that date

Managementrsquos Responsibility for Internal Financial Controls

The Companyrsquos Management is responsible for establishing and maintaininginternal financial controls based on the internal control over financial reportingcriteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial ControlsOver Financial Reporting issued by the Institute of Chartered Accountants of IndiaThese responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuringthe orderly and efficient conduct of its business including adherence to theCompanyrsquos policies the safeguarding of its assets the prevention and detectionof frauds and errors the accuracy and completeness of the accounting recordsand the timely preparation of reliable financial information as required under theCompanies Act 2013 (lsquothe Actrsquo)

Auditorrsquos Responsibility

Our responsibility is to express an opinion on the Companyrsquos internal financialcontrols over financial reporting based on our audit We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting (the ldquoGuidance Noterdquo) and the Standards on Auditing asspecified under section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls both applicable to an audit of Internal Financial Controlsand both issued by the Institute of Chartered Accountants of India ThoseStandards and the Guidance Note require that we comply with ethical requirementsand plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects

Our audit involves performing procedures to obtain audit evidence about theadequacy of the internal financial controls system over financial reporting andtheir operating effectiveness Our audit of internal financial controls over financialreporting included obtaining an understanding of internal financial controls overfinancial reporting assessing the risk that a material weakness exists and testing

Omansh Enterprises Limited Annual Report 2016-2017 40

and evaluating the design and operating effectiveness of internal control basedon the assessed risk The procedures selected depend on the auditorrsquos judgementincluding the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error

We believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the internal financial controls systemover financial reporting

Meaning of Internal Financial Controls Over Financial Reporting

A companyrsquos internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles A companyrsquos internal financialcontrol over financial reporting includes those policies and procedures that (1)pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company (2)provide reasonable assurance that transactions are recorded as necessary topermit preparation of financial statements in accordance with generally acceptedaccounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorisations of management and directorsof the company and (3) provide reasonable assurance regarding prevention ortimely detection of unauthorised acquisition use or disposition of the companyrsquosassets 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 financialreporting including the possibility of collusion or improper management overrideof controls material misstatements due to error or fraud may occur and not bedetected Also projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes inconditions or that the degree of compliance with the policies or procedures maydeteriorate

Omansh Enterprises Limited Annual Report 2016-2017 41

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at 31st March 2017 basedon the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls Over Financial Reporting issued bythe Institute of Chartered Accountants of India

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 42

Amount in Particulars Note As At As At

No 31032017 31032016

OMANSH ENTERPRISES LIMITEDRegd off SHOP NO QD-37 DDA MARKET PITAMPURA NEW DELHI-110034

BALANCE SHEET AS AT 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I EQUITY AND LIABILITIES(1) Shareholderrsquos Funds

(a) Share Capital 2 3550000000 3550000000(b) Reserves and Surplus 3 90954266 68038074(c) Money received against share warrants - 3640954266 - 3618038074

(2) Share application money pending allotment - -(3) Non-Current Liabilities

(a) Long-term borrowings - -(b) Deferred tax liabilities (Net) 121300 -(c) Other Long term liabilities - -(d) Long term provisions - 121300 - -

(4) Current Liabilities(a) Short-term borrowings - -(b) Trade payables 4 2658855175 2385034725(c) Other current liabilities 5 13400000 31328100(d) Short-term provisions - 2672255175 - 2416362825

Total 6313330741 6034400899II ASSETS(1) Non-current assets

(a) Fixed assets (i) Tangible assets 6 2888600 4902500 (ii) Intangible assets - - (iii) Capital work-in-progress - - (iv) Intangible assets under development - -(b) Non-current investments 7 801500000 801500000(c) Deferred tax assets (net) - 413300(d) Long term loans and advances 8 910000000 1232160100(e) Other non-current assets - 1714388600 - 2038975900

(2) Current assets(a) Current investments - -(b) Inventories - -(c) Trade receivables 9 4311808246 3931054446(d) Cash and cash equivalents 10 262853595 19436253(e) Short-term loans and advances 11 10054300 16482300(f) Other current assets 12 14226000 4598942141 28452000 3995424999

Total 6313330741 6034400899Significant Accounting PoliciesNotes on financial Statements 1-27

Omansh Enterprises Limited Annual Report 2016-2017 43

Amount in

Particulars Note 2016-17 2015-16No

OMANSH ENTERPRISES LIMITED

STATEMENT OF PROFIT amp LOSS FOR THE YEAR ENDED 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I Revenue from operations 20 1735111517 2138004325II Other Income 21 598242 165707300III Total Revenue I+II 1735709759 2303711625IV Expenses

Purchase of Stock-in-Trade (Net of Return) 1556101986 2019177290Changes in inventories of finished goods work-in-progress and Stock-in-Trade - -Employee benefit expense 22 38500000 92100000Financial costs 23 - 371112Depreciation and amortization expense 24 16239900 22358900Other expenses 25 91717081 130240960

IV Total Expenses 1702558967 2264248262V Profit before exceptional and extraordinary items and tax III-IV 33150792 39463363VI Exceptional Items - -VII Profit before extraordinary items and tax V-VI 33150792 39463363VIII Extraordinary Items - -IX Profit before tax VII-VIII 33150792 39463363X Tax expense

(1) Current tax 9700000 11638100(2) Deferred tax 534600 27512500

XI Profit(Loss) from the perid from continuing operations IX-X 22916192 312763XII Profit(Loss) from discontinuing operations - -XIII Tax expense of discounting operations - -XIV Profit(Loss) from Discontinuing operations XII-XIII - -XV Profit(Loss) for the period XI+XIV 22916192 312763XVI Earning per equity share 26

(1) Basic 001 000(2) Diluted 001 000

Omansh Enterprises Limited Annual Report 2016-2017 44

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2017(Amount in )

Particulars 2016-17 2015-16A Cash Flow from Operating Activities

Profit(Loss) before Taxation 331508 394634Adjustments for Depreciation 20139 81329Preliminary expenses 142260 142260Loss (Profit) on Sale of assets - -Finance cost - 3711Interest Income - -Operating Profit(Loss) before Working Capital Changes 493907 621934Adjustments for Trade and Other Receivables (3807538) 198975Inventories - -Loans and Advances 3285881 (4365027)Trade and Other Payables 2558924 859666Provisions - -Other current Assets - 6837Cash Generated from Operations 2531173 (2677615)Direct Tax Paid (97000) (116381)Net Cash generated from Operating Activities 2434173 (2793996)

B Cash Flow from Investing ActivitiesPurchase of Fixed Assets - -Sale of assets - -Investments - -Interest Income - -Net Cash used in Investing Activities - -

C Cash Flow from Financing ActivitiesProceeds of Borrowings - -Finance cost - (3711)Net Cash generated from in Financing Activities - (3711)Net Increase(Decrease) in Cash and Cash Equivalents (A+B+C) 2434173 (2797708)Cash and Cash Equivalents Opening 194362 2992070Cash and Cash Equivalents Closing 2628536 194362

Notes1 The above Cash Flow Statement has been prepared under the indirect method as set out in the Accounting Standard on Cash Flow Statement

(AS-3)2 Figures in Brackets indicate Cash Outflow3 Previous Year rsquos figures have been recast regrouped and restated where ever necessary

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 45

Notes Forming Part of Financial Statements

NOTE 1

A CORPORATE INFORMATION

The company is engaged in the business of trading in ClothClothingFabric in India the disclosure requirements of AccountingStandard-17 Segment Reporting are not applicable

B SIGNIFICANT ACCOUNTING POLICIES

I BASIS OF PREPARATION

The accompanying financial statements have been prepared andpresented as a going concern under historical cost convention onthe accrual basis of accounting unless otherwise stated inaccordance with the generally accepted accounting principles inIndia (Indian GAAP) and comply with the Accounting Standardsspecified under Section 133 of the Companies Act 2013 (The Act)read with paragraph 7 of the Companies (Accounts) Rules 2014and relevant provisions of the Companies Act 2013

The accounting policies have been consistently applied by theCompany and are consistent with those used in the previous year

All assets and liabilities have been classified as current or non-current as per the Companyrsquos normal operating cycle and othercriteria set out in the Schedule III of the Companies Act 2013Based on the nature of products and the time between theacquisition of assets for processing and their realisation in cashand cash equivalents the Company has ascertained its operatingcycle as up to twelve months for the purpose of currentnon-currentclassification of assets and liabilities

II USE OF ESTIMATES

The preparation of financial statements in conformity with IndianGAAP requires the management to make judgements estimatesand assumptions that affect the reported amounts of revenuesexpenses assets and liabilities and disclosure of contingentliabilities at the end of the reporting period Although these

Omansh Enterprises Limited Annual Report 2016-2017 46

estimates are based on the managementrsquos best knowledge ofcurrent events and actions uncertainty about these assumptionsand estimates could result in the outcomes requiring a materialadjustment to the carrying amounts of assets or liabilities in futureperiods

Significant estimates used by the management in the preparationof these financial statements include the useful life of fixed assetsand intangible assets and provisions for doubtful debtsadvancesDifference if any between the actual results and estimates arerecognized in the period in which the results are knownmaterialized

III FIXED ASSETS AND DEPRECIATION

Fixed assets are recorded at cost of acquisition and installationincluding freight duties levies less accumulated depreciation Costof acquisition includes rates taxes and any other directlyattributable cost for bringing the asset to its working condition forintended use

Depreciation on Tangible Fixed Assets is provided on Written DownValue method using the rates arrived at based on the useful livesas specified in the Schedule II of the Companies Act 2013 orestimated by the management The Company has used thefollowing useful life to provide depreciation on its fixed assets

Omansh Enterprises Limited Annual Report 2016-2017 47

(a) Assets where useful life is same as Schedule II

Assets Useful Life as Prescribedby Schedule II of theCompanies Act 2013

Factory Building 30 years

Plant amp Machinery (other thancontinuous process plant notcovered under specific industries) 15 years

Furniture amp Fittings 10 years

Motor Cycles scooters and other mopeds 10 years

Vehicles (Motor Cars) 8 years

Office Equipments 5 years

Computer printers amp data processing units 3 years

Electrical Installations 10 years

(b) Assets where useful life differ from Schedule II

Fixed Assets individually costing less than Rupees five thousandare fully depreciated in the year of purchase

(c) Depreciation

Depreciation on the Fixed Assets addeddisposed offdiscardedduring the year is provided on pro-rata basis with reference to thedate of additiondisposaldiscarding and in the case of capitalisationof any asset depreciation is charged from the date the same isreadyput to use to the Statement of Profit and Loss

IV INTANGIBLE ASSETS AND AMORTISATION

Intangible Assets are stated at acquisition cost net of accumulatedamortisation and accumulated impairment losses if any Intangibleassets are amortised on a straight-line basis over their estimateduseful lives

Omansh Enterprises Limited Annual Report 2016-2017 48

The Company amortises miscellaneous expenditure representingthe Companyrsquos formation expenses over a period of 5 yearsFurther the cost of Direct Listing of Equity Shares on BSE Limitedhas also been included in the same

V BORROWING COSTS

Borrowing Costs attributable to acquisition and construction ofqualifying assets are capitalised as a part of the cost of such assetsup to the date when such assets are ready for its intended useOther borrowing costs are charged to the Statement of Profit andLoss in the period in which they are incurred

VI FOREIGN CURRENCY TRANSACTIONS

The Company has not dealt with any foreign currency transactionduring the Financial Year

VII INVESTMENTS

Investments which are readily realisable and intended to be heldfor not more than one year from the date on which such investmentsare made are classified as current investments All otherinvestments are classified as long-term investments

Investments are recorded at cost on the date of purchase whichinclude acquisition charges such as brokerage stamp duty taxesetc Current Investments are stated at lower of cost and netrealisable value Long-term investments are stated at cost afterdeducting provisions made if any for other than temporarydiminution in the value

VIII REVENUE RECOGNITION

Revenue is recognised to the extent that it is probable that theeconomic benefits will flow to the Company and can be reliablymeasured

Revenue from sale of products is recognised when the significantrisks and rewards of ownership of the goods have passed to thebuyer Sale of goods are recorded net of trade discounts rebatesSales Tax Value Added Tax and gross of Excise Duty

Omansh Enterprises Limited Annual Report 2016-2017 49

Interest income is recognized on a time proportion basis takinginto account the amount outstanding and the rate applicable

Dividend income on investments is accounted for on receipt of thesame

All expenses and income to the extent considered payable andreceivable respectively unless specifically stated be otherwise areaccounted for on mercantile basis

IX RETIREMENT AND OTHER EMPLOYEE BENEFITS

(a) Provident Fund

Provision of Provident Fund is not applicable to theCompany

(b) Gratuity

No provision for gratuity has been made as there is noamount due towards Gratuity payable

(c) Compensated Leaves

Unutilized leave of staff lapses as at the year end and isnot encashable Accordingly no provision is made forcompensated Leaves

X TAXATION

Tax expense comprises of current and deferred tax

Current Tax

Provision for current tax is made after taking into considerationbenefits admissible under the provisions of the Income-tax Act1961 Minimum Alternative Tax (MAT) credit is recognized wherethere is convincing evidence that the same can be utilized in future

Current tax assets and current tax liabilities are offset when thereis a legally enforceable right to set off the recognized amounts andthere is an intention to settle the asset and the liability on a netbasis

Omansh Enterprises Limited Annual Report 2016-2017 50

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 16: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

Chauhan was appointed as the Whole Time Director wef 29th May 2017 andMs Seema Khan (DIN 07639422) had also been appointed as the ManagingDirector of the Company for a period of three years wef 9th December 2016And after her appointment Ms Reena Sharma (DIN06883803) stepped downfrom post of the Managing DirectorMr Gaurav Mutreja resigned as the Director of the Company wef 29th May 2017and Mr Vidya Sagar Bhatia resigned from Directorship of the Company on 29th

June 2017 Further Mr Radhey Shayam resigned from the Directorship of theCompany on 4th September 2017Mrs Fatima Makdum Matikub and Mrs Preeti Pralhad Soni were appointed asthe Additional Directors on the Board of the Company only on 4th September 2017in the Category of the Independent Director and your directors recommend theirappointment in the forthcoming AGMIn accordance with the provisions of Section 167(1)(b) of Companies Act 2013Mr Divesh Kumar Bajaj vacated his office of Independent wef 11th August 2017as he had not attended any Board Meeting since 12th August 2016Mr Praveen Kumar had also resigned from the position of Company Secretaryand CFO of the Company wef 24th May 2016 and Mr Remo John was appointedas the Company Secretary and Compliance Officer wef 29th May 2017

(b) Retirement by rotation

In accordance with the provisions of Section 152(6) of the Act and the Articles ofAssociation of the Company Mrs Reena Sharma (DIN06883803) and Mrs SeemaKhan (DIN07639422) will retire by rotation at the ensuing Annual General Meeting(lsquoAGMrsquo) of the Company and being eligible offers themselves for re-appointmentYour Board has recommended their re-appointment

(c) Declaration of Independence by the Independent Directors

The Independent Directors of your Company have confirmed that they meet withthe criteria of Independence as prescribed under Section 149(6) of the Act readwith Rule 5 of the Companies (Appointment and Qualification of Directors) Rules2014Framework for Familiarization Programme for the Independent Directors and thedetails of Familiarization Programme imparted to Independent Directors is madeavailable on the website of the Company

(d) Attributes qualifications and appointment of Directors

The Nomination and Remuneration Committee has adopted the attributes andqualifications as provided in Section 149(6) of the Act and Rule 5 of the Companies(Appointment and Qualification of Directors) Rules 2014 in respect of IndependentDirectors The Committee has also adopted the same attributes and qualificationsto the extent applicable in respect of Non-Independent DirectorsAll the Non-Executive Directors of the Company fulfil the fit and proper criteria forappointment as Directors Further all Directors of the Company other thanIndependent Directors are liable to retire by rotation One-third of the Directorswho are liable to retire by rotation retire every year and are eligible for re-election

Omansh Enterprises Limited Annual Report 2016-2017 13

(e) Remuneration Policy

The Board on the recommendation of the Nomination and RemunerationCommittee approved the Remuneration Policy for the Directors Key ManagerialPersonnel and other employees of the Company a copy of which is enclosed asAnnexure I to this Report

(f) Board Evaluation

The Board carried out annual performance evaluation of its own performance andthat of the individual Directors as also functioning of the Board Committees asrequired in terms of Section 134(3)(p) of the Act The performance evaluation ofthe Board and individual Directors was based on criteria approved by theNomination and Remuneration Committee The Directors expressed theirsatisfaction with the overall evaluation process

4 NUMBER OF BOARD MEETINGS

During the year ended 31st March 2017 5 (Five) meetings of the Board were heldon 11th May 2016 12th August 2016 11th November 2016 9th December 2016 and11th February 2017

5 BOARD COMMITTEES

Presently the Company has three Board Committees with the following members

Audit Committee Ms Fatima Makdum Matikub ChairpersonMr Manoj Chauhan MemberMs Priti Pralhad Soni Member

Nomination and Ms Priti Pralhad Soni ChairpersonRemuneration Committee Mr Manoj Chauhan Member

Ms Fatima Makdum Matikub MemberStakeholders Relationship Committee Mr Manoj Chauhan Chairman

Ms Fatima Makdum Matikub MemberMs Priti Pralhad Soni Member

6 DIRECTORSrsquo RESPONSIBILITY STATEMENT

As required under Section 134(5) of the Act your Directors confirm having -i) followed in the preparation of the Annual Accounts the applicable

Accounting Standards with proper explanation relating to materialdepartures if any

ii) selected such accounting policies and applied them consistently andmade judgments and estimates that are reasonable and prudent so asto give a true and fair view of the state of affairs of the Company at theend of the financial year and of the profit of the Company for that period

iii) taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of the Act forsafeguarding the assets of your Company and for preventing anddetecting fraud and other irregularities

Omansh Enterprises Limited Annual Report 2016-2017 14

iv) prepared the Annual Accounts on a going concern basis andv) proper systems have been devised to ensure compliance with the

provisions of all applicable laws and such systems are adequate andoperating effectively

vi) having laid down the internal financial controls to be followed by theCompany and such internal financial controls are adequate and operatingeffectively

7 SUBSIDIARIES ASSOCIATES AND JOINT VENTURES

The Company does not have any subsidiary associate or joint venture8 LISTING INFORMATION

The Equity Shares of the Company are presently listed only at BSE Ltd Thelisting fee for the Financial Year 2017-18 is paid

9 DEMATERIALIZATION OF SHARES

The securities of the Company are admitted with NSDL and CDSL the ISINallotted to the Company is INE378P01028

10 REPORT ON CORPORATE GOVERNANCE

In terms of Regulation 15(2) of SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 the provision of Regulation 27 of the SEBI(Listing Obligations and Disclosure Requirements) Regulations 2015 are notapplicable to the Company since the paid up capital of the Company is belowRs 10 crores and also the net worth of the Company is below Rs 25 CroresThus the Company is not required to attach the Corporate Governance reportwith the Report of the Board of Directors

11 CORPORATE SOCIAL RESPONSIBILITY

During the financial year 2016-17 the Net Worth of the Company was Rs3640954266 Turnover of the Company was Rs 1735111517 and Netprofit of the Company was Rs 22916100 therefore provisions of Section135(1) of the Companies Act 2013 are not applicable

12 PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES

The Company provides a gender friendly workplace during the year underreview there were no cases filed pursuant to Sexual Harassment of Womenat Workplace (Prevention Prohibition and Redressal) Act 2013None of the employees of your Company is covered under the provisions ofRule 5(2) of the Companies (Appointment and Remuneration of ManagerialPersonnel) Rules 2014

13 RISK MANAGEMENT

The Board has approved the Risk Management Policy of the Company TheCompanyrsquos risk management framework is designed to address risks intrinsicto operations financials and compliances arising out of the overall strategy

Omansh Enterprises Limited Annual Report 2016-2017 15

of the Company The Company manages monitors and reports on the principalrisks and uncertainties that can impact its ability to achieve it objectives Theresponsibility for management of risks vests with the Managers officersresponsible for the day-to-day conduct of the affairs of the Company Riskfocused audits are carried out periodically by the Internal Auditors whichlead to identification of areas where risk management processes need to bestrengthened Annual update is provided to the Board on the effectiveness ofthe Companyrsquos risk management systems and policies

14 INTERNAL FINANCIAL CONTROLS amp INTERNAL AUDIT

The Company has adequate internal financial controls with respect to thefinancial statements commensurate with the size and scale of the operationsof the Company During the year such controls were tested and no reportablematerial weakness in operation has been observed Internal audit of theCompany has been carried out during the year The Audit Committee reviewsthe internal audit findings provides guidance on internal controls and ensuresthat the internal audit recommendations are implemented

15 PARTICULARS OF LOANS GUARANTEES AND INVESTMENTS

Particulars of loans given investments made guarantees given and securitiesprovided along with the purpose for which the loan or guarantee or security isproposed to be utilized by the recipient are provided in the FinancialStatements

16 RELATED PARTY TRANSACTIONS

During the year ended on 31st March 2017 the Company has not entered intoany contract arrangement transaction with related parties which could beconsidered as material in accordance with the policy of the Company onmateriality of related party transactionsThe Policy on materiality of related party transactions and dealing with relateddealing with related party transactions as approved by the Board is availableon the website of the Company at weblink httpwwwomanshenterprisescomwp-contentuploads201508Policy-on-materiality-of-Related-Party-Transactions-and-on-dealing-with-Related-Party-Transactionspdf

17 SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS COURTS TRIBUNALS

During the year under review no significant or material orders were passedby the Regulators Courts Tribunals which would impact the going concernstatus of the Company and its future operations

18 EXTRACT OF ANNUAL RETURN

The details forming part of the extract of the Annual Return in Form MGT-9are provided under Annexure II to this Report

Omansh Enterprises Limited Annual Report 2016-2017 16

19 AUDITORS AND AUDIT REPORT

Ms Satyendra Mrinal amp Associates Chartered Accountants who are thestatutory auditors of the Company hold office till the conclusion of theforthcoming AGM Since their term is expiring at the forthcoming AGM thuspursuant to the provisions of section 139 of the Companies Act 2013 and theRules framed thereunder it is proposed to appoint Ms Rajeev Singh amp CoChartered Accountants as the Statutory Auditors of the Company who havegiven their consent for the same from the conclusion of the 43rd AGM till theconclusion of the 48th AGM of the Company to be held in the year 2022 subjectto ratification of their appointment at every AGM to be held after this AGMThe comments made by the Auditorsrsquo in their Report are self explanatory anddo not call for any further comments The Auditorsrsquo Report does not containany qualification reservation or adverse remark

20 CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION FOREIGNEXCHANGE EARNINGS AND OUTGO

CONSERVATION OF ENERGY

Steps taken on conservation of energy and impact thereof Efforts to conserveelectricity by operating only necessary lights fittings and fixtures were madeduring the financial year 2016-17Steps taken by the company for utilizing alternate sources of energy NILCapital investment on energy conservation equipment NILTECHNOLOGY ABSORPTION

(I) Efforts in brief made towards technology absorption and benefits derivedas a result of the above efforts eg product improvement cost reductionproduct development import substitution etc Nil

(II) In case of imported technology (imported during the last 3 years reckonedfrom the beginning of the financial year) following information may befurnishedA) Details of technology imported - NILB) Year of import ndashNILC) Whether the technology been fully absorbed - NILD) If not fully absorbed areas where absorption has not taken place

and the reasons therefore ndash NILIII) Expenditure incurred on research and development ndash NILFOREIGN EXCHANGE EARNINGS AND OUTGO

There were no foreign exchange earnings or foreign exchange outflow duringthe year

Omansh Enterprises Limited Annual Report 2016-2017 17

21 SECRETARIAL AUDITOR amp SECRETARIAL AUDIT REPORT

In terms of Section 204 of the Companies Act 2013 the Company hasappointed Ms Amit R Dadheech amp Associates Practicing CompanySecretaries as the Secretarial Auditor of the Company for the financial year2016-17 The Secretarial Audit Report given by Ms Amit R Dadheech ampAssociates Practicing Company Secretary is provided under Annexure III tothis ReportThe comments made by the Secretarial Auditor are self explanatory and donot require and further comments The Secretarial Audit Report does notcontain any qualification reservation or adverse remark

22 ESTABLISHMENT OF VIGIL MACHENISM

The Vigil Mechanism Policy of the Company is formulated in terms of section177 (9) of the Companies Act 2013 read with the provisions of the ListingAgreement with the Stock Exchange(s) and thereby also incorporates WhistleBlower Policy That as per the said policy protected disclosures can be madeby the whistle blower to the dedicated e-mail telephone line letter to Chairmanof Audit CommitteeThe Policy on Vigil Mechanism and Whistle Blower Policy as approved by theBoard is available on the website of the Company at web-link httpwwwomanshenterprisescomwp-contentuploads201508Vigil-Mechanism-and-Whistle-Blower-Policypdf

23 ACKNOWLEDGEMENT

Your directors would like to express their sincere appreciation for theassistance and corporation received from the financial institutions banksGovernment authorities customers vendors and members during the yearunder review Your directors also wish to place on record their deep sense ofappreciation for the committed services by the Companyrsquos executives staffand workers

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanDate September 4 2017 Managing Director Wholetime DirectorPlace New Delhi DIN 07639422 DIN 07835068

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 18

Annexure-INOMINATION amp REMUNERATION POLICY

(DIRECTORS KMP amp SENIOR MANAGEMENT)

INTRODUCTION

In pursuance of the Companyrsquos philosophy to consider its employees as itsinvaluable assets to pay equitable remuneration to all Directors Key ManagerialPersonnel (KMP) and employees of the Company to harmonize the aspirationsof human resources consistent with the goals of the Company and in terms of theprovisions of the Companies Act 2013 this policy on nomination and remunerationof Directors Key Managerial Personnel and Senior Management has beenformulated by the Nomination amp Remuneration Committee and approved by theBoard of DirectorsOBJECTIVE

The objective and purpose of the Policy are as given below1 To lay down criteria and terms and conditions with regard to identifying persons

who are qualified to become Directors (Executive and Non-Executive) andpersons who may be appointed in Senior Management and Key Managerialpositions and to determine their remuneration

2 To carry out evaluation of the performance of Directors as well as KeyManagerial and Senior Management Personnel

3 To provide them reward linked directly to their effort performance dedicationand achievement of Organizationrsquos goals as entrusted on them

4 To retain motivate and promote talent and to ensure long term retention oftalented managerial persons and create competitive advantage In the contextof the aforesaid objectives the following policy has been framed andrecommended by the Nomination amp Remuneration Committee and adoptedby the Board of Directors

PART ndash A

POLICY FOR APPOINTMENT AND REMOVAL OF DIRECTOR KMP AND SENIORMANAGEMENTAPPOINTMENT

1 The candidate for a position at Director KMP or Senior Management level ismet by the Managing Director in consultation with the other Directors Theinterview is targeted at assessing the candidate on his her functional ampleadership capabilities and cultural fitment to the organization

2 The MD assesses the shortlisted candidates3 The selected candidatersquos details and the proposed compensation is shared

with the Nomination amp Remuneration Committee for their review andsuggestions The same is shared with the Board at the next board meeting

Omansh Enterprises Limited Annual Report 2016-2017 19

TERM TENURE

The tenure for Directors shall be governed by the terms defined in the CompaniesAct 2013 However the tenure for other KMP and Senior Management Personnelwill be governed by Terms of Appointment in accordance with the RecruitmentPolicy of the CompanyEVALUATION

The performance of the KMP and Senior Management Personnel is evaluated atregular intervals (half yearly yearly) by the Managing Director The performanceevaluation of Independent Directors shall be done by the Board excluding theDirector being evaluated basis the contributions made to the Board deliberationson various matters including business strategy financial strategy operations costand risk management etc and suggestions given in this regardREMOVAL

Due to reasons for any disqualification mentioned in the Companies Act 2013rules made thereunder or under any other applicable Act rules and regulationsthe Managing Director may recommend to the Committee and the Board withreasons recorded in writing removal of a Director subject to the provisions andcompliance of the said Act rules and regulationsFor other KMP or Senior Management Personnel the removal will be governedby the Terms of Appointment in accordance with the Recruitment Policy of theCompany and the subsequent approval of the Managing DirectorRETIREMENT

The Director KMP and Senior Management Personnel shall retire as per theapplicable provisions of the Companies Act 2013 and the prevailing policy of theCompany The Managing Director will have the discretion to retain the DirectorKMP Senior Management Personnel in the same position remuneration orotherwise even after attaining the retirement age for the benefit of the Company

PART ndash B

POLICY RELATING TO EVALUATION AND REMUNERATION OF THE KMP ANDSENIOR MANAGEMENT PERSONNELEVALUATION PROCESS

The three Point Rating scale for performance review of Executive Director KMPand Senior Management is to be followed1 Rating on Basic Job Responsibilities indicating whether the basic job

responsibilities have been met during the year2 Rating on Goals Annual rating on each goal on a five-point scale Weighted

average of the ratings is calculated to arrive at a lsquoWeighted Goal Scorersquo3 Rating on Capabilities Factors The qualitative aspects of the performance is

assessed using the Capabilities Factors by the supervisor on a five-pointscale

Omansh Enterprises Limited Annual Report 2016-2017 20

Based on a holistic view of the Three Point Rating the supervisor provides anoverall Rating This rating is reviewed by the Managing Director along with theimmediate reporting officer who does a Qualitative review of the performancebased on the efforts put in by the employee results achieved and impact of theexternal and internal factors to arrive at a lsquoFinal Annual RatingrsquoThe revision in the total remuneration is directly linked to the lsquoFinal Annual Ratingrsquofor all employees1 The remuneration compensation commission etc to the KMP and Senior

Management Personnel will be determined by the Managing Director inconsultation with other Directors (except the Independent Directors) inaccordance with the Recruitment Policy of the Company which is based uponthe Final Annual Rating employee potential and market benchmarkcompensation The revised remuneration is shared with the Nomination ampRemuneration Committee for review

2 The remuneration compensation commission etc shall be subject to theprior post approval of the shareholders of the Company and CentralGovernment wherever required

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanDate September 4 2017 Managing Director Wholetime DirectorPlace New Delhi DIN 07639422 DIN 07835068

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 21

Omansh Enterprises Limited Annual Report 2016-2017 22

lsquoAnnexure-IIrsquoForm No MGT-9

EXTRACT OF ANNUAL RETURNAs on the financial year ended on 31032017

[Pursuant to Section 92(3) of the Companies Act 2013 and rule 12(1)of the Companies (Management and Administration) Rules 2014]

I REGISTRATION AND OTHER DETAILS

i) CIN L21011DL1974PLC241646ii) Registration Date 20031974iii) Name of the Company OMANSH ENTERPRISES LIMITEDiv) Category Sub-Category of the Company Public Company Limited by Shares amp Having Share Capitalv) Address of the Registered office and contact details SHOP NO 37 QD BLOCK DDA MARKET

PITAMPURA NEW DELHI - 110034Email infoomanshenterprisescom

vi) Whether listed company Yesvii) Name and Address of Registrar amp Transfer Agents ( RTA )

Name of Registrar amp Transfer Agents Skyline Financial Services Private LimitedAddress D-153 A 1st Floor Okhla Industrial Area Phase-ITown City New DelhiState DelhiPin Code 110020Telephone +91-(0)11-6473 2681 6473 2682Fax Number +91-(0)11-2681 2682Email Address adminskylinertacom

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-SNo Name and Description of NIC Code of the to total turnover

main products services Product service of the company1 Whole sale of textiles and clothing 46411 9892

III PARTICULARS OF HOLDING SUBSIDIARY AND ASSOCIATE COMPANIES No of companies for which information is being filloed = NILSNo Name and Address of the Company CINGLN Holding of shares held Applicable Section

SubsidiaryAssociates

Not applicable

Omansh Enterprises Limited Annual Report 2016-2017 23

No of Shares held at the beginning of the year No of Shares held at the end of the year

C at eg o r y o f D e ma t P h y s i ca l T o t a l o f D e ma t P h y s i ca l T o t a l o f C h a n g eS h a r e h o ld er s Tot al S hares Tot al S hares d ur in g t he year

A Promoters(1) Indiana) IndividualHUF 3114500 0 3114500 1755 3114500 0 3114500 1755 000b) Central Govt 0 0 0 000 0 0 000 000 000c) State Govt (s) 0 0 0 000 0 0 000 000 000d) Bodies Corp 4532000 0 4532000 2553 4532000 0 4532000 2553 000e) Banks FI 0 0 0 000 0 0 000 000 000f) Any Otherhellip 0 0 0 000 0 0 000 000 000Sub-total (A) (1)- 7646500 0 7646500 4308 7646500 0 7646500 4308 000(2) Foreign 0 0 0 000 0 0 0 000 000a) NRIs - Individuals 0 0 0 000 0 0 0 000 000b) Other ndash Individuals 0 0 0 000 0 0 0 000 000c) Bodies Corp 0 0 0 000 0 0 0 000 000d) Banks FI 0 0 0 000 0 0 0 000 000e) Any Otherhellip 0 0 0 000 0 0 0 000 000Sub-total (A) (2)- 0 0 0 000 0 0 0 000 000Total shareholding of Promoter(A) = (A)(1)+(A)(2) 7646500 0 7646500 4308 7646500 0 7646500 4308 000B Public Shareholding 1 Insti tutions a) Mutual Funds 0 0 0 000 0 0 0 000 000b) Banks FI 0 0 0 000 0 0 0 000 000c) Central Govt 0 0 0 000 0 0 0 000 000d) State Govt(s) 0 0 0 000 0 0 0 000 000e) Venture Capital Funds 0 0 0 000 0 0 0 000 000f) Insurance Companies 0 0 0 000 0 0 0 000 000g) FIIs 0 0 0 000 0 0 0 000 000h) Foreign Venture Capital Funds 0 0 0 000 0 0 0 000 000i) Others (specify) 0 0 0 000 0 0 0 000 000Sub-total (B)(1)- 0 0 0 000 0 0 0 000 0002 Non-Institutions a) Bodies Corp i) Indian 3296183 25000 3321183 1871 2695355 25000 2720355 1533 -338ii) Overseas 0 0 0 000 0 0 0 000 000b) Individuals i) Individual shareholdersholding nominal share capitalupto Rs 1 lakh 1688546 410000 2098546 1182 718726 409050 1127776 635 -547ii) Individual shareholdersholding nominal sharecapital in excess of Rs 1 lakh ldquo 3745717 616000 4361717 2457 5227885 616000 5843885 3292 835c) Others (specify) 321054 1000 322054 181 410484 1000 411484 232 051Sub-total (B)(2)- 9051500 1052000 10103500 5692 9052450 1051050 10103500 5692 000Total Public Shareholding(B)=(B)(1)+(B)(2) 9051500 1052000 10103500 5692 9052450 1051050 10103500 5692 000C Shares held by Custodianfor GDRs amp ADRs 0 0 0 000 0 0 0 000 000Grand Total (A+B+C) 16698000 1052000 17750000 10000 16698950 1051050 17750000 10000 000

IV SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)A Category-wise Share Holding

Omansh Enterprises Limited Annual Report 2016-2017 24

B Shareholding of Promoters

S Shareholder rsquos Name No of of of shares No of of of shares changeNo Shares tota l pledged Shares tota l pledged in share

Shares encum- shares of encum- hold-of the bered to the bered to ing during

company tota lshares company tota lshares the year1 Mr Gaurav Mutreja 14500 008 000 14500 008 000 0002 Mr Chander Bhan 100000 056 000 100000 056 000 0003 Ms Atharva Professsional Consultants LLP 500000 282 000 500000 282 000 0004 Ms JK Lrsquoatelier Limited 2500000 1408 000 2500000 1408 000 0005 Mr Gaurav Bhatia 50000 028 000 50000 028 000 0006 Ms Gaurav Sukhija (HUF) 250000 141 000 250000 141 000 0007 Ms Komal Sukhi ja 250000 141 000 250000 141 000 0008 Ms Mukesh Sukhija (HUF) 50000 028 000 50000 028 000 0009 Ms Neelam Bhatia 600000 338 000 600000 338 000 00010 Ms Neelam Rani 100000 056 000 100000 056 000 00011 Mr Om Prakash Sukhi ja 700000 394 000 700000 394 000 00012 Ms Pooja Bhatia 150000 085 000 150000 085 000 00013 Ms Raj Kanta Sukhi ja 250000 141 000 250000 141 000 00014 Ms Rashmi Sukhi ja 550000 310 000 550000 310 000 00015 Ms Shi lpa Bhatia 50000 028 000 50000 028 000 00016 Ms Achyut Properties Private Limited 500000 282 000 500000 282 000 00017 Ms Ranji tgarh Finance Company PrivateLimited 1032000 581 000 1032000 581 000 000

Shareholding at the beginning of the year Shareholding at the end of the year

Omansh Enterprises Limited Annual Report 2016-2017 25

C Change in Promotersrsquo Shareholding

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company companySAME AS MENTIONED IN ldquoBrdquo ABOVE

Shareholding at the beginning of the year Shareholding at the end of the year

D Shareholding Pattern of top ten Shareholders (other than Directors Promoters and Holders ofGDRs and ADRs)

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 NAU NIDH FINANCE LIMITED BODY 2500000 1408 2500000 1408

CORPORATE2 KAMALJIT GHAI INDIVIDUAL 250000 141 250000 1413 BHALINDER GHAI INDIVIDUAL 250000 141 250000 1414 HARMEET GHAI INDIVIDUAL 250000 141 250000 1415 GEETA CHADHA INDIVIDUAL 250000 141 250000 1416 MANAN NARANG INDIVIDUAL 250000 141 500000 2827 RAJIV CHADHA INDIVIDUAL 250000 141 250000 1418 NAVEEN NARANG INDIVIDUAL 250000 141 500000 2829 SUMITRA NARANG INDIVIDUAL 250000 141 500000 28210 SATISH CHANDER NARANG INDIVIDUAL 250000 141 500000 282

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

Omansh Enterprises Limited Annual Report 2016-2017 26

E Shareholding of Directors and Key Managerial Personnel

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 Radhey Shayam Whole Time Director 500 000 500 0002 Gaurav Mutre ja Director 14500 008 14500 008

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

V INDEBTEDNESSParticulars Secured Loans Unsecured Deposi ts Total

excluding deposits Loans Indebtedness

VI REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL A Remuneration to Managing Director Whole-time Directors andor Manager

Gross Salary CommissionS Name of (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others Total CeilingNo MDWTD per provision perquisites in lieu of Option Equity profit as per

Manager contained us 17(2) salary the Actin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

NOT ANY

Indebtedness at the beginning of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

Change in Indebtedness during the financial yearAdditionReductionNet Change

Indebtedness at the end of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

NOT APPLICABLE

Omansh Enterprises Limited Annual Report 2016-2017 27

B Remuneration to other directors

Independent Directors Other Non-Executive DirectorS Name of Fee for Commission Others Total 1 Fee for Comm- Others Total Total Total Over-No Director attending attend- ission (2) (1+2) Mana- all

board ing gerial Ceilingcommittee board Remu- as permeetings commi- nerat- the Act

ttee ionmeet-ings

NOT ANY

C Remuneration to Key Managerial Personnel Other than MDManagerWTD

Gross Salary CommissionS Name of Key (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others TotalNo Managerial per provision perquisites in lieu of Option Equity profit

Personnel contained us 17(2) salaryin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

Not Any

Omansh Enterprises Limited Annual Report 2016-2017 28

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Manoj Ramesh Kumar Chauhan Seema KhanWhole Time Director Managing DirectorDIN 07835068 DIN 07639422

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

VII PENALTIES PUNISHMENT COMPOUNDING OF OFFENCES

Type Section of the Brief Detail of Authority [RDNCLT] Appeal made if anyCompanies Description Penalty Punishment Court] (give Details)

Act Compoundingfees imposed

A COMPANYPenaltyPunishment NOT ANYCompoundingB DIRECTORSPenaltyPunishment NOT ANYCompoundingC OTHER OFFICERS IN DEFAULTPenaltyPunishment NOT ANYCompounding

Omansh Enterprises Limited Annual Report 2016-2017 29

Annexure III

FORM NO MR-3SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED 31ST MARCH 2017[Pursuant to Section 204(1) of the Companies Act 2013 and Rule No9 of the

Companies (Appointment and Remuneration Personnel) Rules 2014]

ToThe MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034We have conducted the secretarial audit of the compliance of applicable statutoryprovisions and the adherence to good corporate practices by Omansh EnterprisesLimited (CIN L21011DL1974PLC241646) (hereinafter called ldquothe companyrdquo)Secretarial Audit was conducted in a manner that provided us a reasonable basisfor evaluating the corporate conductsstatutory compliances and expressing ouropinion thereonBased on our verification of Omansh Enterprises Limited books papers minutebooks forms and returns filed and other records maintained by the company andalso the information provided by the Company its officers agents and authorizedrepresentatives during the conduct of the Secretarial Audit we hereby report thatin our opinion the Company has during the audit period covering the financialyear ended on March 31 2017 complied with the statutory provisions listedhereunder and also that the Company has proper Board processes and compliancemechanism in place to the extent in the manner and subject to the reportingmade hereinafterWe have examined the books papers minute books forms and returns filedand other records maintained by Omansh Enterprises Limited for the financialyear ended on March 31 2017 according to the provisions of

1 The Companies Act 2013 (the Act) and the rules made thereunder2 The Securities Contracts (Regulation) Act 1956 (lsquoSCRArsquo) and the rules made

thereunder3 The Depositories Act 1996 and the Regulations and Bye-laws framed

thereunder4 Foreign Exchange Management Act 1999 and the rules and regulations made

thereunder to the extent of Foreign Direct Investment Overseas DirectInvestment and External Commercial Borrowings (During the period underreview the Company has not entered into any transaction requiring

Omansh Enterprises Limited Annual Report 2016-2017 30

compliances with the Foreign Exchange Management Act 1999 and therules and regulations made thereunder to the extent of Foreign DirectInvestment Overseas Direct Investment and External CommercialBorrowings)

5 The Securities and Exchange Board of India (Substantial Acquisition of Sharesand Takeovers) Regulations 2011

6 The Securities and Exchange Board of India (Prohibition of Insider Trading)Regulations 2015

7 The Securities and Exchange Board of India (Issue of Capital and DisclosureRequirements) Regulations 2009

8 The Securities and Exchange Board of India (Employee Stock Option Schemeand Employee Stock Purchase Scheme) Guidelines 1999 (During the periodunder review the Company has not entered into any transaction requiringcompliances with the Securities and Exchange Board of India (EmployeeStock Option Scheme and Employee Stock Purchase Scheme)Guidelines 1999)

9 The Securities and Exchange Board of India (Issue and Listing of DebtSecurities) Regulations 2008 (During the period under review theCompany has not entered into any transaction requiring complianceswith the Securities and Exchange Board of India (Issue and Listing ofDebt Securities) Regulations 2008)

10 The Securities and Exchange Board of India (Registrars to an Issue andShare Transfer Agents) Regulations 1993 regarding the Companies Act anddealing with client

11 The Securities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009)

12 The Securities and Exchange Board of India (Buyback of Securities)Regulations 1998 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Buyback of Securities)Regulations 1998)

OTHER APPLICABLE LAWS

With respect to the compliance system prevailing in the Company and onexamination of the relevant documents and records in pursuance thereof on testcheck basis the Company has complied with the following laws applicable to theCompany

Omansh Enterprises Limited Annual Report 2016-2017 31

1 Indian Contract Act 18722 Income Tax Act 1961 to the extent of Tax Deducted at Source under various

Section and TDS Returns filed3 Indirect Tax Laws relating to collections deductions wherever applicable

payments made and returns filedWe have also examined compliance with the applicable clauses of thefollowing

1 Secretarial Standards issued by The Institute of Company Secretaries of India2 The Listing Agreements entered into by the Company with BSE Ltd pursuant

to SEBI (Listing Obligation and Disclosure Requirement) Regulations 2015During the period under review the Company has complied with the provisions ofthe Act Rules Regulations Guidelines Standards etc mentioned aboveWe further report that

The Board of Directors of the Company is duly constituted with proper balance ofExecutive Directors Non-Executive Directors and Independent Directors Thechanges in the composition of the Board of Directors that took place during theperiod under review were carried out in compliance with the provisions of the ActAdequate notice is given to all directors to schedule the Board Meetings agendaand detailed notes on agenda were sent at least seven days in advance and asystem exists for seeking and obtaining further information and clarifications onthe agenda items before the meeting and for meaningful participation at themeetingMajority decision is carried unanimously however the dissenting membersrsquo viewsif any are captured and recorded as part of the minutesWe further report that there are adequate systems and processes in the companycommensurate with the size and operations of the company to monitor and ensurecompliance with applicable laws rules regulations and guidelinesWe further report that during the audit period

1 During the financial year ended March 31 2017 the Company has notappointed Company Secretary (CS) and Chief Financial Officer (CFO) on theBoard of the Company in compliance with Section 203 of the Companies Act2013 however the Company has appointed CS and CFO wef May 292017 and September 4 2017 respectively

2 The Company has not appointed an Internal Auditor in compliance withprovision of Section 138 of Companies Act 2013

3 There were instances of delay in filing the Forms as required to be filed withRegistrar of Companies Delhi and the Company has paid additional fees forthe same

Note This report is to be read with our letter of even date which annexed asAnnexure A and forms an integral part of this report

Omansh Enterprises Limited Annual Report 2016-2017 32

Annexure A to the Secretarial Audit Report

The MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034

1 We have not verified the correctness and appropriateness of financial recordsand Books of Accounts of the Company

2 Where ever required we have obtained the Management representation aboutthe compliance of laws rules and regulations and happening of events etc

3 The compliance of the provisions of Corporate and other applicable lawsrules regulations standards is the responsibility of management Ourexamination was limited to the verification of procedures on the random testbasis

4 We have followed the audit practices and processes as were appropriate toobtain reasonable assurance about the correctness of the contents of thesecretarial records The verification was done on the random test basis toensure that correct facts are reflected in secretarial records We believe thatthe processes and practices we followed provide a reasonable basis for ouropinion

5 The Secretarial Audit report is neither an assurance as to the future viabilityof the company nor of the efficacy or effectiveness with which the managementhas conducted the affairs of the Company

For Amit R Dadheech amp Associates

Amit R DadheechM No 22889 CP No 8952Mumbai September 4 2017

MANAGEMENT DISCUSSION AND ANALYSIS

Your Directors are pleased to present the Management Discussion and AnalysisReports for the year ended March 31 2017 as underbull Overview

The Indian textile industry is one the largest and oldest sectors in the country andamong the most important in the economy in terms of output investment andemployment The sector employs nearly 45 million people directly and it is one ofthe largest sources of employment generation in the country The textile industrycontributes to 10 of manufacturing production 2 of Indiarsquos GDP and to 13 ofthe countryrsquos export earnings With direct linkages to the rural economy and theagriculture sector it has been estimated that one of every six households in thecountry depends on this sector either directly or indirectly for its livelihoodbull Industry Structure

Raw material costs have been increasing globally coupled with a shortage ofskilled workers While a shift is taking place of textiles industries from China andBangladesh to India the industrial climate in India has also become adverse dueto regular increases in input costs Any further appreciation of the Rupee willadversely affect exports from India Though the spinning industry has faredsomewhat better those with a presence in weaving processing or even compositebusinesses are facing the heat due to increases in input cost without being ableto pass on such higher costs to customers as the market is simply unable toabsorb the samebull Opportunities and Threat

There is good scope for growth for the textile industry as Indiarsquos share in theglobal trade in textiles is weak compared to other countries The free tradeenvironment is a great opportunity for the Indian textile industry to increase itsshare in the global market Chinese exports are slowing down on account of variousfactors inclusive of increase in domestic demand and rising costs This is a goodopportunity of which our textile industry should make use but smaller countrieslike Bangladesh Sri Lanka Pakistan Turkey and Vietnam etc are becomingformidable challengersLack of uninterrupted power increased power costs higher transaction costshigh cost of labour is hindering the progress However we are making all outefforts to cope with all these challenges by continuous efforts at cost reductionprocess improvements diversification of products and improving productivity byimproving efficienciesbull Business operations

The Company is engaged in the business of Textile industry During the yearunder review the industry faced various challenges due to global and economicslowdown and increasing rates of interest rates But looking at the huge potentialin India for Textile the company is hopeful of reenter into this sector The growthin the sector is very good and Management expects better results in forth comingyearOmansh Enterprises Limited Annual Report 2016-2017 33

bull Outlook

In light of the new and vibrant management of the company and steady growth inthe operations of the company and looking at the huge demand for residential aswell as commercial space in Delhi the company is hopeful of its upwardperformance the future growth for the benefit of its stakeholders at largebull Internal control System

The company has an effective internal control environment which ensures thatoperation are managed efficiently and effectively assets are safeguardedregulatory are complied with and transactions are recorded after appropriateauthorization The Company has an adequate internal control systemcommensurate with the size of the company and the nature of its business whichensures that functioning of the Company is managed efficiently and effectivelyassets are safeguarded regulatory compliances are complied with and transactionsare recorded after appropriate authorizationbull Human relations

Human resources have always been most valuable assets for Omansh EnterprisesLimited During the year the company has once again gained the confidence of itsHuman Resource as well and company constantly seeks to attract and retain thebest available talent Human resources management incorporates a process drivenapproach that invest regularly in the extensive training programs The Companycontinued to enjoy healthy industrial relations during the yearbull Forward Looking and Cautionary Statements

Management Discussion and Analysis contains forward-looking statementsconcerning the Companyrsquos future plans strategies and performance Theseforward-looking statements are not historical facts rather they representassumptions and beliefs based on economic financial and competitive datacurrently available Furthermore they are subject to a number of risks anduncertainties that without limitation relate to economic conditions fiercecompetition in the information service industry customer demand tax rulesregulations and other factors Readers of this annual report are cautioned not toplace undue reliance on these forward-looking statements The Company thereforewishes to caution readers that actual results may differ materially

On behalf of Board of Directorsof Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanManaging Director Wholetime DirectorDIN 07639422 DIN 07835068

DateSeptember 4 2017Place New Delhi

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 34

Independent Auditorrsquos Report

To the Members of Omansh Enterprises Limited

Report on the Financial Statements

We have audited the accompanying standalone financial statements of OmanshEnterprises Limited (ldquothe Companyrdquo) which comprise the Balance Sheet as atMarch 31 2017 the Statement of Profit and Loss and Cash Flow Statement for theyear then ended and a summary of significant accounting policies and otherexplanatory information

Managementrsquos Responsibility for the Financial Statements

The Companyrsquos Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 (ldquothe Actrdquo) with respect to the preparation ofthese standalone financial statements that give a true and fair view of the financialposition financial performance and cash flows of the Company in accordancewith accounting principles generally accepted in India including the AccountingStandards specified under section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014 and the Companies (Accounting Standards) AmendmentRules 2016 This responsibility includes maintenance of adequate accountingrecords in accordance with the provisions of the Act for safeguarding of the assetsof the Company and for preventing and detecting frauds and other irregularitiesselection and application of appropriate accounting policies making judgmentsand estimates that are reasonable and prudent and the design implementationand maintenance of adequate internal financial control that were operatingeffectively for ensuring the accuracy and completeness of the accounting recordsrelevant to the preparation and presentation of the financial statements that givea true and fair view and are free from material misstatement whether due to fraudor error

Auditorrsquos Responsibility

Our responsibility is to express an opinion on these standalone financial statementsbased on our audit We have taken into account the provisions of the Act theaccounting and auditing standards and matters which are required to be includedin the audit report under the provisions of the Act and the Rules made thereunderWe conducted our audit in accordance with the Standards on Auditing issued bythe Institute of Chartered Accountants of India as specified under Section 143(10)of the Act Those Standards require that we comply with ethical requirements andplan and perform the audit to obtain reasonable assurance about whether thefinancial statements are free from material misstatement

An audit involves performing procedures to obtain audit evidence about theamounts and disclosures in the financial statements The procedures selecteddepend on the auditorrsquos judgment including the assessment of the risks of materialmisstatement of the financial statements whether due to fraud or error In making

Omansh Enterprises Limited Annual Report 2016-2017 35

those risk assessments the auditor considers internal financial control relevantto the Companyrsquos preparation of the financial statements that give a true and fairview in order to design audit procedures that are appropriate in the circumstancesAn audit also includes evaluating the appropriateness of accounting policies usedand the reasonableness of the accounting estimates made by the CompanyrsquosDirectors as well as evaluating the overall presentation of the financial statementsWe believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the standalone financial statements

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the standalone financial statements give the information required bythe Act in the manner so required and give a true and fair view in conformity withthe accounting principles generally accepted in India of the state of affairs of theCompany as at 31st March 2017 its profit and its cash flows for the year endedon that date

Report on Other Legal and Regulatory Requirements

1 As required by the Companies (Auditorrsquos report) Order 2016 (ldquothe Orderrdquo)issued by the Central Government of India in terms of sub-section (11) ofSection 143 of the Act we give in the Annexure 1 a statement on the mattersspecified 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 whichto the best of our knowledge and belief were necessary for the purposeof our audit

b) In our opinion proper books of account as required by law have beenkept by the Company so far as it appears from our examination of thosebooks

c) The Balance Sheet Statement of Profit and Loss and Cash FlowStatement dealt with by this Report are in agreement with the books ofaccount

d) In our opinion the aforesaid standalone financial statements comply withthe Accounting Standards specified under Section 133 of the Act readwith Rule 7 of the Companies (Accounts) Rules 2014 and the Companies(Accounting Standards) Amendment Rules 2016

e) On the basis of written representations received from the directors as on31st March 2017 and taken on record by the Board of Directors none ofthe directors is disqualified as on 31st March 2017 from being appointedas a director in terms of Section 164(2) of the Act

Omansh Enterprises Limited Annual Report 2016-2017 36

f) With respect to the adequacy of the internal financial controls overfinancial reporting of the Company and the operating effectiveness ofsuch controls refer to our separate Report in ldquoAnnexure 2rdquo to this report

g) With respect to the other matters to be included in the Auditorrsquos Reportin accordance with Rule 11 of the Companies (Audit and Auditors) Rules2014 in our opinion and to the best of our information and according tothe explanations given to us

i The Company does not have any pending litigations which wouldimpact its financial position

ii The Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeablelosses

iii There has not been an occasion in which the company during theyear under report to transfer any sum to the Investor Education andProtection Fund Hence the question of delay in transferring suchsum does not arise

iv The Company has provided requisite disclosures in Note No 27 tothese standalone financial statements as to the holding of SpecifiedBank Notes on November 8 2016 to December 30 2016 as well asdealings in Specified Bank Notes during the period from November8 2016 to December 30 2016 Based on our audit procedures andrelying on the management representation regarding the holdingand nature of cash transactions including Specified Bank Noteswe report that these disclosures are in accordance with the books ofaccounts maintained by the Company and as produced to us by theManagement

For Satyendra Mrinal amp AssociatesChartered Accountants

Firm Registration Number 017068N

SK JainPartner

Membership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 37

Annexure 1 referred to in paragraph 1 under the heading ldquoReport on OtherLegal and Regulatory Requirementsrdquo of our Report of even date

(i) (a) The Company has maintained proper records showing fullparticulars including quantitative details and situation of fixedassets

(b) All fixed assets have been physically verified by the managementat regular intervals as informed to us no material discrepancieswere noticed on such verification

(c) According to the information and explanations given by themanagement the Company has not acquired any immovableproperty during the year under audit no comments under thesub-clause are required

(ii) The Company does not have any inventory and accordingly therequirements under paragraph 3(ii) of the Order are not applicable to theCompany

(iii) According to the information and explanation given to us the Companyhas not granted any loans secured or unsecured to companies firmsLimited Liability Partnerships or other parties covered in the registermaintained under Section 189 of the Act and hence clause 3(iii)(a) (b)and (c) of the Order are not applicable to the Company and hence notcommented upon

(iv) In our opinion and according to the information and explanations givento us there are no loans investments guarantees and securities grantedin respect of which provisions of Section 185 and 186 of the Act areapplicable and hence not commented upon

(v) The Company has not accepted any deposits within the meaning ofSections 73 to 76 of the Act and the Companies (Acceptance of Deposits)Rules 2014 (as amended) Accordingly the provisions of clause 3(v) ofthe Order are not applicable

(vi) To the best of our knowledge and as explained the Central Governmenthas not specified the maintenance of cost records under Section 148(1)of the Act for the productsservices of the Company

(vii) (a) According to the information and explanations given to us andbased on the records of the company examined by us thecompany is regular in depositing the undisputed statutory duesincluding income-tax and other statutory dues as applicablewith the appropriate authorities in India

(b) According to the information and explanations given to us andbased on the records of the company examined by us thereare no dues of Income tax which have not been deposited onaccount of any disputes However the remaining taxes specifiedunder the said sub-clause are not applicable to the company

Omansh Enterprises Limited Annual Report 2016-2017 38

(viii) In our opinion and according to the information and explanations givenby the management the Company has not availed of any loans from anyfinancial institution bank or government and not issued any debentures

(ix) In our opinion and according to the information and explanations givenby the management the Company has not raised any money by way ofinitial public offer or further public offer (including debt instruments) andthe company has not raisedtaken any term loan

(x) Based upon the audit procedures performed for the purpose of reportingthe true and fair view of the financial statements and according to theinformation and explanations given by the management we report thatno fraud by the company or no fraud on the company by the officers andemployees of the Company has been noticed or reported during the year

(xi) According to the information and explanations given by the managementthe company has complied with the provisions of Section 197 read withSchedule V of the Companies Act 2013

(xii) In our opinion the Company is not a nidhi company Therefore theprovisions of clause 3(xii) of the order are not applicable to the Companyand hence not commented upon

(xiii) According to the information and explanations given by the managementthere were no transactions with the related parties during the year hencenot commented upon

(xiv) According to the information and explanations given to us and on anoverall examination of the Balance Sheet the Company has not madeany preferential allotment or private placement of shares or fully or partlyconvertible debentures during the year under review and hence reportingrequirements under clause 3(xiv) are not applicable to the Company andnot commented upon

(xv) According to the information and explanations given by the managementthe Company has not entered into any non-cash transactions with thedirectors or persons connected with him as referred to in Section 192 ofCompanies Act 2013

(xvi) According to the information and explanations given to us the provisionsof Section 45-IA of the Reserve Bank of India Act 1934 are not applicableto the Company

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 39

ANNEXURE 2 TO THE INDEPENDENT AUDITORrsquoS REPORT OF EVEN DATEON THE STANDALONE FINANCIAL STATEMENTS OF OMANSHENTERPRISES LIMITED

Report on the Internal Financial Controls under Clause (i) of Sub-section 3of Section 143 of the Companies Act 2013 (ldquothe Actrdquo)

To the Members of Omansh Enterprises Limited

We have audited the internal financial controls over financial reporting of OmanshEnterprises Limited (ldquothe Companyrdquo) as of 31st March 2017 in conjunction withour audit of the standalone financial statements of the Company for the year endedon that date

Managementrsquos Responsibility for Internal Financial Controls

The Companyrsquos Management is responsible for establishing and maintaininginternal financial controls based on the internal control over financial reportingcriteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial ControlsOver Financial Reporting issued by the Institute of Chartered Accountants of IndiaThese responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuringthe orderly and efficient conduct of its business including adherence to theCompanyrsquos policies the safeguarding of its assets the prevention and detectionof frauds and errors the accuracy and completeness of the accounting recordsand the timely preparation of reliable financial information as required under theCompanies Act 2013 (lsquothe Actrsquo)

Auditorrsquos Responsibility

Our responsibility is to express an opinion on the Companyrsquos internal financialcontrols over financial reporting based on our audit We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting (the ldquoGuidance Noterdquo) and the Standards on Auditing asspecified under section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls both applicable to an audit of Internal Financial Controlsand both issued by the Institute of Chartered Accountants of India ThoseStandards and the Guidance Note require that we comply with ethical requirementsand plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects

Our audit involves performing procedures to obtain audit evidence about theadequacy of the internal financial controls system over financial reporting andtheir operating effectiveness Our audit of internal financial controls over financialreporting included obtaining an understanding of internal financial controls overfinancial reporting assessing the risk that a material weakness exists and testing

Omansh Enterprises Limited Annual Report 2016-2017 40

and evaluating the design and operating effectiveness of internal control basedon the assessed risk The procedures selected depend on the auditorrsquos judgementincluding the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error

We believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the internal financial controls systemover financial reporting

Meaning of Internal Financial Controls Over Financial Reporting

A companyrsquos internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles A companyrsquos internal financialcontrol over financial reporting includes those policies and procedures that (1)pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company (2)provide reasonable assurance that transactions are recorded as necessary topermit preparation of financial statements in accordance with generally acceptedaccounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorisations of management and directorsof the company and (3) provide reasonable assurance regarding prevention ortimely detection of unauthorised acquisition use or disposition of the companyrsquosassets 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 financialreporting including the possibility of collusion or improper management overrideof controls material misstatements due to error or fraud may occur and not bedetected Also projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes inconditions or that the degree of compliance with the policies or procedures maydeteriorate

Omansh Enterprises Limited Annual Report 2016-2017 41

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at 31st March 2017 basedon the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls Over Financial Reporting issued bythe Institute of Chartered Accountants of India

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 42

Amount in Particulars Note As At As At

No 31032017 31032016

OMANSH ENTERPRISES LIMITEDRegd off SHOP NO QD-37 DDA MARKET PITAMPURA NEW DELHI-110034

BALANCE SHEET AS AT 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I EQUITY AND LIABILITIES(1) Shareholderrsquos Funds

(a) Share Capital 2 3550000000 3550000000(b) Reserves and Surplus 3 90954266 68038074(c) Money received against share warrants - 3640954266 - 3618038074

(2) Share application money pending allotment - -(3) Non-Current Liabilities

(a) Long-term borrowings - -(b) Deferred tax liabilities (Net) 121300 -(c) Other Long term liabilities - -(d) Long term provisions - 121300 - -

(4) Current Liabilities(a) Short-term borrowings - -(b) Trade payables 4 2658855175 2385034725(c) Other current liabilities 5 13400000 31328100(d) Short-term provisions - 2672255175 - 2416362825

Total 6313330741 6034400899II ASSETS(1) Non-current assets

(a) Fixed assets (i) Tangible assets 6 2888600 4902500 (ii) Intangible assets - - (iii) Capital work-in-progress - - (iv) Intangible assets under development - -(b) Non-current investments 7 801500000 801500000(c) Deferred tax assets (net) - 413300(d) Long term loans and advances 8 910000000 1232160100(e) Other non-current assets - 1714388600 - 2038975900

(2) Current assets(a) Current investments - -(b) Inventories - -(c) Trade receivables 9 4311808246 3931054446(d) Cash and cash equivalents 10 262853595 19436253(e) Short-term loans and advances 11 10054300 16482300(f) Other current assets 12 14226000 4598942141 28452000 3995424999

Total 6313330741 6034400899Significant Accounting PoliciesNotes on financial Statements 1-27

Omansh Enterprises Limited Annual Report 2016-2017 43

Amount in

Particulars Note 2016-17 2015-16No

OMANSH ENTERPRISES LIMITED

STATEMENT OF PROFIT amp LOSS FOR THE YEAR ENDED 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I Revenue from operations 20 1735111517 2138004325II Other Income 21 598242 165707300III Total Revenue I+II 1735709759 2303711625IV Expenses

Purchase of Stock-in-Trade (Net of Return) 1556101986 2019177290Changes in inventories of finished goods work-in-progress and Stock-in-Trade - -Employee benefit expense 22 38500000 92100000Financial costs 23 - 371112Depreciation and amortization expense 24 16239900 22358900Other expenses 25 91717081 130240960

IV Total Expenses 1702558967 2264248262V Profit before exceptional and extraordinary items and tax III-IV 33150792 39463363VI Exceptional Items - -VII Profit before extraordinary items and tax V-VI 33150792 39463363VIII Extraordinary Items - -IX Profit before tax VII-VIII 33150792 39463363X Tax expense

(1) Current tax 9700000 11638100(2) Deferred tax 534600 27512500

XI Profit(Loss) from the perid from continuing operations IX-X 22916192 312763XII Profit(Loss) from discontinuing operations - -XIII Tax expense of discounting operations - -XIV Profit(Loss) from Discontinuing operations XII-XIII - -XV Profit(Loss) for the period XI+XIV 22916192 312763XVI Earning per equity share 26

(1) Basic 001 000(2) Diluted 001 000

Omansh Enterprises Limited Annual Report 2016-2017 44

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2017(Amount in )

Particulars 2016-17 2015-16A Cash Flow from Operating Activities

Profit(Loss) before Taxation 331508 394634Adjustments for Depreciation 20139 81329Preliminary expenses 142260 142260Loss (Profit) on Sale of assets - -Finance cost - 3711Interest Income - -Operating Profit(Loss) before Working Capital Changes 493907 621934Adjustments for Trade and Other Receivables (3807538) 198975Inventories - -Loans and Advances 3285881 (4365027)Trade and Other Payables 2558924 859666Provisions - -Other current Assets - 6837Cash Generated from Operations 2531173 (2677615)Direct Tax Paid (97000) (116381)Net Cash generated from Operating Activities 2434173 (2793996)

B Cash Flow from Investing ActivitiesPurchase of Fixed Assets - -Sale of assets - -Investments - -Interest Income - -Net Cash used in Investing Activities - -

C Cash Flow from Financing ActivitiesProceeds of Borrowings - -Finance cost - (3711)Net Cash generated from in Financing Activities - (3711)Net Increase(Decrease) in Cash and Cash Equivalents (A+B+C) 2434173 (2797708)Cash and Cash Equivalents Opening 194362 2992070Cash and Cash Equivalents Closing 2628536 194362

Notes1 The above Cash Flow Statement has been prepared under the indirect method as set out in the Accounting Standard on Cash Flow Statement

(AS-3)2 Figures in Brackets indicate Cash Outflow3 Previous Year rsquos figures have been recast regrouped and restated where ever necessary

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 45

Notes Forming Part of Financial Statements

NOTE 1

A CORPORATE INFORMATION

The company is engaged in the business of trading in ClothClothingFabric in India the disclosure requirements of AccountingStandard-17 Segment Reporting are not applicable

B SIGNIFICANT ACCOUNTING POLICIES

I BASIS OF PREPARATION

The accompanying financial statements have been prepared andpresented as a going concern under historical cost convention onthe accrual basis of accounting unless otherwise stated inaccordance with the generally accepted accounting principles inIndia (Indian GAAP) and comply with the Accounting Standardsspecified under Section 133 of the Companies Act 2013 (The Act)read with paragraph 7 of the Companies (Accounts) Rules 2014and relevant provisions of the Companies Act 2013

The accounting policies have been consistently applied by theCompany and are consistent with those used in the previous year

All assets and liabilities have been classified as current or non-current as per the Companyrsquos normal operating cycle and othercriteria set out in the Schedule III of the Companies Act 2013Based on the nature of products and the time between theacquisition of assets for processing and their realisation in cashand cash equivalents the Company has ascertained its operatingcycle as up to twelve months for the purpose of currentnon-currentclassification of assets and liabilities

II USE OF ESTIMATES

The preparation of financial statements in conformity with IndianGAAP requires the management to make judgements estimatesand assumptions that affect the reported amounts of revenuesexpenses assets and liabilities and disclosure of contingentliabilities at the end of the reporting period Although these

Omansh Enterprises Limited Annual Report 2016-2017 46

estimates are based on the managementrsquos best knowledge ofcurrent events and actions uncertainty about these assumptionsand estimates could result in the outcomes requiring a materialadjustment to the carrying amounts of assets or liabilities in futureperiods

Significant estimates used by the management in the preparationof these financial statements include the useful life of fixed assetsand intangible assets and provisions for doubtful debtsadvancesDifference if any between the actual results and estimates arerecognized in the period in which the results are knownmaterialized

III FIXED ASSETS AND DEPRECIATION

Fixed assets are recorded at cost of acquisition and installationincluding freight duties levies less accumulated depreciation Costof acquisition includes rates taxes and any other directlyattributable cost for bringing the asset to its working condition forintended use

Depreciation on Tangible Fixed Assets is provided on Written DownValue method using the rates arrived at based on the useful livesas specified in the Schedule II of the Companies Act 2013 orestimated by the management The Company has used thefollowing useful life to provide depreciation on its fixed assets

Omansh Enterprises Limited Annual Report 2016-2017 47

(a) Assets where useful life is same as Schedule II

Assets Useful Life as Prescribedby Schedule II of theCompanies Act 2013

Factory Building 30 years

Plant amp Machinery (other thancontinuous process plant notcovered under specific industries) 15 years

Furniture amp Fittings 10 years

Motor Cycles scooters and other mopeds 10 years

Vehicles (Motor Cars) 8 years

Office Equipments 5 years

Computer printers amp data processing units 3 years

Electrical Installations 10 years

(b) Assets where useful life differ from Schedule II

Fixed Assets individually costing less than Rupees five thousandare fully depreciated in the year of purchase

(c) Depreciation

Depreciation on the Fixed Assets addeddisposed offdiscardedduring the year is provided on pro-rata basis with reference to thedate of additiondisposaldiscarding and in the case of capitalisationof any asset depreciation is charged from the date the same isreadyput to use to the Statement of Profit and Loss

IV INTANGIBLE ASSETS AND AMORTISATION

Intangible Assets are stated at acquisition cost net of accumulatedamortisation and accumulated impairment losses if any Intangibleassets are amortised on a straight-line basis over their estimateduseful lives

Omansh Enterprises Limited Annual Report 2016-2017 48

The Company amortises miscellaneous expenditure representingthe Companyrsquos formation expenses over a period of 5 yearsFurther the cost of Direct Listing of Equity Shares on BSE Limitedhas also been included in the same

V BORROWING COSTS

Borrowing Costs attributable to acquisition and construction ofqualifying assets are capitalised as a part of the cost of such assetsup to the date when such assets are ready for its intended useOther borrowing costs are charged to the Statement of Profit andLoss in the period in which they are incurred

VI FOREIGN CURRENCY TRANSACTIONS

The Company has not dealt with any foreign currency transactionduring the Financial Year

VII INVESTMENTS

Investments which are readily realisable and intended to be heldfor not more than one year from the date on which such investmentsare made are classified as current investments All otherinvestments are classified as long-term investments

Investments are recorded at cost on the date of purchase whichinclude acquisition charges such as brokerage stamp duty taxesetc Current Investments are stated at lower of cost and netrealisable value Long-term investments are stated at cost afterdeducting provisions made if any for other than temporarydiminution in the value

VIII REVENUE RECOGNITION

Revenue is recognised to the extent that it is probable that theeconomic benefits will flow to the Company and can be reliablymeasured

Revenue from sale of products is recognised when the significantrisks and rewards of ownership of the goods have passed to thebuyer Sale of goods are recorded net of trade discounts rebatesSales Tax Value Added Tax and gross of Excise Duty

Omansh Enterprises Limited Annual Report 2016-2017 49

Interest income is recognized on a time proportion basis takinginto account the amount outstanding and the rate applicable

Dividend income on investments is accounted for on receipt of thesame

All expenses and income to the extent considered payable andreceivable respectively unless specifically stated be otherwise areaccounted for on mercantile basis

IX RETIREMENT AND OTHER EMPLOYEE BENEFITS

(a) Provident Fund

Provision of Provident Fund is not applicable to theCompany

(b) Gratuity

No provision for gratuity has been made as there is noamount due towards Gratuity payable

(c) Compensated Leaves

Unutilized leave of staff lapses as at the year end and isnot encashable Accordingly no provision is made forcompensated Leaves

X TAXATION

Tax expense comprises of current and deferred tax

Current Tax

Provision for current tax is made after taking into considerationbenefits admissible under the provisions of the Income-tax Act1961 Minimum Alternative Tax (MAT) credit is recognized wherethere is convincing evidence that the same can be utilized in future

Current tax assets and current tax liabilities are offset when thereis a legally enforceable right to set off the recognized amounts andthere is an intention to settle the asset and the liability on a netbasis

Omansh Enterprises Limited Annual Report 2016-2017 50

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 17: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

(e) Remuneration Policy

The Board on the recommendation of the Nomination and RemunerationCommittee approved the Remuneration Policy for the Directors Key ManagerialPersonnel and other employees of the Company a copy of which is enclosed asAnnexure I to this Report

(f) Board Evaluation

The Board carried out annual performance evaluation of its own performance andthat of the individual Directors as also functioning of the Board Committees asrequired in terms of Section 134(3)(p) of the Act The performance evaluation ofthe Board and individual Directors was based on criteria approved by theNomination and Remuneration Committee The Directors expressed theirsatisfaction with the overall evaluation process

4 NUMBER OF BOARD MEETINGS

During the year ended 31st March 2017 5 (Five) meetings of the Board were heldon 11th May 2016 12th August 2016 11th November 2016 9th December 2016 and11th February 2017

5 BOARD COMMITTEES

Presently the Company has three Board Committees with the following members

Audit Committee Ms Fatima Makdum Matikub ChairpersonMr Manoj Chauhan MemberMs Priti Pralhad Soni Member

Nomination and Ms Priti Pralhad Soni ChairpersonRemuneration Committee Mr Manoj Chauhan Member

Ms Fatima Makdum Matikub MemberStakeholders Relationship Committee Mr Manoj Chauhan Chairman

Ms Fatima Makdum Matikub MemberMs Priti Pralhad Soni Member

6 DIRECTORSrsquo RESPONSIBILITY STATEMENT

As required under Section 134(5) of the Act your Directors confirm having -i) followed in the preparation of the Annual Accounts the applicable

Accounting Standards with proper explanation relating to materialdepartures if any

ii) selected such accounting policies and applied them consistently andmade judgments and estimates that are reasonable and prudent so asto give a true and fair view of the state of affairs of the Company at theend of the financial year and of the profit of the Company for that period

iii) taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of the Act forsafeguarding the assets of your Company and for preventing anddetecting fraud and other irregularities

Omansh Enterprises Limited Annual Report 2016-2017 14

iv) prepared the Annual Accounts on a going concern basis andv) proper systems have been devised to ensure compliance with the

provisions of all applicable laws and such systems are adequate andoperating effectively

vi) having laid down the internal financial controls to be followed by theCompany and such internal financial controls are adequate and operatingeffectively

7 SUBSIDIARIES ASSOCIATES AND JOINT VENTURES

The Company does not have any subsidiary associate or joint venture8 LISTING INFORMATION

The Equity Shares of the Company are presently listed only at BSE Ltd Thelisting fee for the Financial Year 2017-18 is paid

9 DEMATERIALIZATION OF SHARES

The securities of the Company are admitted with NSDL and CDSL the ISINallotted to the Company is INE378P01028

10 REPORT ON CORPORATE GOVERNANCE

In terms of Regulation 15(2) of SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 the provision of Regulation 27 of the SEBI(Listing Obligations and Disclosure Requirements) Regulations 2015 are notapplicable to the Company since the paid up capital of the Company is belowRs 10 crores and also the net worth of the Company is below Rs 25 CroresThus the Company is not required to attach the Corporate Governance reportwith the Report of the Board of Directors

11 CORPORATE SOCIAL RESPONSIBILITY

During the financial year 2016-17 the Net Worth of the Company was Rs3640954266 Turnover of the Company was Rs 1735111517 and Netprofit of the Company was Rs 22916100 therefore provisions of Section135(1) of the Companies Act 2013 are not applicable

12 PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES

The Company provides a gender friendly workplace during the year underreview there were no cases filed pursuant to Sexual Harassment of Womenat Workplace (Prevention Prohibition and Redressal) Act 2013None of the employees of your Company is covered under the provisions ofRule 5(2) of the Companies (Appointment and Remuneration of ManagerialPersonnel) Rules 2014

13 RISK MANAGEMENT

The Board has approved the Risk Management Policy of the Company TheCompanyrsquos risk management framework is designed to address risks intrinsicto operations financials and compliances arising out of the overall strategy

Omansh Enterprises Limited Annual Report 2016-2017 15

of the Company The Company manages monitors and reports on the principalrisks and uncertainties that can impact its ability to achieve it objectives Theresponsibility for management of risks vests with the Managers officersresponsible for the day-to-day conduct of the affairs of the Company Riskfocused audits are carried out periodically by the Internal Auditors whichlead to identification of areas where risk management processes need to bestrengthened Annual update is provided to the Board on the effectiveness ofthe Companyrsquos risk management systems and policies

14 INTERNAL FINANCIAL CONTROLS amp INTERNAL AUDIT

The Company has adequate internal financial controls with respect to thefinancial statements commensurate with the size and scale of the operationsof the Company During the year such controls were tested and no reportablematerial weakness in operation has been observed Internal audit of theCompany has been carried out during the year The Audit Committee reviewsthe internal audit findings provides guidance on internal controls and ensuresthat the internal audit recommendations are implemented

15 PARTICULARS OF LOANS GUARANTEES AND INVESTMENTS

Particulars of loans given investments made guarantees given and securitiesprovided along with the purpose for which the loan or guarantee or security isproposed to be utilized by the recipient are provided in the FinancialStatements

16 RELATED PARTY TRANSACTIONS

During the year ended on 31st March 2017 the Company has not entered intoany contract arrangement transaction with related parties which could beconsidered as material in accordance with the policy of the Company onmateriality of related party transactionsThe Policy on materiality of related party transactions and dealing with relateddealing with related party transactions as approved by the Board is availableon the website of the Company at weblink httpwwwomanshenterprisescomwp-contentuploads201508Policy-on-materiality-of-Related-Party-Transactions-and-on-dealing-with-Related-Party-Transactionspdf

17 SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS COURTS TRIBUNALS

During the year under review no significant or material orders were passedby the Regulators Courts Tribunals which would impact the going concernstatus of the Company and its future operations

18 EXTRACT OF ANNUAL RETURN

The details forming part of the extract of the Annual Return in Form MGT-9are provided under Annexure II to this Report

Omansh Enterprises Limited Annual Report 2016-2017 16

19 AUDITORS AND AUDIT REPORT

Ms Satyendra Mrinal amp Associates Chartered Accountants who are thestatutory auditors of the Company hold office till the conclusion of theforthcoming AGM Since their term is expiring at the forthcoming AGM thuspursuant to the provisions of section 139 of the Companies Act 2013 and theRules framed thereunder it is proposed to appoint Ms Rajeev Singh amp CoChartered Accountants as the Statutory Auditors of the Company who havegiven their consent for the same from the conclusion of the 43rd AGM till theconclusion of the 48th AGM of the Company to be held in the year 2022 subjectto ratification of their appointment at every AGM to be held after this AGMThe comments made by the Auditorsrsquo in their Report are self explanatory anddo not call for any further comments The Auditorsrsquo Report does not containany qualification reservation or adverse remark

20 CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION FOREIGNEXCHANGE EARNINGS AND OUTGO

CONSERVATION OF ENERGY

Steps taken on conservation of energy and impact thereof Efforts to conserveelectricity by operating only necessary lights fittings and fixtures were madeduring the financial year 2016-17Steps taken by the company for utilizing alternate sources of energy NILCapital investment on energy conservation equipment NILTECHNOLOGY ABSORPTION

(I) Efforts in brief made towards technology absorption and benefits derivedas a result of the above efforts eg product improvement cost reductionproduct development import substitution etc Nil

(II) In case of imported technology (imported during the last 3 years reckonedfrom the beginning of the financial year) following information may befurnishedA) Details of technology imported - NILB) Year of import ndashNILC) Whether the technology been fully absorbed - NILD) If not fully absorbed areas where absorption has not taken place

and the reasons therefore ndash NILIII) Expenditure incurred on research and development ndash NILFOREIGN EXCHANGE EARNINGS AND OUTGO

There were no foreign exchange earnings or foreign exchange outflow duringthe year

Omansh Enterprises Limited Annual Report 2016-2017 17

21 SECRETARIAL AUDITOR amp SECRETARIAL AUDIT REPORT

In terms of Section 204 of the Companies Act 2013 the Company hasappointed Ms Amit R Dadheech amp Associates Practicing CompanySecretaries as the Secretarial Auditor of the Company for the financial year2016-17 The Secretarial Audit Report given by Ms Amit R Dadheech ampAssociates Practicing Company Secretary is provided under Annexure III tothis ReportThe comments made by the Secretarial Auditor are self explanatory and donot require and further comments The Secretarial Audit Report does notcontain any qualification reservation or adverse remark

22 ESTABLISHMENT OF VIGIL MACHENISM

The Vigil Mechanism Policy of the Company is formulated in terms of section177 (9) of the Companies Act 2013 read with the provisions of the ListingAgreement with the Stock Exchange(s) and thereby also incorporates WhistleBlower Policy That as per the said policy protected disclosures can be madeby the whistle blower to the dedicated e-mail telephone line letter to Chairmanof Audit CommitteeThe Policy on Vigil Mechanism and Whistle Blower Policy as approved by theBoard is available on the website of the Company at web-link httpwwwomanshenterprisescomwp-contentuploads201508Vigil-Mechanism-and-Whistle-Blower-Policypdf

23 ACKNOWLEDGEMENT

Your directors would like to express their sincere appreciation for theassistance and corporation received from the financial institutions banksGovernment authorities customers vendors and members during the yearunder review Your directors also wish to place on record their deep sense ofappreciation for the committed services by the Companyrsquos executives staffand workers

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanDate September 4 2017 Managing Director Wholetime DirectorPlace New Delhi DIN 07639422 DIN 07835068

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 18

Annexure-INOMINATION amp REMUNERATION POLICY

(DIRECTORS KMP amp SENIOR MANAGEMENT)

INTRODUCTION

In pursuance of the Companyrsquos philosophy to consider its employees as itsinvaluable assets to pay equitable remuneration to all Directors Key ManagerialPersonnel (KMP) and employees of the Company to harmonize the aspirationsof human resources consistent with the goals of the Company and in terms of theprovisions of the Companies Act 2013 this policy on nomination and remunerationof Directors Key Managerial Personnel and Senior Management has beenformulated by the Nomination amp Remuneration Committee and approved by theBoard of DirectorsOBJECTIVE

The objective and purpose of the Policy are as given below1 To lay down criteria and terms and conditions with regard to identifying persons

who are qualified to become Directors (Executive and Non-Executive) andpersons who may be appointed in Senior Management and Key Managerialpositions and to determine their remuneration

2 To carry out evaluation of the performance of Directors as well as KeyManagerial and Senior Management Personnel

3 To provide them reward linked directly to their effort performance dedicationand achievement of Organizationrsquos goals as entrusted on them

4 To retain motivate and promote talent and to ensure long term retention oftalented managerial persons and create competitive advantage In the contextof the aforesaid objectives the following policy has been framed andrecommended by the Nomination amp Remuneration Committee and adoptedby the Board of Directors

PART ndash A

POLICY FOR APPOINTMENT AND REMOVAL OF DIRECTOR KMP AND SENIORMANAGEMENTAPPOINTMENT

1 The candidate for a position at Director KMP or Senior Management level ismet by the Managing Director in consultation with the other Directors Theinterview is targeted at assessing the candidate on his her functional ampleadership capabilities and cultural fitment to the organization

2 The MD assesses the shortlisted candidates3 The selected candidatersquos details and the proposed compensation is shared

with the Nomination amp Remuneration Committee for their review andsuggestions The same is shared with the Board at the next board meeting

Omansh Enterprises Limited Annual Report 2016-2017 19

TERM TENURE

The tenure for Directors shall be governed by the terms defined in the CompaniesAct 2013 However the tenure for other KMP and Senior Management Personnelwill be governed by Terms of Appointment in accordance with the RecruitmentPolicy of the CompanyEVALUATION

The performance of the KMP and Senior Management Personnel is evaluated atregular intervals (half yearly yearly) by the Managing Director The performanceevaluation of Independent Directors shall be done by the Board excluding theDirector being evaluated basis the contributions made to the Board deliberationson various matters including business strategy financial strategy operations costand risk management etc and suggestions given in this regardREMOVAL

Due to reasons for any disqualification mentioned in the Companies Act 2013rules made thereunder or under any other applicable Act rules and regulationsthe Managing Director may recommend to the Committee and the Board withreasons recorded in writing removal of a Director subject to the provisions andcompliance of the said Act rules and regulationsFor other KMP or Senior Management Personnel the removal will be governedby the Terms of Appointment in accordance with the Recruitment Policy of theCompany and the subsequent approval of the Managing DirectorRETIREMENT

The Director KMP and Senior Management Personnel shall retire as per theapplicable provisions of the Companies Act 2013 and the prevailing policy of theCompany The Managing Director will have the discretion to retain the DirectorKMP Senior Management Personnel in the same position remuneration orotherwise even after attaining the retirement age for the benefit of the Company

PART ndash B

POLICY RELATING TO EVALUATION AND REMUNERATION OF THE KMP ANDSENIOR MANAGEMENT PERSONNELEVALUATION PROCESS

The three Point Rating scale for performance review of Executive Director KMPand Senior Management is to be followed1 Rating on Basic Job Responsibilities indicating whether the basic job

responsibilities have been met during the year2 Rating on Goals Annual rating on each goal on a five-point scale Weighted

average of the ratings is calculated to arrive at a lsquoWeighted Goal Scorersquo3 Rating on Capabilities Factors The qualitative aspects of the performance is

assessed using the Capabilities Factors by the supervisor on a five-pointscale

Omansh Enterprises Limited Annual Report 2016-2017 20

Based on a holistic view of the Three Point Rating the supervisor provides anoverall Rating This rating is reviewed by the Managing Director along with theimmediate reporting officer who does a Qualitative review of the performancebased on the efforts put in by the employee results achieved and impact of theexternal and internal factors to arrive at a lsquoFinal Annual RatingrsquoThe revision in the total remuneration is directly linked to the lsquoFinal Annual Ratingrsquofor all employees1 The remuneration compensation commission etc to the KMP and Senior

Management Personnel will be determined by the Managing Director inconsultation with other Directors (except the Independent Directors) inaccordance with the Recruitment Policy of the Company which is based uponthe Final Annual Rating employee potential and market benchmarkcompensation The revised remuneration is shared with the Nomination ampRemuneration Committee for review

2 The remuneration compensation commission etc shall be subject to theprior post approval of the shareholders of the Company and CentralGovernment wherever required

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanDate September 4 2017 Managing Director Wholetime DirectorPlace New Delhi DIN 07639422 DIN 07835068

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 21

Omansh Enterprises Limited Annual Report 2016-2017 22

lsquoAnnexure-IIrsquoForm No MGT-9

EXTRACT OF ANNUAL RETURNAs on the financial year ended on 31032017

[Pursuant to Section 92(3) of the Companies Act 2013 and rule 12(1)of the Companies (Management and Administration) Rules 2014]

I REGISTRATION AND OTHER DETAILS

i) CIN L21011DL1974PLC241646ii) Registration Date 20031974iii) Name of the Company OMANSH ENTERPRISES LIMITEDiv) Category Sub-Category of the Company Public Company Limited by Shares amp Having Share Capitalv) Address of the Registered office and contact details SHOP NO 37 QD BLOCK DDA MARKET

PITAMPURA NEW DELHI - 110034Email infoomanshenterprisescom

vi) Whether listed company Yesvii) Name and Address of Registrar amp Transfer Agents ( RTA )

Name of Registrar amp Transfer Agents Skyline Financial Services Private LimitedAddress D-153 A 1st Floor Okhla Industrial Area Phase-ITown City New DelhiState DelhiPin Code 110020Telephone +91-(0)11-6473 2681 6473 2682Fax Number +91-(0)11-2681 2682Email Address adminskylinertacom

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-SNo Name and Description of NIC Code of the to total turnover

main products services Product service of the company1 Whole sale of textiles and clothing 46411 9892

III PARTICULARS OF HOLDING SUBSIDIARY AND ASSOCIATE COMPANIES No of companies for which information is being filloed = NILSNo Name and Address of the Company CINGLN Holding of shares held Applicable Section

SubsidiaryAssociates

Not applicable

Omansh Enterprises Limited Annual Report 2016-2017 23

No of Shares held at the beginning of the year No of Shares held at the end of the year

C at eg o r y o f D e ma t P h y s i ca l T o t a l o f D e ma t P h y s i ca l T o t a l o f C h a n g eS h a r e h o ld er s Tot al S hares Tot al S hares d ur in g t he year

A Promoters(1) Indiana) IndividualHUF 3114500 0 3114500 1755 3114500 0 3114500 1755 000b) Central Govt 0 0 0 000 0 0 000 000 000c) State Govt (s) 0 0 0 000 0 0 000 000 000d) Bodies Corp 4532000 0 4532000 2553 4532000 0 4532000 2553 000e) Banks FI 0 0 0 000 0 0 000 000 000f) Any Otherhellip 0 0 0 000 0 0 000 000 000Sub-total (A) (1)- 7646500 0 7646500 4308 7646500 0 7646500 4308 000(2) Foreign 0 0 0 000 0 0 0 000 000a) NRIs - Individuals 0 0 0 000 0 0 0 000 000b) Other ndash Individuals 0 0 0 000 0 0 0 000 000c) Bodies Corp 0 0 0 000 0 0 0 000 000d) Banks FI 0 0 0 000 0 0 0 000 000e) Any Otherhellip 0 0 0 000 0 0 0 000 000Sub-total (A) (2)- 0 0 0 000 0 0 0 000 000Total shareholding of Promoter(A) = (A)(1)+(A)(2) 7646500 0 7646500 4308 7646500 0 7646500 4308 000B Public Shareholding 1 Insti tutions a) Mutual Funds 0 0 0 000 0 0 0 000 000b) Banks FI 0 0 0 000 0 0 0 000 000c) Central Govt 0 0 0 000 0 0 0 000 000d) State Govt(s) 0 0 0 000 0 0 0 000 000e) Venture Capital Funds 0 0 0 000 0 0 0 000 000f) Insurance Companies 0 0 0 000 0 0 0 000 000g) FIIs 0 0 0 000 0 0 0 000 000h) Foreign Venture Capital Funds 0 0 0 000 0 0 0 000 000i) Others (specify) 0 0 0 000 0 0 0 000 000Sub-total (B)(1)- 0 0 0 000 0 0 0 000 0002 Non-Institutions a) Bodies Corp i) Indian 3296183 25000 3321183 1871 2695355 25000 2720355 1533 -338ii) Overseas 0 0 0 000 0 0 0 000 000b) Individuals i) Individual shareholdersholding nominal share capitalupto Rs 1 lakh 1688546 410000 2098546 1182 718726 409050 1127776 635 -547ii) Individual shareholdersholding nominal sharecapital in excess of Rs 1 lakh ldquo 3745717 616000 4361717 2457 5227885 616000 5843885 3292 835c) Others (specify) 321054 1000 322054 181 410484 1000 411484 232 051Sub-total (B)(2)- 9051500 1052000 10103500 5692 9052450 1051050 10103500 5692 000Total Public Shareholding(B)=(B)(1)+(B)(2) 9051500 1052000 10103500 5692 9052450 1051050 10103500 5692 000C Shares held by Custodianfor GDRs amp ADRs 0 0 0 000 0 0 0 000 000Grand Total (A+B+C) 16698000 1052000 17750000 10000 16698950 1051050 17750000 10000 000

IV SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)A Category-wise Share Holding

Omansh Enterprises Limited Annual Report 2016-2017 24

B Shareholding of Promoters

S Shareholder rsquos Name No of of of shares No of of of shares changeNo Shares tota l pledged Shares tota l pledged in share

Shares encum- shares of encum- hold-of the bered to the bered to ing during

company tota lshares company tota lshares the year1 Mr Gaurav Mutreja 14500 008 000 14500 008 000 0002 Mr Chander Bhan 100000 056 000 100000 056 000 0003 Ms Atharva Professsional Consultants LLP 500000 282 000 500000 282 000 0004 Ms JK Lrsquoatelier Limited 2500000 1408 000 2500000 1408 000 0005 Mr Gaurav Bhatia 50000 028 000 50000 028 000 0006 Ms Gaurav Sukhija (HUF) 250000 141 000 250000 141 000 0007 Ms Komal Sukhi ja 250000 141 000 250000 141 000 0008 Ms Mukesh Sukhija (HUF) 50000 028 000 50000 028 000 0009 Ms Neelam Bhatia 600000 338 000 600000 338 000 00010 Ms Neelam Rani 100000 056 000 100000 056 000 00011 Mr Om Prakash Sukhi ja 700000 394 000 700000 394 000 00012 Ms Pooja Bhatia 150000 085 000 150000 085 000 00013 Ms Raj Kanta Sukhi ja 250000 141 000 250000 141 000 00014 Ms Rashmi Sukhi ja 550000 310 000 550000 310 000 00015 Ms Shi lpa Bhatia 50000 028 000 50000 028 000 00016 Ms Achyut Properties Private Limited 500000 282 000 500000 282 000 00017 Ms Ranji tgarh Finance Company PrivateLimited 1032000 581 000 1032000 581 000 000

Shareholding at the beginning of the year Shareholding at the end of the year

Omansh Enterprises Limited Annual Report 2016-2017 25

C Change in Promotersrsquo Shareholding

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company companySAME AS MENTIONED IN ldquoBrdquo ABOVE

Shareholding at the beginning of the year Shareholding at the end of the year

D Shareholding Pattern of top ten Shareholders (other than Directors Promoters and Holders ofGDRs and ADRs)

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 NAU NIDH FINANCE LIMITED BODY 2500000 1408 2500000 1408

CORPORATE2 KAMALJIT GHAI INDIVIDUAL 250000 141 250000 1413 BHALINDER GHAI INDIVIDUAL 250000 141 250000 1414 HARMEET GHAI INDIVIDUAL 250000 141 250000 1415 GEETA CHADHA INDIVIDUAL 250000 141 250000 1416 MANAN NARANG INDIVIDUAL 250000 141 500000 2827 RAJIV CHADHA INDIVIDUAL 250000 141 250000 1418 NAVEEN NARANG INDIVIDUAL 250000 141 500000 2829 SUMITRA NARANG INDIVIDUAL 250000 141 500000 28210 SATISH CHANDER NARANG INDIVIDUAL 250000 141 500000 282

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

Omansh Enterprises Limited Annual Report 2016-2017 26

E Shareholding of Directors and Key Managerial Personnel

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 Radhey Shayam Whole Time Director 500 000 500 0002 Gaurav Mutre ja Director 14500 008 14500 008

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

V INDEBTEDNESSParticulars Secured Loans Unsecured Deposi ts Total

excluding deposits Loans Indebtedness

VI REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL A Remuneration to Managing Director Whole-time Directors andor Manager

Gross Salary CommissionS Name of (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others Total CeilingNo MDWTD per provision perquisites in lieu of Option Equity profit as per

Manager contained us 17(2) salary the Actin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

NOT ANY

Indebtedness at the beginning of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

Change in Indebtedness during the financial yearAdditionReductionNet Change

Indebtedness at the end of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

NOT APPLICABLE

Omansh Enterprises Limited Annual Report 2016-2017 27

B Remuneration to other directors

Independent Directors Other Non-Executive DirectorS Name of Fee for Commission Others Total 1 Fee for Comm- Others Total Total Total Over-No Director attending attend- ission (2) (1+2) Mana- all

board ing gerial Ceilingcommittee board Remu- as permeetings commi- nerat- the Act

ttee ionmeet-ings

NOT ANY

C Remuneration to Key Managerial Personnel Other than MDManagerWTD

Gross Salary CommissionS Name of Key (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others TotalNo Managerial per provision perquisites in lieu of Option Equity profit

Personnel contained us 17(2) salaryin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

Not Any

Omansh Enterprises Limited Annual Report 2016-2017 28

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Manoj Ramesh Kumar Chauhan Seema KhanWhole Time Director Managing DirectorDIN 07835068 DIN 07639422

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

VII PENALTIES PUNISHMENT COMPOUNDING OF OFFENCES

Type Section of the Brief Detail of Authority [RDNCLT] Appeal made if anyCompanies Description Penalty Punishment Court] (give Details)

Act Compoundingfees imposed

A COMPANYPenaltyPunishment NOT ANYCompoundingB DIRECTORSPenaltyPunishment NOT ANYCompoundingC OTHER OFFICERS IN DEFAULTPenaltyPunishment NOT ANYCompounding

Omansh Enterprises Limited Annual Report 2016-2017 29

Annexure III

FORM NO MR-3SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED 31ST MARCH 2017[Pursuant to Section 204(1) of the Companies Act 2013 and Rule No9 of the

Companies (Appointment and Remuneration Personnel) Rules 2014]

ToThe MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034We have conducted the secretarial audit of the compliance of applicable statutoryprovisions and the adherence to good corporate practices by Omansh EnterprisesLimited (CIN L21011DL1974PLC241646) (hereinafter called ldquothe companyrdquo)Secretarial Audit was conducted in a manner that provided us a reasonable basisfor evaluating the corporate conductsstatutory compliances and expressing ouropinion thereonBased on our verification of Omansh Enterprises Limited books papers minutebooks forms and returns filed and other records maintained by the company andalso the information provided by the Company its officers agents and authorizedrepresentatives during the conduct of the Secretarial Audit we hereby report thatin our opinion the Company has during the audit period covering the financialyear ended on March 31 2017 complied with the statutory provisions listedhereunder and also that the Company has proper Board processes and compliancemechanism in place to the extent in the manner and subject to the reportingmade hereinafterWe have examined the books papers minute books forms and returns filedand other records maintained by Omansh Enterprises Limited for the financialyear ended on March 31 2017 according to the provisions of

1 The Companies Act 2013 (the Act) and the rules made thereunder2 The Securities Contracts (Regulation) Act 1956 (lsquoSCRArsquo) and the rules made

thereunder3 The Depositories Act 1996 and the Regulations and Bye-laws framed

thereunder4 Foreign Exchange Management Act 1999 and the rules and regulations made

thereunder to the extent of Foreign Direct Investment Overseas DirectInvestment and External Commercial Borrowings (During the period underreview the Company has not entered into any transaction requiring

Omansh Enterprises Limited Annual Report 2016-2017 30

compliances with the Foreign Exchange Management Act 1999 and therules and regulations made thereunder to the extent of Foreign DirectInvestment Overseas Direct Investment and External CommercialBorrowings)

5 The Securities and Exchange Board of India (Substantial Acquisition of Sharesand Takeovers) Regulations 2011

6 The Securities and Exchange Board of India (Prohibition of Insider Trading)Regulations 2015

7 The Securities and Exchange Board of India (Issue of Capital and DisclosureRequirements) Regulations 2009

8 The Securities and Exchange Board of India (Employee Stock Option Schemeand Employee Stock Purchase Scheme) Guidelines 1999 (During the periodunder review the Company has not entered into any transaction requiringcompliances with the Securities and Exchange Board of India (EmployeeStock Option Scheme and Employee Stock Purchase Scheme)Guidelines 1999)

9 The Securities and Exchange Board of India (Issue and Listing of DebtSecurities) Regulations 2008 (During the period under review theCompany has not entered into any transaction requiring complianceswith the Securities and Exchange Board of India (Issue and Listing ofDebt Securities) Regulations 2008)

10 The Securities and Exchange Board of India (Registrars to an Issue andShare Transfer Agents) Regulations 1993 regarding the Companies Act anddealing with client

11 The Securities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009)

12 The Securities and Exchange Board of India (Buyback of Securities)Regulations 1998 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Buyback of Securities)Regulations 1998)

OTHER APPLICABLE LAWS

With respect to the compliance system prevailing in the Company and onexamination of the relevant documents and records in pursuance thereof on testcheck basis the Company has complied with the following laws applicable to theCompany

Omansh Enterprises Limited Annual Report 2016-2017 31

1 Indian Contract Act 18722 Income Tax Act 1961 to the extent of Tax Deducted at Source under various

Section and TDS Returns filed3 Indirect Tax Laws relating to collections deductions wherever applicable

payments made and returns filedWe have also examined compliance with the applicable clauses of thefollowing

1 Secretarial Standards issued by The Institute of Company Secretaries of India2 The Listing Agreements entered into by the Company with BSE Ltd pursuant

to SEBI (Listing Obligation and Disclosure Requirement) Regulations 2015During the period under review the Company has complied with the provisions ofthe Act Rules Regulations Guidelines Standards etc mentioned aboveWe further report that

The Board of Directors of the Company is duly constituted with proper balance ofExecutive Directors Non-Executive Directors and Independent Directors Thechanges in the composition of the Board of Directors that took place during theperiod under review were carried out in compliance with the provisions of the ActAdequate notice is given to all directors to schedule the Board Meetings agendaand detailed notes on agenda were sent at least seven days in advance and asystem exists for seeking and obtaining further information and clarifications onthe agenda items before the meeting and for meaningful participation at themeetingMajority decision is carried unanimously however the dissenting membersrsquo viewsif any are captured and recorded as part of the minutesWe further report that there are adequate systems and processes in the companycommensurate with the size and operations of the company to monitor and ensurecompliance with applicable laws rules regulations and guidelinesWe further report that during the audit period

1 During the financial year ended March 31 2017 the Company has notappointed Company Secretary (CS) and Chief Financial Officer (CFO) on theBoard of the Company in compliance with Section 203 of the Companies Act2013 however the Company has appointed CS and CFO wef May 292017 and September 4 2017 respectively

2 The Company has not appointed an Internal Auditor in compliance withprovision of Section 138 of Companies Act 2013

3 There were instances of delay in filing the Forms as required to be filed withRegistrar of Companies Delhi and the Company has paid additional fees forthe same

Note This report is to be read with our letter of even date which annexed asAnnexure A and forms an integral part of this report

Omansh Enterprises Limited Annual Report 2016-2017 32

Annexure A to the Secretarial Audit Report

The MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034

1 We have not verified the correctness and appropriateness of financial recordsand Books of Accounts of the Company

2 Where ever required we have obtained the Management representation aboutthe compliance of laws rules and regulations and happening of events etc

3 The compliance of the provisions of Corporate and other applicable lawsrules regulations standards is the responsibility of management Ourexamination was limited to the verification of procedures on the random testbasis

4 We have followed the audit practices and processes as were appropriate toobtain reasonable assurance about the correctness of the contents of thesecretarial records The verification was done on the random test basis toensure that correct facts are reflected in secretarial records We believe thatthe processes and practices we followed provide a reasonable basis for ouropinion

5 The Secretarial Audit report is neither an assurance as to the future viabilityof the company nor of the efficacy or effectiveness with which the managementhas conducted the affairs of the Company

For Amit R Dadheech amp Associates

Amit R DadheechM No 22889 CP No 8952Mumbai September 4 2017

MANAGEMENT DISCUSSION AND ANALYSIS

Your Directors are pleased to present the Management Discussion and AnalysisReports for the year ended March 31 2017 as underbull Overview

The Indian textile industry is one the largest and oldest sectors in the country andamong the most important in the economy in terms of output investment andemployment The sector employs nearly 45 million people directly and it is one ofthe largest sources of employment generation in the country The textile industrycontributes to 10 of manufacturing production 2 of Indiarsquos GDP and to 13 ofthe countryrsquos export earnings With direct linkages to the rural economy and theagriculture sector it has been estimated that one of every six households in thecountry depends on this sector either directly or indirectly for its livelihoodbull Industry Structure

Raw material costs have been increasing globally coupled with a shortage ofskilled workers While a shift is taking place of textiles industries from China andBangladesh to India the industrial climate in India has also become adverse dueto regular increases in input costs Any further appreciation of the Rupee willadversely affect exports from India Though the spinning industry has faredsomewhat better those with a presence in weaving processing or even compositebusinesses are facing the heat due to increases in input cost without being ableto pass on such higher costs to customers as the market is simply unable toabsorb the samebull Opportunities and Threat

There is good scope for growth for the textile industry as Indiarsquos share in theglobal trade in textiles is weak compared to other countries The free tradeenvironment is a great opportunity for the Indian textile industry to increase itsshare in the global market Chinese exports are slowing down on account of variousfactors inclusive of increase in domestic demand and rising costs This is a goodopportunity of which our textile industry should make use but smaller countrieslike Bangladesh Sri Lanka Pakistan Turkey and Vietnam etc are becomingformidable challengersLack of uninterrupted power increased power costs higher transaction costshigh cost of labour is hindering the progress However we are making all outefforts to cope with all these challenges by continuous efforts at cost reductionprocess improvements diversification of products and improving productivity byimproving efficienciesbull Business operations

The Company is engaged in the business of Textile industry During the yearunder review the industry faced various challenges due to global and economicslowdown and increasing rates of interest rates But looking at the huge potentialin India for Textile the company is hopeful of reenter into this sector The growthin the sector is very good and Management expects better results in forth comingyearOmansh Enterprises Limited Annual Report 2016-2017 33

bull Outlook

In light of the new and vibrant management of the company and steady growth inthe operations of the company and looking at the huge demand for residential aswell as commercial space in Delhi the company is hopeful of its upwardperformance the future growth for the benefit of its stakeholders at largebull Internal control System

The company has an effective internal control environment which ensures thatoperation are managed efficiently and effectively assets are safeguardedregulatory are complied with and transactions are recorded after appropriateauthorization The Company has an adequate internal control systemcommensurate with the size of the company and the nature of its business whichensures that functioning of the Company is managed efficiently and effectivelyassets are safeguarded regulatory compliances are complied with and transactionsare recorded after appropriate authorizationbull Human relations

Human resources have always been most valuable assets for Omansh EnterprisesLimited During the year the company has once again gained the confidence of itsHuman Resource as well and company constantly seeks to attract and retain thebest available talent Human resources management incorporates a process drivenapproach that invest regularly in the extensive training programs The Companycontinued to enjoy healthy industrial relations during the yearbull Forward Looking and Cautionary Statements

Management Discussion and Analysis contains forward-looking statementsconcerning the Companyrsquos future plans strategies and performance Theseforward-looking statements are not historical facts rather they representassumptions and beliefs based on economic financial and competitive datacurrently available Furthermore they are subject to a number of risks anduncertainties that without limitation relate to economic conditions fiercecompetition in the information service industry customer demand tax rulesregulations and other factors Readers of this annual report are cautioned not toplace undue reliance on these forward-looking statements The Company thereforewishes to caution readers that actual results may differ materially

On behalf of Board of Directorsof Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanManaging Director Wholetime DirectorDIN 07639422 DIN 07835068

DateSeptember 4 2017Place New Delhi

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 34

Independent Auditorrsquos Report

To the Members of Omansh Enterprises Limited

Report on the Financial Statements

We have audited the accompanying standalone financial statements of OmanshEnterprises Limited (ldquothe Companyrdquo) which comprise the Balance Sheet as atMarch 31 2017 the Statement of Profit and Loss and Cash Flow Statement for theyear then ended and a summary of significant accounting policies and otherexplanatory information

Managementrsquos Responsibility for the Financial Statements

The Companyrsquos Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 (ldquothe Actrdquo) with respect to the preparation ofthese standalone financial statements that give a true and fair view of the financialposition financial performance and cash flows of the Company in accordancewith accounting principles generally accepted in India including the AccountingStandards specified under section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014 and the Companies (Accounting Standards) AmendmentRules 2016 This responsibility includes maintenance of adequate accountingrecords in accordance with the provisions of the Act for safeguarding of the assetsof the Company and for preventing and detecting frauds and other irregularitiesselection and application of appropriate accounting policies making judgmentsand estimates that are reasonable and prudent and the design implementationand maintenance of adequate internal financial control that were operatingeffectively for ensuring the accuracy and completeness of the accounting recordsrelevant to the preparation and presentation of the financial statements that givea true and fair view and are free from material misstatement whether due to fraudor error

Auditorrsquos Responsibility

Our responsibility is to express an opinion on these standalone financial statementsbased on our audit We have taken into account the provisions of the Act theaccounting and auditing standards and matters which are required to be includedin the audit report under the provisions of the Act and the Rules made thereunderWe conducted our audit in accordance with the Standards on Auditing issued bythe Institute of Chartered Accountants of India as specified under Section 143(10)of the Act Those Standards require that we comply with ethical requirements andplan and perform the audit to obtain reasonable assurance about whether thefinancial statements are free from material misstatement

An audit involves performing procedures to obtain audit evidence about theamounts and disclosures in the financial statements The procedures selecteddepend on the auditorrsquos judgment including the assessment of the risks of materialmisstatement of the financial statements whether due to fraud or error In making

Omansh Enterprises Limited Annual Report 2016-2017 35

those risk assessments the auditor considers internal financial control relevantto the Companyrsquos preparation of the financial statements that give a true and fairview in order to design audit procedures that are appropriate in the circumstancesAn audit also includes evaluating the appropriateness of accounting policies usedand the reasonableness of the accounting estimates made by the CompanyrsquosDirectors as well as evaluating the overall presentation of the financial statementsWe believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the standalone financial statements

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the standalone financial statements give the information required bythe Act in the manner so required and give a true and fair view in conformity withthe accounting principles generally accepted in India of the state of affairs of theCompany as at 31st March 2017 its profit and its cash flows for the year endedon that date

Report on Other Legal and Regulatory Requirements

1 As required by the Companies (Auditorrsquos report) Order 2016 (ldquothe Orderrdquo)issued by the Central Government of India in terms of sub-section (11) ofSection 143 of the Act we give in the Annexure 1 a statement on the mattersspecified 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 whichto the best of our knowledge and belief were necessary for the purposeof our audit

b) In our opinion proper books of account as required by law have beenkept by the Company so far as it appears from our examination of thosebooks

c) The Balance Sheet Statement of Profit and Loss and Cash FlowStatement dealt with by this Report are in agreement with the books ofaccount

d) In our opinion the aforesaid standalone financial statements comply withthe Accounting Standards specified under Section 133 of the Act readwith Rule 7 of the Companies (Accounts) Rules 2014 and the Companies(Accounting Standards) Amendment Rules 2016

e) On the basis of written representations received from the directors as on31st March 2017 and taken on record by the Board of Directors none ofthe directors is disqualified as on 31st March 2017 from being appointedas a director in terms of Section 164(2) of the Act

Omansh Enterprises Limited Annual Report 2016-2017 36

f) With respect to the adequacy of the internal financial controls overfinancial reporting of the Company and the operating effectiveness ofsuch controls refer to our separate Report in ldquoAnnexure 2rdquo to this report

g) With respect to the other matters to be included in the Auditorrsquos Reportin accordance with Rule 11 of the Companies (Audit and Auditors) Rules2014 in our opinion and to the best of our information and according tothe explanations given to us

i The Company does not have any pending litigations which wouldimpact its financial position

ii The Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeablelosses

iii There has not been an occasion in which the company during theyear under report to transfer any sum to the Investor Education andProtection Fund Hence the question of delay in transferring suchsum does not arise

iv The Company has provided requisite disclosures in Note No 27 tothese standalone financial statements as to the holding of SpecifiedBank Notes on November 8 2016 to December 30 2016 as well asdealings in Specified Bank Notes during the period from November8 2016 to December 30 2016 Based on our audit procedures andrelying on the management representation regarding the holdingand nature of cash transactions including Specified Bank Noteswe report that these disclosures are in accordance with the books ofaccounts maintained by the Company and as produced to us by theManagement

For Satyendra Mrinal amp AssociatesChartered Accountants

Firm Registration Number 017068N

SK JainPartner

Membership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 37

Annexure 1 referred to in paragraph 1 under the heading ldquoReport on OtherLegal and Regulatory Requirementsrdquo of our Report of even date

(i) (a) The Company has maintained proper records showing fullparticulars including quantitative details and situation of fixedassets

(b) All fixed assets have been physically verified by the managementat regular intervals as informed to us no material discrepancieswere noticed on such verification

(c) According to the information and explanations given by themanagement the Company has not acquired any immovableproperty during the year under audit no comments under thesub-clause are required

(ii) The Company does not have any inventory and accordingly therequirements under paragraph 3(ii) of the Order are not applicable to theCompany

(iii) According to the information and explanation given to us the Companyhas not granted any loans secured or unsecured to companies firmsLimited Liability Partnerships or other parties covered in the registermaintained under Section 189 of the Act and hence clause 3(iii)(a) (b)and (c) of the Order are not applicable to the Company and hence notcommented upon

(iv) In our opinion and according to the information and explanations givento us there are no loans investments guarantees and securities grantedin respect of which provisions of Section 185 and 186 of the Act areapplicable and hence not commented upon

(v) The Company has not accepted any deposits within the meaning ofSections 73 to 76 of the Act and the Companies (Acceptance of Deposits)Rules 2014 (as amended) Accordingly the provisions of clause 3(v) ofthe Order are not applicable

(vi) To the best of our knowledge and as explained the Central Governmenthas not specified the maintenance of cost records under Section 148(1)of the Act for the productsservices of the Company

(vii) (a) According to the information and explanations given to us andbased on the records of the company examined by us thecompany is regular in depositing the undisputed statutory duesincluding income-tax and other statutory dues as applicablewith the appropriate authorities in India

(b) According to the information and explanations given to us andbased on the records of the company examined by us thereare no dues of Income tax which have not been deposited onaccount of any disputes However the remaining taxes specifiedunder the said sub-clause are not applicable to the company

Omansh Enterprises Limited Annual Report 2016-2017 38

(viii) In our opinion and according to the information and explanations givenby the management the Company has not availed of any loans from anyfinancial institution bank or government and not issued any debentures

(ix) In our opinion and according to the information and explanations givenby the management the Company has not raised any money by way ofinitial public offer or further public offer (including debt instruments) andthe company has not raisedtaken any term loan

(x) Based upon the audit procedures performed for the purpose of reportingthe true and fair view of the financial statements and according to theinformation and explanations given by the management we report thatno fraud by the company or no fraud on the company by the officers andemployees of the Company has been noticed or reported during the year

(xi) According to the information and explanations given by the managementthe company has complied with the provisions of Section 197 read withSchedule V of the Companies Act 2013

(xii) In our opinion the Company is not a nidhi company Therefore theprovisions of clause 3(xii) of the order are not applicable to the Companyand hence not commented upon

(xiii) According to the information and explanations given by the managementthere were no transactions with the related parties during the year hencenot commented upon

(xiv) According to the information and explanations given to us and on anoverall examination of the Balance Sheet the Company has not madeany preferential allotment or private placement of shares or fully or partlyconvertible debentures during the year under review and hence reportingrequirements under clause 3(xiv) are not applicable to the Company andnot commented upon

(xv) According to the information and explanations given by the managementthe Company has not entered into any non-cash transactions with thedirectors or persons connected with him as referred to in Section 192 ofCompanies Act 2013

(xvi) According to the information and explanations given to us the provisionsof Section 45-IA of the Reserve Bank of India Act 1934 are not applicableto the Company

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 39

ANNEXURE 2 TO THE INDEPENDENT AUDITORrsquoS REPORT OF EVEN DATEON THE STANDALONE FINANCIAL STATEMENTS OF OMANSHENTERPRISES LIMITED

Report on the Internal Financial Controls under Clause (i) of Sub-section 3of Section 143 of the Companies Act 2013 (ldquothe Actrdquo)

To the Members of Omansh Enterprises Limited

We have audited the internal financial controls over financial reporting of OmanshEnterprises Limited (ldquothe Companyrdquo) as of 31st March 2017 in conjunction withour audit of the standalone financial statements of the Company for the year endedon that date

Managementrsquos Responsibility for Internal Financial Controls

The Companyrsquos Management is responsible for establishing and maintaininginternal financial controls based on the internal control over financial reportingcriteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial ControlsOver Financial Reporting issued by the Institute of Chartered Accountants of IndiaThese responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuringthe orderly and efficient conduct of its business including adherence to theCompanyrsquos policies the safeguarding of its assets the prevention and detectionof frauds and errors the accuracy and completeness of the accounting recordsand the timely preparation of reliable financial information as required under theCompanies Act 2013 (lsquothe Actrsquo)

Auditorrsquos Responsibility

Our responsibility is to express an opinion on the Companyrsquos internal financialcontrols over financial reporting based on our audit We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting (the ldquoGuidance Noterdquo) and the Standards on Auditing asspecified under section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls both applicable to an audit of Internal Financial Controlsand both issued by the Institute of Chartered Accountants of India ThoseStandards and the Guidance Note require that we comply with ethical requirementsand plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects

Our audit involves performing procedures to obtain audit evidence about theadequacy of the internal financial controls system over financial reporting andtheir operating effectiveness Our audit of internal financial controls over financialreporting included obtaining an understanding of internal financial controls overfinancial reporting assessing the risk that a material weakness exists and testing

Omansh Enterprises Limited Annual Report 2016-2017 40

and evaluating the design and operating effectiveness of internal control basedon the assessed risk The procedures selected depend on the auditorrsquos judgementincluding the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error

We believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the internal financial controls systemover financial reporting

Meaning of Internal Financial Controls Over Financial Reporting

A companyrsquos internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles A companyrsquos internal financialcontrol over financial reporting includes those policies and procedures that (1)pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company (2)provide reasonable assurance that transactions are recorded as necessary topermit preparation of financial statements in accordance with generally acceptedaccounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorisations of management and directorsof the company and (3) provide reasonable assurance regarding prevention ortimely detection of unauthorised acquisition use or disposition of the companyrsquosassets 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 financialreporting including the possibility of collusion or improper management overrideof controls material misstatements due to error or fraud may occur and not bedetected Also projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes inconditions or that the degree of compliance with the policies or procedures maydeteriorate

Omansh Enterprises Limited Annual Report 2016-2017 41

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at 31st March 2017 basedon the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls Over Financial Reporting issued bythe Institute of Chartered Accountants of India

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 42

Amount in Particulars Note As At As At

No 31032017 31032016

OMANSH ENTERPRISES LIMITEDRegd off SHOP NO QD-37 DDA MARKET PITAMPURA NEW DELHI-110034

BALANCE SHEET AS AT 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I EQUITY AND LIABILITIES(1) Shareholderrsquos Funds

(a) Share Capital 2 3550000000 3550000000(b) Reserves and Surplus 3 90954266 68038074(c) Money received against share warrants - 3640954266 - 3618038074

(2) Share application money pending allotment - -(3) Non-Current Liabilities

(a) Long-term borrowings - -(b) Deferred tax liabilities (Net) 121300 -(c) Other Long term liabilities - -(d) Long term provisions - 121300 - -

(4) Current Liabilities(a) Short-term borrowings - -(b) Trade payables 4 2658855175 2385034725(c) Other current liabilities 5 13400000 31328100(d) Short-term provisions - 2672255175 - 2416362825

Total 6313330741 6034400899II ASSETS(1) Non-current assets

(a) Fixed assets (i) Tangible assets 6 2888600 4902500 (ii) Intangible assets - - (iii) Capital work-in-progress - - (iv) Intangible assets under development - -(b) Non-current investments 7 801500000 801500000(c) Deferred tax assets (net) - 413300(d) Long term loans and advances 8 910000000 1232160100(e) Other non-current assets - 1714388600 - 2038975900

(2) Current assets(a) Current investments - -(b) Inventories - -(c) Trade receivables 9 4311808246 3931054446(d) Cash and cash equivalents 10 262853595 19436253(e) Short-term loans and advances 11 10054300 16482300(f) Other current assets 12 14226000 4598942141 28452000 3995424999

Total 6313330741 6034400899Significant Accounting PoliciesNotes on financial Statements 1-27

Omansh Enterprises Limited Annual Report 2016-2017 43

Amount in

Particulars Note 2016-17 2015-16No

OMANSH ENTERPRISES LIMITED

STATEMENT OF PROFIT amp LOSS FOR THE YEAR ENDED 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I Revenue from operations 20 1735111517 2138004325II Other Income 21 598242 165707300III Total Revenue I+II 1735709759 2303711625IV Expenses

Purchase of Stock-in-Trade (Net of Return) 1556101986 2019177290Changes in inventories of finished goods work-in-progress and Stock-in-Trade - -Employee benefit expense 22 38500000 92100000Financial costs 23 - 371112Depreciation and amortization expense 24 16239900 22358900Other expenses 25 91717081 130240960

IV Total Expenses 1702558967 2264248262V Profit before exceptional and extraordinary items and tax III-IV 33150792 39463363VI Exceptional Items - -VII Profit before extraordinary items and tax V-VI 33150792 39463363VIII Extraordinary Items - -IX Profit before tax VII-VIII 33150792 39463363X Tax expense

(1) Current tax 9700000 11638100(2) Deferred tax 534600 27512500

XI Profit(Loss) from the perid from continuing operations IX-X 22916192 312763XII Profit(Loss) from discontinuing operations - -XIII Tax expense of discounting operations - -XIV Profit(Loss) from Discontinuing operations XII-XIII - -XV Profit(Loss) for the period XI+XIV 22916192 312763XVI Earning per equity share 26

(1) Basic 001 000(2) Diluted 001 000

Omansh Enterprises Limited Annual Report 2016-2017 44

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2017(Amount in )

Particulars 2016-17 2015-16A Cash Flow from Operating Activities

Profit(Loss) before Taxation 331508 394634Adjustments for Depreciation 20139 81329Preliminary expenses 142260 142260Loss (Profit) on Sale of assets - -Finance cost - 3711Interest Income - -Operating Profit(Loss) before Working Capital Changes 493907 621934Adjustments for Trade and Other Receivables (3807538) 198975Inventories - -Loans and Advances 3285881 (4365027)Trade and Other Payables 2558924 859666Provisions - -Other current Assets - 6837Cash Generated from Operations 2531173 (2677615)Direct Tax Paid (97000) (116381)Net Cash generated from Operating Activities 2434173 (2793996)

B Cash Flow from Investing ActivitiesPurchase of Fixed Assets - -Sale of assets - -Investments - -Interest Income - -Net Cash used in Investing Activities - -

C Cash Flow from Financing ActivitiesProceeds of Borrowings - -Finance cost - (3711)Net Cash generated from in Financing Activities - (3711)Net Increase(Decrease) in Cash and Cash Equivalents (A+B+C) 2434173 (2797708)Cash and Cash Equivalents Opening 194362 2992070Cash and Cash Equivalents Closing 2628536 194362

Notes1 The above Cash Flow Statement has been prepared under the indirect method as set out in the Accounting Standard on Cash Flow Statement

(AS-3)2 Figures in Brackets indicate Cash Outflow3 Previous Year rsquos figures have been recast regrouped and restated where ever necessary

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 45

Notes Forming Part of Financial Statements

NOTE 1

A CORPORATE INFORMATION

The company is engaged in the business of trading in ClothClothingFabric in India the disclosure requirements of AccountingStandard-17 Segment Reporting are not applicable

B SIGNIFICANT ACCOUNTING POLICIES

I BASIS OF PREPARATION

The accompanying financial statements have been prepared andpresented as a going concern under historical cost convention onthe accrual basis of accounting unless otherwise stated inaccordance with the generally accepted accounting principles inIndia (Indian GAAP) and comply with the Accounting Standardsspecified under Section 133 of the Companies Act 2013 (The Act)read with paragraph 7 of the Companies (Accounts) Rules 2014and relevant provisions of the Companies Act 2013

The accounting policies have been consistently applied by theCompany and are consistent with those used in the previous year

All assets and liabilities have been classified as current or non-current as per the Companyrsquos normal operating cycle and othercriteria set out in the Schedule III of the Companies Act 2013Based on the nature of products and the time between theacquisition of assets for processing and their realisation in cashand cash equivalents the Company has ascertained its operatingcycle as up to twelve months for the purpose of currentnon-currentclassification of assets and liabilities

II USE OF ESTIMATES

The preparation of financial statements in conformity with IndianGAAP requires the management to make judgements estimatesand assumptions that affect the reported amounts of revenuesexpenses assets and liabilities and disclosure of contingentliabilities at the end of the reporting period Although these

Omansh Enterprises Limited Annual Report 2016-2017 46

estimates are based on the managementrsquos best knowledge ofcurrent events and actions uncertainty about these assumptionsand estimates could result in the outcomes requiring a materialadjustment to the carrying amounts of assets or liabilities in futureperiods

Significant estimates used by the management in the preparationof these financial statements include the useful life of fixed assetsand intangible assets and provisions for doubtful debtsadvancesDifference if any between the actual results and estimates arerecognized in the period in which the results are knownmaterialized

III FIXED ASSETS AND DEPRECIATION

Fixed assets are recorded at cost of acquisition and installationincluding freight duties levies less accumulated depreciation Costof acquisition includes rates taxes and any other directlyattributable cost for bringing the asset to its working condition forintended use

Depreciation on Tangible Fixed Assets is provided on Written DownValue method using the rates arrived at based on the useful livesas specified in the Schedule II of the Companies Act 2013 orestimated by the management The Company has used thefollowing useful life to provide depreciation on its fixed assets

Omansh Enterprises Limited Annual Report 2016-2017 47

(a) Assets where useful life is same as Schedule II

Assets Useful Life as Prescribedby Schedule II of theCompanies Act 2013

Factory Building 30 years

Plant amp Machinery (other thancontinuous process plant notcovered under specific industries) 15 years

Furniture amp Fittings 10 years

Motor Cycles scooters and other mopeds 10 years

Vehicles (Motor Cars) 8 years

Office Equipments 5 years

Computer printers amp data processing units 3 years

Electrical Installations 10 years

(b) Assets where useful life differ from Schedule II

Fixed Assets individually costing less than Rupees five thousandare fully depreciated in the year of purchase

(c) Depreciation

Depreciation on the Fixed Assets addeddisposed offdiscardedduring the year is provided on pro-rata basis with reference to thedate of additiondisposaldiscarding and in the case of capitalisationof any asset depreciation is charged from the date the same isreadyput to use to the Statement of Profit and Loss

IV INTANGIBLE ASSETS AND AMORTISATION

Intangible Assets are stated at acquisition cost net of accumulatedamortisation and accumulated impairment losses if any Intangibleassets are amortised on a straight-line basis over their estimateduseful lives

Omansh Enterprises Limited Annual Report 2016-2017 48

The Company amortises miscellaneous expenditure representingthe Companyrsquos formation expenses over a period of 5 yearsFurther the cost of Direct Listing of Equity Shares on BSE Limitedhas also been included in the same

V BORROWING COSTS

Borrowing Costs attributable to acquisition and construction ofqualifying assets are capitalised as a part of the cost of such assetsup to the date when such assets are ready for its intended useOther borrowing costs are charged to the Statement of Profit andLoss in the period in which they are incurred

VI FOREIGN CURRENCY TRANSACTIONS

The Company has not dealt with any foreign currency transactionduring the Financial Year

VII INVESTMENTS

Investments which are readily realisable and intended to be heldfor not more than one year from the date on which such investmentsare made are classified as current investments All otherinvestments are classified as long-term investments

Investments are recorded at cost on the date of purchase whichinclude acquisition charges such as brokerage stamp duty taxesetc Current Investments are stated at lower of cost and netrealisable value Long-term investments are stated at cost afterdeducting provisions made if any for other than temporarydiminution in the value

VIII REVENUE RECOGNITION

Revenue is recognised to the extent that it is probable that theeconomic benefits will flow to the Company and can be reliablymeasured

Revenue from sale of products is recognised when the significantrisks and rewards of ownership of the goods have passed to thebuyer Sale of goods are recorded net of trade discounts rebatesSales Tax Value Added Tax and gross of Excise Duty

Omansh Enterprises Limited Annual Report 2016-2017 49

Interest income is recognized on a time proportion basis takinginto account the amount outstanding and the rate applicable

Dividend income on investments is accounted for on receipt of thesame

All expenses and income to the extent considered payable andreceivable respectively unless specifically stated be otherwise areaccounted for on mercantile basis

IX RETIREMENT AND OTHER EMPLOYEE BENEFITS

(a) Provident Fund

Provision of Provident Fund is not applicable to theCompany

(b) Gratuity

No provision for gratuity has been made as there is noamount due towards Gratuity payable

(c) Compensated Leaves

Unutilized leave of staff lapses as at the year end and isnot encashable Accordingly no provision is made forcompensated Leaves

X TAXATION

Tax expense comprises of current and deferred tax

Current Tax

Provision for current tax is made after taking into considerationbenefits admissible under the provisions of the Income-tax Act1961 Minimum Alternative Tax (MAT) credit is recognized wherethere is convincing evidence that the same can be utilized in future

Current tax assets and current tax liabilities are offset when thereis a legally enforceable right to set off the recognized amounts andthere is an intention to settle the asset and the liability on a netbasis

Omansh Enterprises Limited Annual Report 2016-2017 50

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 18: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

iv) prepared the Annual Accounts on a going concern basis andv) proper systems have been devised to ensure compliance with the

provisions of all applicable laws and such systems are adequate andoperating effectively

vi) having laid down the internal financial controls to be followed by theCompany and such internal financial controls are adequate and operatingeffectively

7 SUBSIDIARIES ASSOCIATES AND JOINT VENTURES

The Company does not have any subsidiary associate or joint venture8 LISTING INFORMATION

The Equity Shares of the Company are presently listed only at BSE Ltd Thelisting fee for the Financial Year 2017-18 is paid

9 DEMATERIALIZATION OF SHARES

The securities of the Company are admitted with NSDL and CDSL the ISINallotted to the Company is INE378P01028

10 REPORT ON CORPORATE GOVERNANCE

In terms of Regulation 15(2) of SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 the provision of Regulation 27 of the SEBI(Listing Obligations and Disclosure Requirements) Regulations 2015 are notapplicable to the Company since the paid up capital of the Company is belowRs 10 crores and also the net worth of the Company is below Rs 25 CroresThus the Company is not required to attach the Corporate Governance reportwith the Report of the Board of Directors

11 CORPORATE SOCIAL RESPONSIBILITY

During the financial year 2016-17 the Net Worth of the Company was Rs3640954266 Turnover of the Company was Rs 1735111517 and Netprofit of the Company was Rs 22916100 therefore provisions of Section135(1) of the Companies Act 2013 are not applicable

12 PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES

The Company provides a gender friendly workplace during the year underreview there were no cases filed pursuant to Sexual Harassment of Womenat Workplace (Prevention Prohibition and Redressal) Act 2013None of the employees of your Company is covered under the provisions ofRule 5(2) of the Companies (Appointment and Remuneration of ManagerialPersonnel) Rules 2014

13 RISK MANAGEMENT

The Board has approved the Risk Management Policy of the Company TheCompanyrsquos risk management framework is designed to address risks intrinsicto operations financials and compliances arising out of the overall strategy

Omansh Enterprises Limited Annual Report 2016-2017 15

of the Company The Company manages monitors and reports on the principalrisks and uncertainties that can impact its ability to achieve it objectives Theresponsibility for management of risks vests with the Managers officersresponsible for the day-to-day conduct of the affairs of the Company Riskfocused audits are carried out periodically by the Internal Auditors whichlead to identification of areas where risk management processes need to bestrengthened Annual update is provided to the Board on the effectiveness ofthe Companyrsquos risk management systems and policies

14 INTERNAL FINANCIAL CONTROLS amp INTERNAL AUDIT

The Company has adequate internal financial controls with respect to thefinancial statements commensurate with the size and scale of the operationsof the Company During the year such controls were tested and no reportablematerial weakness in operation has been observed Internal audit of theCompany has been carried out during the year The Audit Committee reviewsthe internal audit findings provides guidance on internal controls and ensuresthat the internal audit recommendations are implemented

15 PARTICULARS OF LOANS GUARANTEES AND INVESTMENTS

Particulars of loans given investments made guarantees given and securitiesprovided along with the purpose for which the loan or guarantee or security isproposed to be utilized by the recipient are provided in the FinancialStatements

16 RELATED PARTY TRANSACTIONS

During the year ended on 31st March 2017 the Company has not entered intoany contract arrangement transaction with related parties which could beconsidered as material in accordance with the policy of the Company onmateriality of related party transactionsThe Policy on materiality of related party transactions and dealing with relateddealing with related party transactions as approved by the Board is availableon the website of the Company at weblink httpwwwomanshenterprisescomwp-contentuploads201508Policy-on-materiality-of-Related-Party-Transactions-and-on-dealing-with-Related-Party-Transactionspdf

17 SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS COURTS TRIBUNALS

During the year under review no significant or material orders were passedby the Regulators Courts Tribunals which would impact the going concernstatus of the Company and its future operations

18 EXTRACT OF ANNUAL RETURN

The details forming part of the extract of the Annual Return in Form MGT-9are provided under Annexure II to this Report

Omansh Enterprises Limited Annual Report 2016-2017 16

19 AUDITORS AND AUDIT REPORT

Ms Satyendra Mrinal amp Associates Chartered Accountants who are thestatutory auditors of the Company hold office till the conclusion of theforthcoming AGM Since their term is expiring at the forthcoming AGM thuspursuant to the provisions of section 139 of the Companies Act 2013 and theRules framed thereunder it is proposed to appoint Ms Rajeev Singh amp CoChartered Accountants as the Statutory Auditors of the Company who havegiven their consent for the same from the conclusion of the 43rd AGM till theconclusion of the 48th AGM of the Company to be held in the year 2022 subjectto ratification of their appointment at every AGM to be held after this AGMThe comments made by the Auditorsrsquo in their Report are self explanatory anddo not call for any further comments The Auditorsrsquo Report does not containany qualification reservation or adverse remark

20 CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION FOREIGNEXCHANGE EARNINGS AND OUTGO

CONSERVATION OF ENERGY

Steps taken on conservation of energy and impact thereof Efforts to conserveelectricity by operating only necessary lights fittings and fixtures were madeduring the financial year 2016-17Steps taken by the company for utilizing alternate sources of energy NILCapital investment on energy conservation equipment NILTECHNOLOGY ABSORPTION

(I) Efforts in brief made towards technology absorption and benefits derivedas a result of the above efforts eg product improvement cost reductionproduct development import substitution etc Nil

(II) In case of imported technology (imported during the last 3 years reckonedfrom the beginning of the financial year) following information may befurnishedA) Details of technology imported - NILB) Year of import ndashNILC) Whether the technology been fully absorbed - NILD) If not fully absorbed areas where absorption has not taken place

and the reasons therefore ndash NILIII) Expenditure incurred on research and development ndash NILFOREIGN EXCHANGE EARNINGS AND OUTGO

There were no foreign exchange earnings or foreign exchange outflow duringthe year

Omansh Enterprises Limited Annual Report 2016-2017 17

21 SECRETARIAL AUDITOR amp SECRETARIAL AUDIT REPORT

In terms of Section 204 of the Companies Act 2013 the Company hasappointed Ms Amit R Dadheech amp Associates Practicing CompanySecretaries as the Secretarial Auditor of the Company for the financial year2016-17 The Secretarial Audit Report given by Ms Amit R Dadheech ampAssociates Practicing Company Secretary is provided under Annexure III tothis ReportThe comments made by the Secretarial Auditor are self explanatory and donot require and further comments The Secretarial Audit Report does notcontain any qualification reservation or adverse remark

22 ESTABLISHMENT OF VIGIL MACHENISM

The Vigil Mechanism Policy of the Company is formulated in terms of section177 (9) of the Companies Act 2013 read with the provisions of the ListingAgreement with the Stock Exchange(s) and thereby also incorporates WhistleBlower Policy That as per the said policy protected disclosures can be madeby the whistle blower to the dedicated e-mail telephone line letter to Chairmanof Audit CommitteeThe Policy on Vigil Mechanism and Whistle Blower Policy as approved by theBoard is available on the website of the Company at web-link httpwwwomanshenterprisescomwp-contentuploads201508Vigil-Mechanism-and-Whistle-Blower-Policypdf

23 ACKNOWLEDGEMENT

Your directors would like to express their sincere appreciation for theassistance and corporation received from the financial institutions banksGovernment authorities customers vendors and members during the yearunder review Your directors also wish to place on record their deep sense ofappreciation for the committed services by the Companyrsquos executives staffand workers

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanDate September 4 2017 Managing Director Wholetime DirectorPlace New Delhi DIN 07639422 DIN 07835068

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 18

Annexure-INOMINATION amp REMUNERATION POLICY

(DIRECTORS KMP amp SENIOR MANAGEMENT)

INTRODUCTION

In pursuance of the Companyrsquos philosophy to consider its employees as itsinvaluable assets to pay equitable remuneration to all Directors Key ManagerialPersonnel (KMP) and employees of the Company to harmonize the aspirationsof human resources consistent with the goals of the Company and in terms of theprovisions of the Companies Act 2013 this policy on nomination and remunerationof Directors Key Managerial Personnel and Senior Management has beenformulated by the Nomination amp Remuneration Committee and approved by theBoard of DirectorsOBJECTIVE

The objective and purpose of the Policy are as given below1 To lay down criteria and terms and conditions with regard to identifying persons

who are qualified to become Directors (Executive and Non-Executive) andpersons who may be appointed in Senior Management and Key Managerialpositions and to determine their remuneration

2 To carry out evaluation of the performance of Directors as well as KeyManagerial and Senior Management Personnel

3 To provide them reward linked directly to their effort performance dedicationand achievement of Organizationrsquos goals as entrusted on them

4 To retain motivate and promote talent and to ensure long term retention oftalented managerial persons and create competitive advantage In the contextof the aforesaid objectives the following policy has been framed andrecommended by the Nomination amp Remuneration Committee and adoptedby the Board of Directors

PART ndash A

POLICY FOR APPOINTMENT AND REMOVAL OF DIRECTOR KMP AND SENIORMANAGEMENTAPPOINTMENT

1 The candidate for a position at Director KMP or Senior Management level ismet by the Managing Director in consultation with the other Directors Theinterview is targeted at assessing the candidate on his her functional ampleadership capabilities and cultural fitment to the organization

2 The MD assesses the shortlisted candidates3 The selected candidatersquos details and the proposed compensation is shared

with the Nomination amp Remuneration Committee for their review andsuggestions The same is shared with the Board at the next board meeting

Omansh Enterprises Limited Annual Report 2016-2017 19

TERM TENURE

The tenure for Directors shall be governed by the terms defined in the CompaniesAct 2013 However the tenure for other KMP and Senior Management Personnelwill be governed by Terms of Appointment in accordance with the RecruitmentPolicy of the CompanyEVALUATION

The performance of the KMP and Senior Management Personnel is evaluated atregular intervals (half yearly yearly) by the Managing Director The performanceevaluation of Independent Directors shall be done by the Board excluding theDirector being evaluated basis the contributions made to the Board deliberationson various matters including business strategy financial strategy operations costand risk management etc and suggestions given in this regardREMOVAL

Due to reasons for any disqualification mentioned in the Companies Act 2013rules made thereunder or under any other applicable Act rules and regulationsthe Managing Director may recommend to the Committee and the Board withreasons recorded in writing removal of a Director subject to the provisions andcompliance of the said Act rules and regulationsFor other KMP or Senior Management Personnel the removal will be governedby the Terms of Appointment in accordance with the Recruitment Policy of theCompany and the subsequent approval of the Managing DirectorRETIREMENT

The Director KMP and Senior Management Personnel shall retire as per theapplicable provisions of the Companies Act 2013 and the prevailing policy of theCompany The Managing Director will have the discretion to retain the DirectorKMP Senior Management Personnel in the same position remuneration orotherwise even after attaining the retirement age for the benefit of the Company

PART ndash B

POLICY RELATING TO EVALUATION AND REMUNERATION OF THE KMP ANDSENIOR MANAGEMENT PERSONNELEVALUATION PROCESS

The three Point Rating scale for performance review of Executive Director KMPand Senior Management is to be followed1 Rating on Basic Job Responsibilities indicating whether the basic job

responsibilities have been met during the year2 Rating on Goals Annual rating on each goal on a five-point scale Weighted

average of the ratings is calculated to arrive at a lsquoWeighted Goal Scorersquo3 Rating on Capabilities Factors The qualitative aspects of the performance is

assessed using the Capabilities Factors by the supervisor on a five-pointscale

Omansh Enterprises Limited Annual Report 2016-2017 20

Based on a holistic view of the Three Point Rating the supervisor provides anoverall Rating This rating is reviewed by the Managing Director along with theimmediate reporting officer who does a Qualitative review of the performancebased on the efforts put in by the employee results achieved and impact of theexternal and internal factors to arrive at a lsquoFinal Annual RatingrsquoThe revision in the total remuneration is directly linked to the lsquoFinal Annual Ratingrsquofor all employees1 The remuneration compensation commission etc to the KMP and Senior

Management Personnel will be determined by the Managing Director inconsultation with other Directors (except the Independent Directors) inaccordance with the Recruitment Policy of the Company which is based uponthe Final Annual Rating employee potential and market benchmarkcompensation The revised remuneration is shared with the Nomination ampRemuneration Committee for review

2 The remuneration compensation commission etc shall be subject to theprior post approval of the shareholders of the Company and CentralGovernment wherever required

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanDate September 4 2017 Managing Director Wholetime DirectorPlace New Delhi DIN 07639422 DIN 07835068

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 21

Omansh Enterprises Limited Annual Report 2016-2017 22

lsquoAnnexure-IIrsquoForm No MGT-9

EXTRACT OF ANNUAL RETURNAs on the financial year ended on 31032017

[Pursuant to Section 92(3) of the Companies Act 2013 and rule 12(1)of the Companies (Management and Administration) Rules 2014]

I REGISTRATION AND OTHER DETAILS

i) CIN L21011DL1974PLC241646ii) Registration Date 20031974iii) Name of the Company OMANSH ENTERPRISES LIMITEDiv) Category Sub-Category of the Company Public Company Limited by Shares amp Having Share Capitalv) Address of the Registered office and contact details SHOP NO 37 QD BLOCK DDA MARKET

PITAMPURA NEW DELHI - 110034Email infoomanshenterprisescom

vi) Whether listed company Yesvii) Name and Address of Registrar amp Transfer Agents ( RTA )

Name of Registrar amp Transfer Agents Skyline Financial Services Private LimitedAddress D-153 A 1st Floor Okhla Industrial Area Phase-ITown City New DelhiState DelhiPin Code 110020Telephone +91-(0)11-6473 2681 6473 2682Fax Number +91-(0)11-2681 2682Email Address adminskylinertacom

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-SNo Name and Description of NIC Code of the to total turnover

main products services Product service of the company1 Whole sale of textiles and clothing 46411 9892

III PARTICULARS OF HOLDING SUBSIDIARY AND ASSOCIATE COMPANIES No of companies for which information is being filloed = NILSNo Name and Address of the Company CINGLN Holding of shares held Applicable Section

SubsidiaryAssociates

Not applicable

Omansh Enterprises Limited Annual Report 2016-2017 23

No of Shares held at the beginning of the year No of Shares held at the end of the year

C at eg o r y o f D e ma t P h y s i ca l T o t a l o f D e ma t P h y s i ca l T o t a l o f C h a n g eS h a r e h o ld er s Tot al S hares Tot al S hares d ur in g t he year

A Promoters(1) Indiana) IndividualHUF 3114500 0 3114500 1755 3114500 0 3114500 1755 000b) Central Govt 0 0 0 000 0 0 000 000 000c) State Govt (s) 0 0 0 000 0 0 000 000 000d) Bodies Corp 4532000 0 4532000 2553 4532000 0 4532000 2553 000e) Banks FI 0 0 0 000 0 0 000 000 000f) Any Otherhellip 0 0 0 000 0 0 000 000 000Sub-total (A) (1)- 7646500 0 7646500 4308 7646500 0 7646500 4308 000(2) Foreign 0 0 0 000 0 0 0 000 000a) NRIs - Individuals 0 0 0 000 0 0 0 000 000b) Other ndash Individuals 0 0 0 000 0 0 0 000 000c) Bodies Corp 0 0 0 000 0 0 0 000 000d) Banks FI 0 0 0 000 0 0 0 000 000e) Any Otherhellip 0 0 0 000 0 0 0 000 000Sub-total (A) (2)- 0 0 0 000 0 0 0 000 000Total shareholding of Promoter(A) = (A)(1)+(A)(2) 7646500 0 7646500 4308 7646500 0 7646500 4308 000B Public Shareholding 1 Insti tutions a) Mutual Funds 0 0 0 000 0 0 0 000 000b) Banks FI 0 0 0 000 0 0 0 000 000c) Central Govt 0 0 0 000 0 0 0 000 000d) State Govt(s) 0 0 0 000 0 0 0 000 000e) Venture Capital Funds 0 0 0 000 0 0 0 000 000f) Insurance Companies 0 0 0 000 0 0 0 000 000g) FIIs 0 0 0 000 0 0 0 000 000h) Foreign Venture Capital Funds 0 0 0 000 0 0 0 000 000i) Others (specify) 0 0 0 000 0 0 0 000 000Sub-total (B)(1)- 0 0 0 000 0 0 0 000 0002 Non-Institutions a) Bodies Corp i) Indian 3296183 25000 3321183 1871 2695355 25000 2720355 1533 -338ii) Overseas 0 0 0 000 0 0 0 000 000b) Individuals i) Individual shareholdersholding nominal share capitalupto Rs 1 lakh 1688546 410000 2098546 1182 718726 409050 1127776 635 -547ii) Individual shareholdersholding nominal sharecapital in excess of Rs 1 lakh ldquo 3745717 616000 4361717 2457 5227885 616000 5843885 3292 835c) Others (specify) 321054 1000 322054 181 410484 1000 411484 232 051Sub-total (B)(2)- 9051500 1052000 10103500 5692 9052450 1051050 10103500 5692 000Total Public Shareholding(B)=(B)(1)+(B)(2) 9051500 1052000 10103500 5692 9052450 1051050 10103500 5692 000C Shares held by Custodianfor GDRs amp ADRs 0 0 0 000 0 0 0 000 000Grand Total (A+B+C) 16698000 1052000 17750000 10000 16698950 1051050 17750000 10000 000

IV SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)A Category-wise Share Holding

Omansh Enterprises Limited Annual Report 2016-2017 24

B Shareholding of Promoters

S Shareholder rsquos Name No of of of shares No of of of shares changeNo Shares tota l pledged Shares tota l pledged in share

Shares encum- shares of encum- hold-of the bered to the bered to ing during

company tota lshares company tota lshares the year1 Mr Gaurav Mutreja 14500 008 000 14500 008 000 0002 Mr Chander Bhan 100000 056 000 100000 056 000 0003 Ms Atharva Professsional Consultants LLP 500000 282 000 500000 282 000 0004 Ms JK Lrsquoatelier Limited 2500000 1408 000 2500000 1408 000 0005 Mr Gaurav Bhatia 50000 028 000 50000 028 000 0006 Ms Gaurav Sukhija (HUF) 250000 141 000 250000 141 000 0007 Ms Komal Sukhi ja 250000 141 000 250000 141 000 0008 Ms Mukesh Sukhija (HUF) 50000 028 000 50000 028 000 0009 Ms Neelam Bhatia 600000 338 000 600000 338 000 00010 Ms Neelam Rani 100000 056 000 100000 056 000 00011 Mr Om Prakash Sukhi ja 700000 394 000 700000 394 000 00012 Ms Pooja Bhatia 150000 085 000 150000 085 000 00013 Ms Raj Kanta Sukhi ja 250000 141 000 250000 141 000 00014 Ms Rashmi Sukhi ja 550000 310 000 550000 310 000 00015 Ms Shi lpa Bhatia 50000 028 000 50000 028 000 00016 Ms Achyut Properties Private Limited 500000 282 000 500000 282 000 00017 Ms Ranji tgarh Finance Company PrivateLimited 1032000 581 000 1032000 581 000 000

Shareholding at the beginning of the year Shareholding at the end of the year

Omansh Enterprises Limited Annual Report 2016-2017 25

C Change in Promotersrsquo Shareholding

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company companySAME AS MENTIONED IN ldquoBrdquo ABOVE

Shareholding at the beginning of the year Shareholding at the end of the year

D Shareholding Pattern of top ten Shareholders (other than Directors Promoters and Holders ofGDRs and ADRs)

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 NAU NIDH FINANCE LIMITED BODY 2500000 1408 2500000 1408

CORPORATE2 KAMALJIT GHAI INDIVIDUAL 250000 141 250000 1413 BHALINDER GHAI INDIVIDUAL 250000 141 250000 1414 HARMEET GHAI INDIVIDUAL 250000 141 250000 1415 GEETA CHADHA INDIVIDUAL 250000 141 250000 1416 MANAN NARANG INDIVIDUAL 250000 141 500000 2827 RAJIV CHADHA INDIVIDUAL 250000 141 250000 1418 NAVEEN NARANG INDIVIDUAL 250000 141 500000 2829 SUMITRA NARANG INDIVIDUAL 250000 141 500000 28210 SATISH CHANDER NARANG INDIVIDUAL 250000 141 500000 282

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

Omansh Enterprises Limited Annual Report 2016-2017 26

E Shareholding of Directors and Key Managerial Personnel

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 Radhey Shayam Whole Time Director 500 000 500 0002 Gaurav Mutre ja Director 14500 008 14500 008

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

V INDEBTEDNESSParticulars Secured Loans Unsecured Deposi ts Total

excluding deposits Loans Indebtedness

VI REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL A Remuneration to Managing Director Whole-time Directors andor Manager

Gross Salary CommissionS Name of (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others Total CeilingNo MDWTD per provision perquisites in lieu of Option Equity profit as per

Manager contained us 17(2) salary the Actin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

NOT ANY

Indebtedness at the beginning of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

Change in Indebtedness during the financial yearAdditionReductionNet Change

Indebtedness at the end of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

NOT APPLICABLE

Omansh Enterprises Limited Annual Report 2016-2017 27

B Remuneration to other directors

Independent Directors Other Non-Executive DirectorS Name of Fee for Commission Others Total 1 Fee for Comm- Others Total Total Total Over-No Director attending attend- ission (2) (1+2) Mana- all

board ing gerial Ceilingcommittee board Remu- as permeetings commi- nerat- the Act

ttee ionmeet-ings

NOT ANY

C Remuneration to Key Managerial Personnel Other than MDManagerWTD

Gross Salary CommissionS Name of Key (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others TotalNo Managerial per provision perquisites in lieu of Option Equity profit

Personnel contained us 17(2) salaryin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

Not Any

Omansh Enterprises Limited Annual Report 2016-2017 28

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Manoj Ramesh Kumar Chauhan Seema KhanWhole Time Director Managing DirectorDIN 07835068 DIN 07639422

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

VII PENALTIES PUNISHMENT COMPOUNDING OF OFFENCES

Type Section of the Brief Detail of Authority [RDNCLT] Appeal made if anyCompanies Description Penalty Punishment Court] (give Details)

Act Compoundingfees imposed

A COMPANYPenaltyPunishment NOT ANYCompoundingB DIRECTORSPenaltyPunishment NOT ANYCompoundingC OTHER OFFICERS IN DEFAULTPenaltyPunishment NOT ANYCompounding

Omansh Enterprises Limited Annual Report 2016-2017 29

Annexure III

FORM NO MR-3SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED 31ST MARCH 2017[Pursuant to Section 204(1) of the Companies Act 2013 and Rule No9 of the

Companies (Appointment and Remuneration Personnel) Rules 2014]

ToThe MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034We have conducted the secretarial audit of the compliance of applicable statutoryprovisions and the adherence to good corporate practices by Omansh EnterprisesLimited (CIN L21011DL1974PLC241646) (hereinafter called ldquothe companyrdquo)Secretarial Audit was conducted in a manner that provided us a reasonable basisfor evaluating the corporate conductsstatutory compliances and expressing ouropinion thereonBased on our verification of Omansh Enterprises Limited books papers minutebooks forms and returns filed and other records maintained by the company andalso the information provided by the Company its officers agents and authorizedrepresentatives during the conduct of the Secretarial Audit we hereby report thatin our opinion the Company has during the audit period covering the financialyear ended on March 31 2017 complied with the statutory provisions listedhereunder and also that the Company has proper Board processes and compliancemechanism in place to the extent in the manner and subject to the reportingmade hereinafterWe have examined the books papers minute books forms and returns filedand other records maintained by Omansh Enterprises Limited for the financialyear ended on March 31 2017 according to the provisions of

1 The Companies Act 2013 (the Act) and the rules made thereunder2 The Securities Contracts (Regulation) Act 1956 (lsquoSCRArsquo) and the rules made

thereunder3 The Depositories Act 1996 and the Regulations and Bye-laws framed

thereunder4 Foreign Exchange Management Act 1999 and the rules and regulations made

thereunder to the extent of Foreign Direct Investment Overseas DirectInvestment and External Commercial Borrowings (During the period underreview the Company has not entered into any transaction requiring

Omansh Enterprises Limited Annual Report 2016-2017 30

compliances with the Foreign Exchange Management Act 1999 and therules and regulations made thereunder to the extent of Foreign DirectInvestment Overseas Direct Investment and External CommercialBorrowings)

5 The Securities and Exchange Board of India (Substantial Acquisition of Sharesand Takeovers) Regulations 2011

6 The Securities and Exchange Board of India (Prohibition of Insider Trading)Regulations 2015

7 The Securities and Exchange Board of India (Issue of Capital and DisclosureRequirements) Regulations 2009

8 The Securities and Exchange Board of India (Employee Stock Option Schemeand Employee Stock Purchase Scheme) Guidelines 1999 (During the periodunder review the Company has not entered into any transaction requiringcompliances with the Securities and Exchange Board of India (EmployeeStock Option Scheme and Employee Stock Purchase Scheme)Guidelines 1999)

9 The Securities and Exchange Board of India (Issue and Listing of DebtSecurities) Regulations 2008 (During the period under review theCompany has not entered into any transaction requiring complianceswith the Securities and Exchange Board of India (Issue and Listing ofDebt Securities) Regulations 2008)

10 The Securities and Exchange Board of India (Registrars to an Issue andShare Transfer Agents) Regulations 1993 regarding the Companies Act anddealing with client

11 The Securities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009)

12 The Securities and Exchange Board of India (Buyback of Securities)Regulations 1998 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Buyback of Securities)Regulations 1998)

OTHER APPLICABLE LAWS

With respect to the compliance system prevailing in the Company and onexamination of the relevant documents and records in pursuance thereof on testcheck basis the Company has complied with the following laws applicable to theCompany

Omansh Enterprises Limited Annual Report 2016-2017 31

1 Indian Contract Act 18722 Income Tax Act 1961 to the extent of Tax Deducted at Source under various

Section and TDS Returns filed3 Indirect Tax Laws relating to collections deductions wherever applicable

payments made and returns filedWe have also examined compliance with the applicable clauses of thefollowing

1 Secretarial Standards issued by The Institute of Company Secretaries of India2 The Listing Agreements entered into by the Company with BSE Ltd pursuant

to SEBI (Listing Obligation and Disclosure Requirement) Regulations 2015During the period under review the Company has complied with the provisions ofthe Act Rules Regulations Guidelines Standards etc mentioned aboveWe further report that

The Board of Directors of the Company is duly constituted with proper balance ofExecutive Directors Non-Executive Directors and Independent Directors Thechanges in the composition of the Board of Directors that took place during theperiod under review were carried out in compliance with the provisions of the ActAdequate notice is given to all directors to schedule the Board Meetings agendaand detailed notes on agenda were sent at least seven days in advance and asystem exists for seeking and obtaining further information and clarifications onthe agenda items before the meeting and for meaningful participation at themeetingMajority decision is carried unanimously however the dissenting membersrsquo viewsif any are captured and recorded as part of the minutesWe further report that there are adequate systems and processes in the companycommensurate with the size and operations of the company to monitor and ensurecompliance with applicable laws rules regulations and guidelinesWe further report that during the audit period

1 During the financial year ended March 31 2017 the Company has notappointed Company Secretary (CS) and Chief Financial Officer (CFO) on theBoard of the Company in compliance with Section 203 of the Companies Act2013 however the Company has appointed CS and CFO wef May 292017 and September 4 2017 respectively

2 The Company has not appointed an Internal Auditor in compliance withprovision of Section 138 of Companies Act 2013

3 There were instances of delay in filing the Forms as required to be filed withRegistrar of Companies Delhi and the Company has paid additional fees forthe same

Note This report is to be read with our letter of even date which annexed asAnnexure A and forms an integral part of this report

Omansh Enterprises Limited Annual Report 2016-2017 32

Annexure A to the Secretarial Audit Report

The MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034

1 We have not verified the correctness and appropriateness of financial recordsand Books of Accounts of the Company

2 Where ever required we have obtained the Management representation aboutthe compliance of laws rules and regulations and happening of events etc

3 The compliance of the provisions of Corporate and other applicable lawsrules regulations standards is the responsibility of management Ourexamination was limited to the verification of procedures on the random testbasis

4 We have followed the audit practices and processes as were appropriate toobtain reasonable assurance about the correctness of the contents of thesecretarial records The verification was done on the random test basis toensure that correct facts are reflected in secretarial records We believe thatthe processes and practices we followed provide a reasonable basis for ouropinion

5 The Secretarial Audit report is neither an assurance as to the future viabilityof the company nor of the efficacy or effectiveness with which the managementhas conducted the affairs of the Company

For Amit R Dadheech amp Associates

Amit R DadheechM No 22889 CP No 8952Mumbai September 4 2017

MANAGEMENT DISCUSSION AND ANALYSIS

Your Directors are pleased to present the Management Discussion and AnalysisReports for the year ended March 31 2017 as underbull Overview

The Indian textile industry is one the largest and oldest sectors in the country andamong the most important in the economy in terms of output investment andemployment The sector employs nearly 45 million people directly and it is one ofthe largest sources of employment generation in the country The textile industrycontributes to 10 of manufacturing production 2 of Indiarsquos GDP and to 13 ofthe countryrsquos export earnings With direct linkages to the rural economy and theagriculture sector it has been estimated that one of every six households in thecountry depends on this sector either directly or indirectly for its livelihoodbull Industry Structure

Raw material costs have been increasing globally coupled with a shortage ofskilled workers While a shift is taking place of textiles industries from China andBangladesh to India the industrial climate in India has also become adverse dueto regular increases in input costs Any further appreciation of the Rupee willadversely affect exports from India Though the spinning industry has faredsomewhat better those with a presence in weaving processing or even compositebusinesses are facing the heat due to increases in input cost without being ableto pass on such higher costs to customers as the market is simply unable toabsorb the samebull Opportunities and Threat

There is good scope for growth for the textile industry as Indiarsquos share in theglobal trade in textiles is weak compared to other countries The free tradeenvironment is a great opportunity for the Indian textile industry to increase itsshare in the global market Chinese exports are slowing down on account of variousfactors inclusive of increase in domestic demand and rising costs This is a goodopportunity of which our textile industry should make use but smaller countrieslike Bangladesh Sri Lanka Pakistan Turkey and Vietnam etc are becomingformidable challengersLack of uninterrupted power increased power costs higher transaction costshigh cost of labour is hindering the progress However we are making all outefforts to cope with all these challenges by continuous efforts at cost reductionprocess improvements diversification of products and improving productivity byimproving efficienciesbull Business operations

The Company is engaged in the business of Textile industry During the yearunder review the industry faced various challenges due to global and economicslowdown and increasing rates of interest rates But looking at the huge potentialin India for Textile the company is hopeful of reenter into this sector The growthin the sector is very good and Management expects better results in forth comingyearOmansh Enterprises Limited Annual Report 2016-2017 33

bull Outlook

In light of the new and vibrant management of the company and steady growth inthe operations of the company and looking at the huge demand for residential aswell as commercial space in Delhi the company is hopeful of its upwardperformance the future growth for the benefit of its stakeholders at largebull Internal control System

The company has an effective internal control environment which ensures thatoperation are managed efficiently and effectively assets are safeguardedregulatory are complied with and transactions are recorded after appropriateauthorization The Company has an adequate internal control systemcommensurate with the size of the company and the nature of its business whichensures that functioning of the Company is managed efficiently and effectivelyassets are safeguarded regulatory compliances are complied with and transactionsare recorded after appropriate authorizationbull Human relations

Human resources have always been most valuable assets for Omansh EnterprisesLimited During the year the company has once again gained the confidence of itsHuman Resource as well and company constantly seeks to attract and retain thebest available talent Human resources management incorporates a process drivenapproach that invest regularly in the extensive training programs The Companycontinued to enjoy healthy industrial relations during the yearbull Forward Looking and Cautionary Statements

Management Discussion and Analysis contains forward-looking statementsconcerning the Companyrsquos future plans strategies and performance Theseforward-looking statements are not historical facts rather they representassumptions and beliefs based on economic financial and competitive datacurrently available Furthermore they are subject to a number of risks anduncertainties that without limitation relate to economic conditions fiercecompetition in the information service industry customer demand tax rulesregulations and other factors Readers of this annual report are cautioned not toplace undue reliance on these forward-looking statements The Company thereforewishes to caution readers that actual results may differ materially

On behalf of Board of Directorsof Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanManaging Director Wholetime DirectorDIN 07639422 DIN 07835068

DateSeptember 4 2017Place New Delhi

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 34

Independent Auditorrsquos Report

To the Members of Omansh Enterprises Limited

Report on the Financial Statements

We have audited the accompanying standalone financial statements of OmanshEnterprises Limited (ldquothe Companyrdquo) which comprise the Balance Sheet as atMarch 31 2017 the Statement of Profit and Loss and Cash Flow Statement for theyear then ended and a summary of significant accounting policies and otherexplanatory information

Managementrsquos Responsibility for the Financial Statements

The Companyrsquos Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 (ldquothe Actrdquo) with respect to the preparation ofthese standalone financial statements that give a true and fair view of the financialposition financial performance and cash flows of the Company in accordancewith accounting principles generally accepted in India including the AccountingStandards specified under section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014 and the Companies (Accounting Standards) AmendmentRules 2016 This responsibility includes maintenance of adequate accountingrecords in accordance with the provisions of the Act for safeguarding of the assetsof the Company and for preventing and detecting frauds and other irregularitiesselection and application of appropriate accounting policies making judgmentsand estimates that are reasonable and prudent and the design implementationand maintenance of adequate internal financial control that were operatingeffectively for ensuring the accuracy and completeness of the accounting recordsrelevant to the preparation and presentation of the financial statements that givea true and fair view and are free from material misstatement whether due to fraudor error

Auditorrsquos Responsibility

Our responsibility is to express an opinion on these standalone financial statementsbased on our audit We have taken into account the provisions of the Act theaccounting and auditing standards and matters which are required to be includedin the audit report under the provisions of the Act and the Rules made thereunderWe conducted our audit in accordance with the Standards on Auditing issued bythe Institute of Chartered Accountants of India as specified under Section 143(10)of the Act Those Standards require that we comply with ethical requirements andplan and perform the audit to obtain reasonable assurance about whether thefinancial statements are free from material misstatement

An audit involves performing procedures to obtain audit evidence about theamounts and disclosures in the financial statements The procedures selecteddepend on the auditorrsquos judgment including the assessment of the risks of materialmisstatement of the financial statements whether due to fraud or error In making

Omansh Enterprises Limited Annual Report 2016-2017 35

those risk assessments the auditor considers internal financial control relevantto the Companyrsquos preparation of the financial statements that give a true and fairview in order to design audit procedures that are appropriate in the circumstancesAn audit also includes evaluating the appropriateness of accounting policies usedand the reasonableness of the accounting estimates made by the CompanyrsquosDirectors as well as evaluating the overall presentation of the financial statementsWe believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the standalone financial statements

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the standalone financial statements give the information required bythe Act in the manner so required and give a true and fair view in conformity withthe accounting principles generally accepted in India of the state of affairs of theCompany as at 31st March 2017 its profit and its cash flows for the year endedon that date

Report on Other Legal and Regulatory Requirements

1 As required by the Companies (Auditorrsquos report) Order 2016 (ldquothe Orderrdquo)issued by the Central Government of India in terms of sub-section (11) ofSection 143 of the Act we give in the Annexure 1 a statement on the mattersspecified 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 whichto the best of our knowledge and belief were necessary for the purposeof our audit

b) In our opinion proper books of account as required by law have beenkept by the Company so far as it appears from our examination of thosebooks

c) The Balance Sheet Statement of Profit and Loss and Cash FlowStatement dealt with by this Report are in agreement with the books ofaccount

d) In our opinion the aforesaid standalone financial statements comply withthe Accounting Standards specified under Section 133 of the Act readwith Rule 7 of the Companies (Accounts) Rules 2014 and the Companies(Accounting Standards) Amendment Rules 2016

e) On the basis of written representations received from the directors as on31st March 2017 and taken on record by the Board of Directors none ofthe directors is disqualified as on 31st March 2017 from being appointedas a director in terms of Section 164(2) of the Act

Omansh Enterprises Limited Annual Report 2016-2017 36

f) With respect to the adequacy of the internal financial controls overfinancial reporting of the Company and the operating effectiveness ofsuch controls refer to our separate Report in ldquoAnnexure 2rdquo to this report

g) With respect to the other matters to be included in the Auditorrsquos Reportin accordance with Rule 11 of the Companies (Audit and Auditors) Rules2014 in our opinion and to the best of our information and according tothe explanations given to us

i The Company does not have any pending litigations which wouldimpact its financial position

ii The Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeablelosses

iii There has not been an occasion in which the company during theyear under report to transfer any sum to the Investor Education andProtection Fund Hence the question of delay in transferring suchsum does not arise

iv The Company has provided requisite disclosures in Note No 27 tothese standalone financial statements as to the holding of SpecifiedBank Notes on November 8 2016 to December 30 2016 as well asdealings in Specified Bank Notes during the period from November8 2016 to December 30 2016 Based on our audit procedures andrelying on the management representation regarding the holdingand nature of cash transactions including Specified Bank Noteswe report that these disclosures are in accordance with the books ofaccounts maintained by the Company and as produced to us by theManagement

For Satyendra Mrinal amp AssociatesChartered Accountants

Firm Registration Number 017068N

SK JainPartner

Membership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 37

Annexure 1 referred to in paragraph 1 under the heading ldquoReport on OtherLegal and Regulatory Requirementsrdquo of our Report of even date

(i) (a) The Company has maintained proper records showing fullparticulars including quantitative details and situation of fixedassets

(b) All fixed assets have been physically verified by the managementat regular intervals as informed to us no material discrepancieswere noticed on such verification

(c) According to the information and explanations given by themanagement the Company has not acquired any immovableproperty during the year under audit no comments under thesub-clause are required

(ii) The Company does not have any inventory and accordingly therequirements under paragraph 3(ii) of the Order are not applicable to theCompany

(iii) According to the information and explanation given to us the Companyhas not granted any loans secured or unsecured to companies firmsLimited Liability Partnerships or other parties covered in the registermaintained under Section 189 of the Act and hence clause 3(iii)(a) (b)and (c) of the Order are not applicable to the Company and hence notcommented upon

(iv) In our opinion and according to the information and explanations givento us there are no loans investments guarantees and securities grantedin respect of which provisions of Section 185 and 186 of the Act areapplicable and hence not commented upon

(v) The Company has not accepted any deposits within the meaning ofSections 73 to 76 of the Act and the Companies (Acceptance of Deposits)Rules 2014 (as amended) Accordingly the provisions of clause 3(v) ofthe Order are not applicable

(vi) To the best of our knowledge and as explained the Central Governmenthas not specified the maintenance of cost records under Section 148(1)of the Act for the productsservices of the Company

(vii) (a) According to the information and explanations given to us andbased on the records of the company examined by us thecompany is regular in depositing the undisputed statutory duesincluding income-tax and other statutory dues as applicablewith the appropriate authorities in India

(b) According to the information and explanations given to us andbased on the records of the company examined by us thereare no dues of Income tax which have not been deposited onaccount of any disputes However the remaining taxes specifiedunder the said sub-clause are not applicable to the company

Omansh Enterprises Limited Annual Report 2016-2017 38

(viii) In our opinion and according to the information and explanations givenby the management the Company has not availed of any loans from anyfinancial institution bank or government and not issued any debentures

(ix) In our opinion and according to the information and explanations givenby the management the Company has not raised any money by way ofinitial public offer or further public offer (including debt instruments) andthe company has not raisedtaken any term loan

(x) Based upon the audit procedures performed for the purpose of reportingthe true and fair view of the financial statements and according to theinformation and explanations given by the management we report thatno fraud by the company or no fraud on the company by the officers andemployees of the Company has been noticed or reported during the year

(xi) According to the information and explanations given by the managementthe company has complied with the provisions of Section 197 read withSchedule V of the Companies Act 2013

(xii) In our opinion the Company is not a nidhi company Therefore theprovisions of clause 3(xii) of the order are not applicable to the Companyand hence not commented upon

(xiii) According to the information and explanations given by the managementthere were no transactions with the related parties during the year hencenot commented upon

(xiv) According to the information and explanations given to us and on anoverall examination of the Balance Sheet the Company has not madeany preferential allotment or private placement of shares or fully or partlyconvertible debentures during the year under review and hence reportingrequirements under clause 3(xiv) are not applicable to the Company andnot commented upon

(xv) According to the information and explanations given by the managementthe Company has not entered into any non-cash transactions with thedirectors or persons connected with him as referred to in Section 192 ofCompanies Act 2013

(xvi) According to the information and explanations given to us the provisionsof Section 45-IA of the Reserve Bank of India Act 1934 are not applicableto the Company

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 39

ANNEXURE 2 TO THE INDEPENDENT AUDITORrsquoS REPORT OF EVEN DATEON THE STANDALONE FINANCIAL STATEMENTS OF OMANSHENTERPRISES LIMITED

Report on the Internal Financial Controls under Clause (i) of Sub-section 3of Section 143 of the Companies Act 2013 (ldquothe Actrdquo)

To the Members of Omansh Enterprises Limited

We have audited the internal financial controls over financial reporting of OmanshEnterprises Limited (ldquothe Companyrdquo) as of 31st March 2017 in conjunction withour audit of the standalone financial statements of the Company for the year endedon that date

Managementrsquos Responsibility for Internal Financial Controls

The Companyrsquos Management is responsible for establishing and maintaininginternal financial controls based on the internal control over financial reportingcriteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial ControlsOver Financial Reporting issued by the Institute of Chartered Accountants of IndiaThese responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuringthe orderly and efficient conduct of its business including adherence to theCompanyrsquos policies the safeguarding of its assets the prevention and detectionof frauds and errors the accuracy and completeness of the accounting recordsand the timely preparation of reliable financial information as required under theCompanies Act 2013 (lsquothe Actrsquo)

Auditorrsquos Responsibility

Our responsibility is to express an opinion on the Companyrsquos internal financialcontrols over financial reporting based on our audit We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting (the ldquoGuidance Noterdquo) and the Standards on Auditing asspecified under section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls both applicable to an audit of Internal Financial Controlsand both issued by the Institute of Chartered Accountants of India ThoseStandards and the Guidance Note require that we comply with ethical requirementsand plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects

Our audit involves performing procedures to obtain audit evidence about theadequacy of the internal financial controls system over financial reporting andtheir operating effectiveness Our audit of internal financial controls over financialreporting included obtaining an understanding of internal financial controls overfinancial reporting assessing the risk that a material weakness exists and testing

Omansh Enterprises Limited Annual Report 2016-2017 40

and evaluating the design and operating effectiveness of internal control basedon the assessed risk The procedures selected depend on the auditorrsquos judgementincluding the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error

We believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the internal financial controls systemover financial reporting

Meaning of Internal Financial Controls Over Financial Reporting

A companyrsquos internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles A companyrsquos internal financialcontrol over financial reporting includes those policies and procedures that (1)pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company (2)provide reasonable assurance that transactions are recorded as necessary topermit preparation of financial statements in accordance with generally acceptedaccounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorisations of management and directorsof the company and (3) provide reasonable assurance regarding prevention ortimely detection of unauthorised acquisition use or disposition of the companyrsquosassets 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 financialreporting including the possibility of collusion or improper management overrideof controls material misstatements due to error or fraud may occur and not bedetected Also projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes inconditions or that the degree of compliance with the policies or procedures maydeteriorate

Omansh Enterprises Limited Annual Report 2016-2017 41

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at 31st March 2017 basedon the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls Over Financial Reporting issued bythe Institute of Chartered Accountants of India

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 42

Amount in Particulars Note As At As At

No 31032017 31032016

OMANSH ENTERPRISES LIMITEDRegd off SHOP NO QD-37 DDA MARKET PITAMPURA NEW DELHI-110034

BALANCE SHEET AS AT 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I EQUITY AND LIABILITIES(1) Shareholderrsquos Funds

(a) Share Capital 2 3550000000 3550000000(b) Reserves and Surplus 3 90954266 68038074(c) Money received against share warrants - 3640954266 - 3618038074

(2) Share application money pending allotment - -(3) Non-Current Liabilities

(a) Long-term borrowings - -(b) Deferred tax liabilities (Net) 121300 -(c) Other Long term liabilities - -(d) Long term provisions - 121300 - -

(4) Current Liabilities(a) Short-term borrowings - -(b) Trade payables 4 2658855175 2385034725(c) Other current liabilities 5 13400000 31328100(d) Short-term provisions - 2672255175 - 2416362825

Total 6313330741 6034400899II ASSETS(1) Non-current assets

(a) Fixed assets (i) Tangible assets 6 2888600 4902500 (ii) Intangible assets - - (iii) Capital work-in-progress - - (iv) Intangible assets under development - -(b) Non-current investments 7 801500000 801500000(c) Deferred tax assets (net) - 413300(d) Long term loans and advances 8 910000000 1232160100(e) Other non-current assets - 1714388600 - 2038975900

(2) Current assets(a) Current investments - -(b) Inventories - -(c) Trade receivables 9 4311808246 3931054446(d) Cash and cash equivalents 10 262853595 19436253(e) Short-term loans and advances 11 10054300 16482300(f) Other current assets 12 14226000 4598942141 28452000 3995424999

Total 6313330741 6034400899Significant Accounting PoliciesNotes on financial Statements 1-27

Omansh Enterprises Limited Annual Report 2016-2017 43

Amount in

Particulars Note 2016-17 2015-16No

OMANSH ENTERPRISES LIMITED

STATEMENT OF PROFIT amp LOSS FOR THE YEAR ENDED 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I Revenue from operations 20 1735111517 2138004325II Other Income 21 598242 165707300III Total Revenue I+II 1735709759 2303711625IV Expenses

Purchase of Stock-in-Trade (Net of Return) 1556101986 2019177290Changes in inventories of finished goods work-in-progress and Stock-in-Trade - -Employee benefit expense 22 38500000 92100000Financial costs 23 - 371112Depreciation and amortization expense 24 16239900 22358900Other expenses 25 91717081 130240960

IV Total Expenses 1702558967 2264248262V Profit before exceptional and extraordinary items and tax III-IV 33150792 39463363VI Exceptional Items - -VII Profit before extraordinary items and tax V-VI 33150792 39463363VIII Extraordinary Items - -IX Profit before tax VII-VIII 33150792 39463363X Tax expense

(1) Current tax 9700000 11638100(2) Deferred tax 534600 27512500

XI Profit(Loss) from the perid from continuing operations IX-X 22916192 312763XII Profit(Loss) from discontinuing operations - -XIII Tax expense of discounting operations - -XIV Profit(Loss) from Discontinuing operations XII-XIII - -XV Profit(Loss) for the period XI+XIV 22916192 312763XVI Earning per equity share 26

(1) Basic 001 000(2) Diluted 001 000

Omansh Enterprises Limited Annual Report 2016-2017 44

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2017(Amount in )

Particulars 2016-17 2015-16A Cash Flow from Operating Activities

Profit(Loss) before Taxation 331508 394634Adjustments for Depreciation 20139 81329Preliminary expenses 142260 142260Loss (Profit) on Sale of assets - -Finance cost - 3711Interest Income - -Operating Profit(Loss) before Working Capital Changes 493907 621934Adjustments for Trade and Other Receivables (3807538) 198975Inventories - -Loans and Advances 3285881 (4365027)Trade and Other Payables 2558924 859666Provisions - -Other current Assets - 6837Cash Generated from Operations 2531173 (2677615)Direct Tax Paid (97000) (116381)Net Cash generated from Operating Activities 2434173 (2793996)

B Cash Flow from Investing ActivitiesPurchase of Fixed Assets - -Sale of assets - -Investments - -Interest Income - -Net Cash used in Investing Activities - -

C Cash Flow from Financing ActivitiesProceeds of Borrowings - -Finance cost - (3711)Net Cash generated from in Financing Activities - (3711)Net Increase(Decrease) in Cash and Cash Equivalents (A+B+C) 2434173 (2797708)Cash and Cash Equivalents Opening 194362 2992070Cash and Cash Equivalents Closing 2628536 194362

Notes1 The above Cash Flow Statement has been prepared under the indirect method as set out in the Accounting Standard on Cash Flow Statement

(AS-3)2 Figures in Brackets indicate Cash Outflow3 Previous Year rsquos figures have been recast regrouped and restated where ever necessary

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 45

Notes Forming Part of Financial Statements

NOTE 1

A CORPORATE INFORMATION

The company is engaged in the business of trading in ClothClothingFabric in India the disclosure requirements of AccountingStandard-17 Segment Reporting are not applicable

B SIGNIFICANT ACCOUNTING POLICIES

I BASIS OF PREPARATION

The accompanying financial statements have been prepared andpresented as a going concern under historical cost convention onthe accrual basis of accounting unless otherwise stated inaccordance with the generally accepted accounting principles inIndia (Indian GAAP) and comply with the Accounting Standardsspecified under Section 133 of the Companies Act 2013 (The Act)read with paragraph 7 of the Companies (Accounts) Rules 2014and relevant provisions of the Companies Act 2013

The accounting policies have been consistently applied by theCompany and are consistent with those used in the previous year

All assets and liabilities have been classified as current or non-current as per the Companyrsquos normal operating cycle and othercriteria set out in the Schedule III of the Companies Act 2013Based on the nature of products and the time between theacquisition of assets for processing and their realisation in cashand cash equivalents the Company has ascertained its operatingcycle as up to twelve months for the purpose of currentnon-currentclassification of assets and liabilities

II USE OF ESTIMATES

The preparation of financial statements in conformity with IndianGAAP requires the management to make judgements estimatesand assumptions that affect the reported amounts of revenuesexpenses assets and liabilities and disclosure of contingentliabilities at the end of the reporting period Although these

Omansh Enterprises Limited Annual Report 2016-2017 46

estimates are based on the managementrsquos best knowledge ofcurrent events and actions uncertainty about these assumptionsand estimates could result in the outcomes requiring a materialadjustment to the carrying amounts of assets or liabilities in futureperiods

Significant estimates used by the management in the preparationof these financial statements include the useful life of fixed assetsand intangible assets and provisions for doubtful debtsadvancesDifference if any between the actual results and estimates arerecognized in the period in which the results are knownmaterialized

III FIXED ASSETS AND DEPRECIATION

Fixed assets are recorded at cost of acquisition and installationincluding freight duties levies less accumulated depreciation Costof acquisition includes rates taxes and any other directlyattributable cost for bringing the asset to its working condition forintended use

Depreciation on Tangible Fixed Assets is provided on Written DownValue method using the rates arrived at based on the useful livesas specified in the Schedule II of the Companies Act 2013 orestimated by the management The Company has used thefollowing useful life to provide depreciation on its fixed assets

Omansh Enterprises Limited Annual Report 2016-2017 47

(a) Assets where useful life is same as Schedule II

Assets Useful Life as Prescribedby Schedule II of theCompanies Act 2013

Factory Building 30 years

Plant amp Machinery (other thancontinuous process plant notcovered under specific industries) 15 years

Furniture amp Fittings 10 years

Motor Cycles scooters and other mopeds 10 years

Vehicles (Motor Cars) 8 years

Office Equipments 5 years

Computer printers amp data processing units 3 years

Electrical Installations 10 years

(b) Assets where useful life differ from Schedule II

Fixed Assets individually costing less than Rupees five thousandare fully depreciated in the year of purchase

(c) Depreciation

Depreciation on the Fixed Assets addeddisposed offdiscardedduring the year is provided on pro-rata basis with reference to thedate of additiondisposaldiscarding and in the case of capitalisationof any asset depreciation is charged from the date the same isreadyput to use to the Statement of Profit and Loss

IV INTANGIBLE ASSETS AND AMORTISATION

Intangible Assets are stated at acquisition cost net of accumulatedamortisation and accumulated impairment losses if any Intangibleassets are amortised on a straight-line basis over their estimateduseful lives

Omansh Enterprises Limited Annual Report 2016-2017 48

The Company amortises miscellaneous expenditure representingthe Companyrsquos formation expenses over a period of 5 yearsFurther the cost of Direct Listing of Equity Shares on BSE Limitedhas also been included in the same

V BORROWING COSTS

Borrowing Costs attributable to acquisition and construction ofqualifying assets are capitalised as a part of the cost of such assetsup to the date when such assets are ready for its intended useOther borrowing costs are charged to the Statement of Profit andLoss in the period in which they are incurred

VI FOREIGN CURRENCY TRANSACTIONS

The Company has not dealt with any foreign currency transactionduring the Financial Year

VII INVESTMENTS

Investments which are readily realisable and intended to be heldfor not more than one year from the date on which such investmentsare made are classified as current investments All otherinvestments are classified as long-term investments

Investments are recorded at cost on the date of purchase whichinclude acquisition charges such as brokerage stamp duty taxesetc Current Investments are stated at lower of cost and netrealisable value Long-term investments are stated at cost afterdeducting provisions made if any for other than temporarydiminution in the value

VIII REVENUE RECOGNITION

Revenue is recognised to the extent that it is probable that theeconomic benefits will flow to the Company and can be reliablymeasured

Revenue from sale of products is recognised when the significantrisks and rewards of ownership of the goods have passed to thebuyer Sale of goods are recorded net of trade discounts rebatesSales Tax Value Added Tax and gross of Excise Duty

Omansh Enterprises Limited Annual Report 2016-2017 49

Interest income is recognized on a time proportion basis takinginto account the amount outstanding and the rate applicable

Dividend income on investments is accounted for on receipt of thesame

All expenses and income to the extent considered payable andreceivable respectively unless specifically stated be otherwise areaccounted for on mercantile basis

IX RETIREMENT AND OTHER EMPLOYEE BENEFITS

(a) Provident Fund

Provision of Provident Fund is not applicable to theCompany

(b) Gratuity

No provision for gratuity has been made as there is noamount due towards Gratuity payable

(c) Compensated Leaves

Unutilized leave of staff lapses as at the year end and isnot encashable Accordingly no provision is made forcompensated Leaves

X TAXATION

Tax expense comprises of current and deferred tax

Current Tax

Provision for current tax is made after taking into considerationbenefits admissible under the provisions of the Income-tax Act1961 Minimum Alternative Tax (MAT) credit is recognized wherethere is convincing evidence that the same can be utilized in future

Current tax assets and current tax liabilities are offset when thereis a legally enforceable right to set off the recognized amounts andthere is an intention to settle the asset and the liability on a netbasis

Omansh Enterprises Limited Annual Report 2016-2017 50

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 19: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

of the Company The Company manages monitors and reports on the principalrisks and uncertainties that can impact its ability to achieve it objectives Theresponsibility for management of risks vests with the Managers officersresponsible for the day-to-day conduct of the affairs of the Company Riskfocused audits are carried out periodically by the Internal Auditors whichlead to identification of areas where risk management processes need to bestrengthened Annual update is provided to the Board on the effectiveness ofthe Companyrsquos risk management systems and policies

14 INTERNAL FINANCIAL CONTROLS amp INTERNAL AUDIT

The Company has adequate internal financial controls with respect to thefinancial statements commensurate with the size and scale of the operationsof the Company During the year such controls were tested and no reportablematerial weakness in operation has been observed Internal audit of theCompany has been carried out during the year The Audit Committee reviewsthe internal audit findings provides guidance on internal controls and ensuresthat the internal audit recommendations are implemented

15 PARTICULARS OF LOANS GUARANTEES AND INVESTMENTS

Particulars of loans given investments made guarantees given and securitiesprovided along with the purpose for which the loan or guarantee or security isproposed to be utilized by the recipient are provided in the FinancialStatements

16 RELATED PARTY TRANSACTIONS

During the year ended on 31st March 2017 the Company has not entered intoany contract arrangement transaction with related parties which could beconsidered as material in accordance with the policy of the Company onmateriality of related party transactionsThe Policy on materiality of related party transactions and dealing with relateddealing with related party transactions as approved by the Board is availableon the website of the Company at weblink httpwwwomanshenterprisescomwp-contentuploads201508Policy-on-materiality-of-Related-Party-Transactions-and-on-dealing-with-Related-Party-Transactionspdf

17 SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS COURTS TRIBUNALS

During the year under review no significant or material orders were passedby the Regulators Courts Tribunals which would impact the going concernstatus of the Company and its future operations

18 EXTRACT OF ANNUAL RETURN

The details forming part of the extract of the Annual Return in Form MGT-9are provided under Annexure II to this Report

Omansh Enterprises Limited Annual Report 2016-2017 16

19 AUDITORS AND AUDIT REPORT

Ms Satyendra Mrinal amp Associates Chartered Accountants who are thestatutory auditors of the Company hold office till the conclusion of theforthcoming AGM Since their term is expiring at the forthcoming AGM thuspursuant to the provisions of section 139 of the Companies Act 2013 and theRules framed thereunder it is proposed to appoint Ms Rajeev Singh amp CoChartered Accountants as the Statutory Auditors of the Company who havegiven their consent for the same from the conclusion of the 43rd AGM till theconclusion of the 48th AGM of the Company to be held in the year 2022 subjectto ratification of their appointment at every AGM to be held after this AGMThe comments made by the Auditorsrsquo in their Report are self explanatory anddo not call for any further comments The Auditorsrsquo Report does not containany qualification reservation or adverse remark

20 CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION FOREIGNEXCHANGE EARNINGS AND OUTGO

CONSERVATION OF ENERGY

Steps taken on conservation of energy and impact thereof Efforts to conserveelectricity by operating only necessary lights fittings and fixtures were madeduring the financial year 2016-17Steps taken by the company for utilizing alternate sources of energy NILCapital investment on energy conservation equipment NILTECHNOLOGY ABSORPTION

(I) Efforts in brief made towards technology absorption and benefits derivedas a result of the above efforts eg product improvement cost reductionproduct development import substitution etc Nil

(II) In case of imported technology (imported during the last 3 years reckonedfrom the beginning of the financial year) following information may befurnishedA) Details of technology imported - NILB) Year of import ndashNILC) Whether the technology been fully absorbed - NILD) If not fully absorbed areas where absorption has not taken place

and the reasons therefore ndash NILIII) Expenditure incurred on research and development ndash NILFOREIGN EXCHANGE EARNINGS AND OUTGO

There were no foreign exchange earnings or foreign exchange outflow duringthe year

Omansh Enterprises Limited Annual Report 2016-2017 17

21 SECRETARIAL AUDITOR amp SECRETARIAL AUDIT REPORT

In terms of Section 204 of the Companies Act 2013 the Company hasappointed Ms Amit R Dadheech amp Associates Practicing CompanySecretaries as the Secretarial Auditor of the Company for the financial year2016-17 The Secretarial Audit Report given by Ms Amit R Dadheech ampAssociates Practicing Company Secretary is provided under Annexure III tothis ReportThe comments made by the Secretarial Auditor are self explanatory and donot require and further comments The Secretarial Audit Report does notcontain any qualification reservation or adverse remark

22 ESTABLISHMENT OF VIGIL MACHENISM

The Vigil Mechanism Policy of the Company is formulated in terms of section177 (9) of the Companies Act 2013 read with the provisions of the ListingAgreement with the Stock Exchange(s) and thereby also incorporates WhistleBlower Policy That as per the said policy protected disclosures can be madeby the whistle blower to the dedicated e-mail telephone line letter to Chairmanof Audit CommitteeThe Policy on Vigil Mechanism and Whistle Blower Policy as approved by theBoard is available on the website of the Company at web-link httpwwwomanshenterprisescomwp-contentuploads201508Vigil-Mechanism-and-Whistle-Blower-Policypdf

23 ACKNOWLEDGEMENT

Your directors would like to express their sincere appreciation for theassistance and corporation received from the financial institutions banksGovernment authorities customers vendors and members during the yearunder review Your directors also wish to place on record their deep sense ofappreciation for the committed services by the Companyrsquos executives staffand workers

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanDate September 4 2017 Managing Director Wholetime DirectorPlace New Delhi DIN 07639422 DIN 07835068

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 18

Annexure-INOMINATION amp REMUNERATION POLICY

(DIRECTORS KMP amp SENIOR MANAGEMENT)

INTRODUCTION

In pursuance of the Companyrsquos philosophy to consider its employees as itsinvaluable assets to pay equitable remuneration to all Directors Key ManagerialPersonnel (KMP) and employees of the Company to harmonize the aspirationsof human resources consistent with the goals of the Company and in terms of theprovisions of the Companies Act 2013 this policy on nomination and remunerationof Directors Key Managerial Personnel and Senior Management has beenformulated by the Nomination amp Remuneration Committee and approved by theBoard of DirectorsOBJECTIVE

The objective and purpose of the Policy are as given below1 To lay down criteria and terms and conditions with regard to identifying persons

who are qualified to become Directors (Executive and Non-Executive) andpersons who may be appointed in Senior Management and Key Managerialpositions and to determine their remuneration

2 To carry out evaluation of the performance of Directors as well as KeyManagerial and Senior Management Personnel

3 To provide them reward linked directly to their effort performance dedicationand achievement of Organizationrsquos goals as entrusted on them

4 To retain motivate and promote talent and to ensure long term retention oftalented managerial persons and create competitive advantage In the contextof the aforesaid objectives the following policy has been framed andrecommended by the Nomination amp Remuneration Committee and adoptedby the Board of Directors

PART ndash A

POLICY FOR APPOINTMENT AND REMOVAL OF DIRECTOR KMP AND SENIORMANAGEMENTAPPOINTMENT

1 The candidate for a position at Director KMP or Senior Management level ismet by the Managing Director in consultation with the other Directors Theinterview is targeted at assessing the candidate on his her functional ampleadership capabilities and cultural fitment to the organization

2 The MD assesses the shortlisted candidates3 The selected candidatersquos details and the proposed compensation is shared

with the Nomination amp Remuneration Committee for their review andsuggestions The same is shared with the Board at the next board meeting

Omansh Enterprises Limited Annual Report 2016-2017 19

TERM TENURE

The tenure for Directors shall be governed by the terms defined in the CompaniesAct 2013 However the tenure for other KMP and Senior Management Personnelwill be governed by Terms of Appointment in accordance with the RecruitmentPolicy of the CompanyEVALUATION

The performance of the KMP and Senior Management Personnel is evaluated atregular intervals (half yearly yearly) by the Managing Director The performanceevaluation of Independent Directors shall be done by the Board excluding theDirector being evaluated basis the contributions made to the Board deliberationson various matters including business strategy financial strategy operations costand risk management etc and suggestions given in this regardREMOVAL

Due to reasons for any disqualification mentioned in the Companies Act 2013rules made thereunder or under any other applicable Act rules and regulationsthe Managing Director may recommend to the Committee and the Board withreasons recorded in writing removal of a Director subject to the provisions andcompliance of the said Act rules and regulationsFor other KMP or Senior Management Personnel the removal will be governedby the Terms of Appointment in accordance with the Recruitment Policy of theCompany and the subsequent approval of the Managing DirectorRETIREMENT

The Director KMP and Senior Management Personnel shall retire as per theapplicable provisions of the Companies Act 2013 and the prevailing policy of theCompany The Managing Director will have the discretion to retain the DirectorKMP Senior Management Personnel in the same position remuneration orotherwise even after attaining the retirement age for the benefit of the Company

PART ndash B

POLICY RELATING TO EVALUATION AND REMUNERATION OF THE KMP ANDSENIOR MANAGEMENT PERSONNELEVALUATION PROCESS

The three Point Rating scale for performance review of Executive Director KMPand Senior Management is to be followed1 Rating on Basic Job Responsibilities indicating whether the basic job

responsibilities have been met during the year2 Rating on Goals Annual rating on each goal on a five-point scale Weighted

average of the ratings is calculated to arrive at a lsquoWeighted Goal Scorersquo3 Rating on Capabilities Factors The qualitative aspects of the performance is

assessed using the Capabilities Factors by the supervisor on a five-pointscale

Omansh Enterprises Limited Annual Report 2016-2017 20

Based on a holistic view of the Three Point Rating the supervisor provides anoverall Rating This rating is reviewed by the Managing Director along with theimmediate reporting officer who does a Qualitative review of the performancebased on the efforts put in by the employee results achieved and impact of theexternal and internal factors to arrive at a lsquoFinal Annual RatingrsquoThe revision in the total remuneration is directly linked to the lsquoFinal Annual Ratingrsquofor all employees1 The remuneration compensation commission etc to the KMP and Senior

Management Personnel will be determined by the Managing Director inconsultation with other Directors (except the Independent Directors) inaccordance with the Recruitment Policy of the Company which is based uponthe Final Annual Rating employee potential and market benchmarkcompensation The revised remuneration is shared with the Nomination ampRemuneration Committee for review

2 The remuneration compensation commission etc shall be subject to theprior post approval of the shareholders of the Company and CentralGovernment wherever required

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanDate September 4 2017 Managing Director Wholetime DirectorPlace New Delhi DIN 07639422 DIN 07835068

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 21

Omansh Enterprises Limited Annual Report 2016-2017 22

lsquoAnnexure-IIrsquoForm No MGT-9

EXTRACT OF ANNUAL RETURNAs on the financial year ended on 31032017

[Pursuant to Section 92(3) of the Companies Act 2013 and rule 12(1)of the Companies (Management and Administration) Rules 2014]

I REGISTRATION AND OTHER DETAILS

i) CIN L21011DL1974PLC241646ii) Registration Date 20031974iii) Name of the Company OMANSH ENTERPRISES LIMITEDiv) Category Sub-Category of the Company Public Company Limited by Shares amp Having Share Capitalv) Address of the Registered office and contact details SHOP NO 37 QD BLOCK DDA MARKET

PITAMPURA NEW DELHI - 110034Email infoomanshenterprisescom

vi) Whether listed company Yesvii) Name and Address of Registrar amp Transfer Agents ( RTA )

Name of Registrar amp Transfer Agents Skyline Financial Services Private LimitedAddress D-153 A 1st Floor Okhla Industrial Area Phase-ITown City New DelhiState DelhiPin Code 110020Telephone +91-(0)11-6473 2681 6473 2682Fax Number +91-(0)11-2681 2682Email Address adminskylinertacom

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-SNo Name and Description of NIC Code of the to total turnover

main products services Product service of the company1 Whole sale of textiles and clothing 46411 9892

III PARTICULARS OF HOLDING SUBSIDIARY AND ASSOCIATE COMPANIES No of companies for which information is being filloed = NILSNo Name and Address of the Company CINGLN Holding of shares held Applicable Section

SubsidiaryAssociates

Not applicable

Omansh Enterprises Limited Annual Report 2016-2017 23

No of Shares held at the beginning of the year No of Shares held at the end of the year

C at eg o r y o f D e ma t P h y s i ca l T o t a l o f D e ma t P h y s i ca l T o t a l o f C h a n g eS h a r e h o ld er s Tot al S hares Tot al S hares d ur in g t he year

A Promoters(1) Indiana) IndividualHUF 3114500 0 3114500 1755 3114500 0 3114500 1755 000b) Central Govt 0 0 0 000 0 0 000 000 000c) State Govt (s) 0 0 0 000 0 0 000 000 000d) Bodies Corp 4532000 0 4532000 2553 4532000 0 4532000 2553 000e) Banks FI 0 0 0 000 0 0 000 000 000f) Any Otherhellip 0 0 0 000 0 0 000 000 000Sub-total (A) (1)- 7646500 0 7646500 4308 7646500 0 7646500 4308 000(2) Foreign 0 0 0 000 0 0 0 000 000a) NRIs - Individuals 0 0 0 000 0 0 0 000 000b) Other ndash Individuals 0 0 0 000 0 0 0 000 000c) Bodies Corp 0 0 0 000 0 0 0 000 000d) Banks FI 0 0 0 000 0 0 0 000 000e) Any Otherhellip 0 0 0 000 0 0 0 000 000Sub-total (A) (2)- 0 0 0 000 0 0 0 000 000Total shareholding of Promoter(A) = (A)(1)+(A)(2) 7646500 0 7646500 4308 7646500 0 7646500 4308 000B Public Shareholding 1 Insti tutions a) Mutual Funds 0 0 0 000 0 0 0 000 000b) Banks FI 0 0 0 000 0 0 0 000 000c) Central Govt 0 0 0 000 0 0 0 000 000d) State Govt(s) 0 0 0 000 0 0 0 000 000e) Venture Capital Funds 0 0 0 000 0 0 0 000 000f) Insurance Companies 0 0 0 000 0 0 0 000 000g) FIIs 0 0 0 000 0 0 0 000 000h) Foreign Venture Capital Funds 0 0 0 000 0 0 0 000 000i) Others (specify) 0 0 0 000 0 0 0 000 000Sub-total (B)(1)- 0 0 0 000 0 0 0 000 0002 Non-Institutions a) Bodies Corp i) Indian 3296183 25000 3321183 1871 2695355 25000 2720355 1533 -338ii) Overseas 0 0 0 000 0 0 0 000 000b) Individuals i) Individual shareholdersholding nominal share capitalupto Rs 1 lakh 1688546 410000 2098546 1182 718726 409050 1127776 635 -547ii) Individual shareholdersholding nominal sharecapital in excess of Rs 1 lakh ldquo 3745717 616000 4361717 2457 5227885 616000 5843885 3292 835c) Others (specify) 321054 1000 322054 181 410484 1000 411484 232 051Sub-total (B)(2)- 9051500 1052000 10103500 5692 9052450 1051050 10103500 5692 000Total Public Shareholding(B)=(B)(1)+(B)(2) 9051500 1052000 10103500 5692 9052450 1051050 10103500 5692 000C Shares held by Custodianfor GDRs amp ADRs 0 0 0 000 0 0 0 000 000Grand Total (A+B+C) 16698000 1052000 17750000 10000 16698950 1051050 17750000 10000 000

IV SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)A Category-wise Share Holding

Omansh Enterprises Limited Annual Report 2016-2017 24

B Shareholding of Promoters

S Shareholder rsquos Name No of of of shares No of of of shares changeNo Shares tota l pledged Shares tota l pledged in share

Shares encum- shares of encum- hold-of the bered to the bered to ing during

company tota lshares company tota lshares the year1 Mr Gaurav Mutreja 14500 008 000 14500 008 000 0002 Mr Chander Bhan 100000 056 000 100000 056 000 0003 Ms Atharva Professsional Consultants LLP 500000 282 000 500000 282 000 0004 Ms JK Lrsquoatelier Limited 2500000 1408 000 2500000 1408 000 0005 Mr Gaurav Bhatia 50000 028 000 50000 028 000 0006 Ms Gaurav Sukhija (HUF) 250000 141 000 250000 141 000 0007 Ms Komal Sukhi ja 250000 141 000 250000 141 000 0008 Ms Mukesh Sukhija (HUF) 50000 028 000 50000 028 000 0009 Ms Neelam Bhatia 600000 338 000 600000 338 000 00010 Ms Neelam Rani 100000 056 000 100000 056 000 00011 Mr Om Prakash Sukhi ja 700000 394 000 700000 394 000 00012 Ms Pooja Bhatia 150000 085 000 150000 085 000 00013 Ms Raj Kanta Sukhi ja 250000 141 000 250000 141 000 00014 Ms Rashmi Sukhi ja 550000 310 000 550000 310 000 00015 Ms Shi lpa Bhatia 50000 028 000 50000 028 000 00016 Ms Achyut Properties Private Limited 500000 282 000 500000 282 000 00017 Ms Ranji tgarh Finance Company PrivateLimited 1032000 581 000 1032000 581 000 000

Shareholding at the beginning of the year Shareholding at the end of the year

Omansh Enterprises Limited Annual Report 2016-2017 25

C Change in Promotersrsquo Shareholding

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company companySAME AS MENTIONED IN ldquoBrdquo ABOVE

Shareholding at the beginning of the year Shareholding at the end of the year

D Shareholding Pattern of top ten Shareholders (other than Directors Promoters and Holders ofGDRs and ADRs)

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 NAU NIDH FINANCE LIMITED BODY 2500000 1408 2500000 1408

CORPORATE2 KAMALJIT GHAI INDIVIDUAL 250000 141 250000 1413 BHALINDER GHAI INDIVIDUAL 250000 141 250000 1414 HARMEET GHAI INDIVIDUAL 250000 141 250000 1415 GEETA CHADHA INDIVIDUAL 250000 141 250000 1416 MANAN NARANG INDIVIDUAL 250000 141 500000 2827 RAJIV CHADHA INDIVIDUAL 250000 141 250000 1418 NAVEEN NARANG INDIVIDUAL 250000 141 500000 2829 SUMITRA NARANG INDIVIDUAL 250000 141 500000 28210 SATISH CHANDER NARANG INDIVIDUAL 250000 141 500000 282

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

Omansh Enterprises Limited Annual Report 2016-2017 26

E Shareholding of Directors and Key Managerial Personnel

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 Radhey Shayam Whole Time Director 500 000 500 0002 Gaurav Mutre ja Director 14500 008 14500 008

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

V INDEBTEDNESSParticulars Secured Loans Unsecured Deposi ts Total

excluding deposits Loans Indebtedness

VI REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL A Remuneration to Managing Director Whole-time Directors andor Manager

Gross Salary CommissionS Name of (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others Total CeilingNo MDWTD per provision perquisites in lieu of Option Equity profit as per

Manager contained us 17(2) salary the Actin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

NOT ANY

Indebtedness at the beginning of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

Change in Indebtedness during the financial yearAdditionReductionNet Change

Indebtedness at the end of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

NOT APPLICABLE

Omansh Enterprises Limited Annual Report 2016-2017 27

B Remuneration to other directors

Independent Directors Other Non-Executive DirectorS Name of Fee for Commission Others Total 1 Fee for Comm- Others Total Total Total Over-No Director attending attend- ission (2) (1+2) Mana- all

board ing gerial Ceilingcommittee board Remu- as permeetings commi- nerat- the Act

ttee ionmeet-ings

NOT ANY

C Remuneration to Key Managerial Personnel Other than MDManagerWTD

Gross Salary CommissionS Name of Key (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others TotalNo Managerial per provision perquisites in lieu of Option Equity profit

Personnel contained us 17(2) salaryin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

Not Any

Omansh Enterprises Limited Annual Report 2016-2017 28

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Manoj Ramesh Kumar Chauhan Seema KhanWhole Time Director Managing DirectorDIN 07835068 DIN 07639422

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

VII PENALTIES PUNISHMENT COMPOUNDING OF OFFENCES

Type Section of the Brief Detail of Authority [RDNCLT] Appeal made if anyCompanies Description Penalty Punishment Court] (give Details)

Act Compoundingfees imposed

A COMPANYPenaltyPunishment NOT ANYCompoundingB DIRECTORSPenaltyPunishment NOT ANYCompoundingC OTHER OFFICERS IN DEFAULTPenaltyPunishment NOT ANYCompounding

Omansh Enterprises Limited Annual Report 2016-2017 29

Annexure III

FORM NO MR-3SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED 31ST MARCH 2017[Pursuant to Section 204(1) of the Companies Act 2013 and Rule No9 of the

Companies (Appointment and Remuneration Personnel) Rules 2014]

ToThe MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034We have conducted the secretarial audit of the compliance of applicable statutoryprovisions and the adherence to good corporate practices by Omansh EnterprisesLimited (CIN L21011DL1974PLC241646) (hereinafter called ldquothe companyrdquo)Secretarial Audit was conducted in a manner that provided us a reasonable basisfor evaluating the corporate conductsstatutory compliances and expressing ouropinion thereonBased on our verification of Omansh Enterprises Limited books papers minutebooks forms and returns filed and other records maintained by the company andalso the information provided by the Company its officers agents and authorizedrepresentatives during the conduct of the Secretarial Audit we hereby report thatin our opinion the Company has during the audit period covering the financialyear ended on March 31 2017 complied with the statutory provisions listedhereunder and also that the Company has proper Board processes and compliancemechanism in place to the extent in the manner and subject to the reportingmade hereinafterWe have examined the books papers minute books forms and returns filedand other records maintained by Omansh Enterprises Limited for the financialyear ended on March 31 2017 according to the provisions of

1 The Companies Act 2013 (the Act) and the rules made thereunder2 The Securities Contracts (Regulation) Act 1956 (lsquoSCRArsquo) and the rules made

thereunder3 The Depositories Act 1996 and the Regulations and Bye-laws framed

thereunder4 Foreign Exchange Management Act 1999 and the rules and regulations made

thereunder to the extent of Foreign Direct Investment Overseas DirectInvestment and External Commercial Borrowings (During the period underreview the Company has not entered into any transaction requiring

Omansh Enterprises Limited Annual Report 2016-2017 30

compliances with the Foreign Exchange Management Act 1999 and therules and regulations made thereunder to the extent of Foreign DirectInvestment Overseas Direct Investment and External CommercialBorrowings)

5 The Securities and Exchange Board of India (Substantial Acquisition of Sharesand Takeovers) Regulations 2011

6 The Securities and Exchange Board of India (Prohibition of Insider Trading)Regulations 2015

7 The Securities and Exchange Board of India (Issue of Capital and DisclosureRequirements) Regulations 2009

8 The Securities and Exchange Board of India (Employee Stock Option Schemeand Employee Stock Purchase Scheme) Guidelines 1999 (During the periodunder review the Company has not entered into any transaction requiringcompliances with the Securities and Exchange Board of India (EmployeeStock Option Scheme and Employee Stock Purchase Scheme)Guidelines 1999)

9 The Securities and Exchange Board of India (Issue and Listing of DebtSecurities) Regulations 2008 (During the period under review theCompany has not entered into any transaction requiring complianceswith the Securities and Exchange Board of India (Issue and Listing ofDebt Securities) Regulations 2008)

10 The Securities and Exchange Board of India (Registrars to an Issue andShare Transfer Agents) Regulations 1993 regarding the Companies Act anddealing with client

11 The Securities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009)

12 The Securities and Exchange Board of India (Buyback of Securities)Regulations 1998 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Buyback of Securities)Regulations 1998)

OTHER APPLICABLE LAWS

With respect to the compliance system prevailing in the Company and onexamination of the relevant documents and records in pursuance thereof on testcheck basis the Company has complied with the following laws applicable to theCompany

Omansh Enterprises Limited Annual Report 2016-2017 31

1 Indian Contract Act 18722 Income Tax Act 1961 to the extent of Tax Deducted at Source under various

Section and TDS Returns filed3 Indirect Tax Laws relating to collections deductions wherever applicable

payments made and returns filedWe have also examined compliance with the applicable clauses of thefollowing

1 Secretarial Standards issued by The Institute of Company Secretaries of India2 The Listing Agreements entered into by the Company with BSE Ltd pursuant

to SEBI (Listing Obligation and Disclosure Requirement) Regulations 2015During the period under review the Company has complied with the provisions ofthe Act Rules Regulations Guidelines Standards etc mentioned aboveWe further report that

The Board of Directors of the Company is duly constituted with proper balance ofExecutive Directors Non-Executive Directors and Independent Directors Thechanges in the composition of the Board of Directors that took place during theperiod under review were carried out in compliance with the provisions of the ActAdequate notice is given to all directors to schedule the Board Meetings agendaand detailed notes on agenda were sent at least seven days in advance and asystem exists for seeking and obtaining further information and clarifications onthe agenda items before the meeting and for meaningful participation at themeetingMajority decision is carried unanimously however the dissenting membersrsquo viewsif any are captured and recorded as part of the minutesWe further report that there are adequate systems and processes in the companycommensurate with the size and operations of the company to monitor and ensurecompliance with applicable laws rules regulations and guidelinesWe further report that during the audit period

1 During the financial year ended March 31 2017 the Company has notappointed Company Secretary (CS) and Chief Financial Officer (CFO) on theBoard of the Company in compliance with Section 203 of the Companies Act2013 however the Company has appointed CS and CFO wef May 292017 and September 4 2017 respectively

2 The Company has not appointed an Internal Auditor in compliance withprovision of Section 138 of Companies Act 2013

3 There were instances of delay in filing the Forms as required to be filed withRegistrar of Companies Delhi and the Company has paid additional fees forthe same

Note This report is to be read with our letter of even date which annexed asAnnexure A and forms an integral part of this report

Omansh Enterprises Limited Annual Report 2016-2017 32

Annexure A to the Secretarial Audit Report

The MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034

1 We have not verified the correctness and appropriateness of financial recordsand Books of Accounts of the Company

2 Where ever required we have obtained the Management representation aboutthe compliance of laws rules and regulations and happening of events etc

3 The compliance of the provisions of Corporate and other applicable lawsrules regulations standards is the responsibility of management Ourexamination was limited to the verification of procedures on the random testbasis

4 We have followed the audit practices and processes as were appropriate toobtain reasonable assurance about the correctness of the contents of thesecretarial records The verification was done on the random test basis toensure that correct facts are reflected in secretarial records We believe thatthe processes and practices we followed provide a reasonable basis for ouropinion

5 The Secretarial Audit report is neither an assurance as to the future viabilityof the company nor of the efficacy or effectiveness with which the managementhas conducted the affairs of the Company

For Amit R Dadheech amp Associates

Amit R DadheechM No 22889 CP No 8952Mumbai September 4 2017

MANAGEMENT DISCUSSION AND ANALYSIS

Your Directors are pleased to present the Management Discussion and AnalysisReports for the year ended March 31 2017 as underbull Overview

The Indian textile industry is one the largest and oldest sectors in the country andamong the most important in the economy in terms of output investment andemployment The sector employs nearly 45 million people directly and it is one ofthe largest sources of employment generation in the country The textile industrycontributes to 10 of manufacturing production 2 of Indiarsquos GDP and to 13 ofthe countryrsquos export earnings With direct linkages to the rural economy and theagriculture sector it has been estimated that one of every six households in thecountry depends on this sector either directly or indirectly for its livelihoodbull Industry Structure

Raw material costs have been increasing globally coupled with a shortage ofskilled workers While a shift is taking place of textiles industries from China andBangladesh to India the industrial climate in India has also become adverse dueto regular increases in input costs Any further appreciation of the Rupee willadversely affect exports from India Though the spinning industry has faredsomewhat better those with a presence in weaving processing or even compositebusinesses are facing the heat due to increases in input cost without being ableto pass on such higher costs to customers as the market is simply unable toabsorb the samebull Opportunities and Threat

There is good scope for growth for the textile industry as Indiarsquos share in theglobal trade in textiles is weak compared to other countries The free tradeenvironment is a great opportunity for the Indian textile industry to increase itsshare in the global market Chinese exports are slowing down on account of variousfactors inclusive of increase in domestic demand and rising costs This is a goodopportunity of which our textile industry should make use but smaller countrieslike Bangladesh Sri Lanka Pakistan Turkey and Vietnam etc are becomingformidable challengersLack of uninterrupted power increased power costs higher transaction costshigh cost of labour is hindering the progress However we are making all outefforts to cope with all these challenges by continuous efforts at cost reductionprocess improvements diversification of products and improving productivity byimproving efficienciesbull Business operations

The Company is engaged in the business of Textile industry During the yearunder review the industry faced various challenges due to global and economicslowdown and increasing rates of interest rates But looking at the huge potentialin India for Textile the company is hopeful of reenter into this sector The growthin the sector is very good and Management expects better results in forth comingyearOmansh Enterprises Limited Annual Report 2016-2017 33

bull Outlook

In light of the new and vibrant management of the company and steady growth inthe operations of the company and looking at the huge demand for residential aswell as commercial space in Delhi the company is hopeful of its upwardperformance the future growth for the benefit of its stakeholders at largebull Internal control System

The company has an effective internal control environment which ensures thatoperation are managed efficiently and effectively assets are safeguardedregulatory are complied with and transactions are recorded after appropriateauthorization The Company has an adequate internal control systemcommensurate with the size of the company and the nature of its business whichensures that functioning of the Company is managed efficiently and effectivelyassets are safeguarded regulatory compliances are complied with and transactionsare recorded after appropriate authorizationbull Human relations

Human resources have always been most valuable assets for Omansh EnterprisesLimited During the year the company has once again gained the confidence of itsHuman Resource as well and company constantly seeks to attract and retain thebest available talent Human resources management incorporates a process drivenapproach that invest regularly in the extensive training programs The Companycontinued to enjoy healthy industrial relations during the yearbull Forward Looking and Cautionary Statements

Management Discussion and Analysis contains forward-looking statementsconcerning the Companyrsquos future plans strategies and performance Theseforward-looking statements are not historical facts rather they representassumptions and beliefs based on economic financial and competitive datacurrently available Furthermore they are subject to a number of risks anduncertainties that without limitation relate to economic conditions fiercecompetition in the information service industry customer demand tax rulesregulations and other factors Readers of this annual report are cautioned not toplace undue reliance on these forward-looking statements The Company thereforewishes to caution readers that actual results may differ materially

On behalf of Board of Directorsof Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanManaging Director Wholetime DirectorDIN 07639422 DIN 07835068

DateSeptember 4 2017Place New Delhi

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 34

Independent Auditorrsquos Report

To the Members of Omansh Enterprises Limited

Report on the Financial Statements

We have audited the accompanying standalone financial statements of OmanshEnterprises Limited (ldquothe Companyrdquo) which comprise the Balance Sheet as atMarch 31 2017 the Statement of Profit and Loss and Cash Flow Statement for theyear then ended and a summary of significant accounting policies and otherexplanatory information

Managementrsquos Responsibility for the Financial Statements

The Companyrsquos Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 (ldquothe Actrdquo) with respect to the preparation ofthese standalone financial statements that give a true and fair view of the financialposition financial performance and cash flows of the Company in accordancewith accounting principles generally accepted in India including the AccountingStandards specified under section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014 and the Companies (Accounting Standards) AmendmentRules 2016 This responsibility includes maintenance of adequate accountingrecords in accordance with the provisions of the Act for safeguarding of the assetsof the Company and for preventing and detecting frauds and other irregularitiesselection and application of appropriate accounting policies making judgmentsand estimates that are reasonable and prudent and the design implementationand maintenance of adequate internal financial control that were operatingeffectively for ensuring the accuracy and completeness of the accounting recordsrelevant to the preparation and presentation of the financial statements that givea true and fair view and are free from material misstatement whether due to fraudor error

Auditorrsquos Responsibility

Our responsibility is to express an opinion on these standalone financial statementsbased on our audit We have taken into account the provisions of the Act theaccounting and auditing standards and matters which are required to be includedin the audit report under the provisions of the Act and the Rules made thereunderWe conducted our audit in accordance with the Standards on Auditing issued bythe Institute of Chartered Accountants of India as specified under Section 143(10)of the Act Those Standards require that we comply with ethical requirements andplan and perform the audit to obtain reasonable assurance about whether thefinancial statements are free from material misstatement

An audit involves performing procedures to obtain audit evidence about theamounts and disclosures in the financial statements The procedures selecteddepend on the auditorrsquos judgment including the assessment of the risks of materialmisstatement of the financial statements whether due to fraud or error In making

Omansh Enterprises Limited Annual Report 2016-2017 35

those risk assessments the auditor considers internal financial control relevantto the Companyrsquos preparation of the financial statements that give a true and fairview in order to design audit procedures that are appropriate in the circumstancesAn audit also includes evaluating the appropriateness of accounting policies usedand the reasonableness of the accounting estimates made by the CompanyrsquosDirectors as well as evaluating the overall presentation of the financial statementsWe believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the standalone financial statements

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the standalone financial statements give the information required bythe Act in the manner so required and give a true and fair view in conformity withthe accounting principles generally accepted in India of the state of affairs of theCompany as at 31st March 2017 its profit and its cash flows for the year endedon that date

Report on Other Legal and Regulatory Requirements

1 As required by the Companies (Auditorrsquos report) Order 2016 (ldquothe Orderrdquo)issued by the Central Government of India in terms of sub-section (11) ofSection 143 of the Act we give in the Annexure 1 a statement on the mattersspecified 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 whichto the best of our knowledge and belief were necessary for the purposeof our audit

b) In our opinion proper books of account as required by law have beenkept by the Company so far as it appears from our examination of thosebooks

c) The Balance Sheet Statement of Profit and Loss and Cash FlowStatement dealt with by this Report are in agreement with the books ofaccount

d) In our opinion the aforesaid standalone financial statements comply withthe Accounting Standards specified under Section 133 of the Act readwith Rule 7 of the Companies (Accounts) Rules 2014 and the Companies(Accounting Standards) Amendment Rules 2016

e) On the basis of written representations received from the directors as on31st March 2017 and taken on record by the Board of Directors none ofthe directors is disqualified as on 31st March 2017 from being appointedas a director in terms of Section 164(2) of the Act

Omansh Enterprises Limited Annual Report 2016-2017 36

f) With respect to the adequacy of the internal financial controls overfinancial reporting of the Company and the operating effectiveness ofsuch controls refer to our separate Report in ldquoAnnexure 2rdquo to this report

g) With respect to the other matters to be included in the Auditorrsquos Reportin accordance with Rule 11 of the Companies (Audit and Auditors) Rules2014 in our opinion and to the best of our information and according tothe explanations given to us

i The Company does not have any pending litigations which wouldimpact its financial position

ii The Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeablelosses

iii There has not been an occasion in which the company during theyear under report to transfer any sum to the Investor Education andProtection Fund Hence the question of delay in transferring suchsum does not arise

iv The Company has provided requisite disclosures in Note No 27 tothese standalone financial statements as to the holding of SpecifiedBank Notes on November 8 2016 to December 30 2016 as well asdealings in Specified Bank Notes during the period from November8 2016 to December 30 2016 Based on our audit procedures andrelying on the management representation regarding the holdingand nature of cash transactions including Specified Bank Noteswe report that these disclosures are in accordance with the books ofaccounts maintained by the Company and as produced to us by theManagement

For Satyendra Mrinal amp AssociatesChartered Accountants

Firm Registration Number 017068N

SK JainPartner

Membership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 37

Annexure 1 referred to in paragraph 1 under the heading ldquoReport on OtherLegal and Regulatory Requirementsrdquo of our Report of even date

(i) (a) The Company has maintained proper records showing fullparticulars including quantitative details and situation of fixedassets

(b) All fixed assets have been physically verified by the managementat regular intervals as informed to us no material discrepancieswere noticed on such verification

(c) According to the information and explanations given by themanagement the Company has not acquired any immovableproperty during the year under audit no comments under thesub-clause are required

(ii) The Company does not have any inventory and accordingly therequirements under paragraph 3(ii) of the Order are not applicable to theCompany

(iii) According to the information and explanation given to us the Companyhas not granted any loans secured or unsecured to companies firmsLimited Liability Partnerships or other parties covered in the registermaintained under Section 189 of the Act and hence clause 3(iii)(a) (b)and (c) of the Order are not applicable to the Company and hence notcommented upon

(iv) In our opinion and according to the information and explanations givento us there are no loans investments guarantees and securities grantedin respect of which provisions of Section 185 and 186 of the Act areapplicable and hence not commented upon

(v) The Company has not accepted any deposits within the meaning ofSections 73 to 76 of the Act and the Companies (Acceptance of Deposits)Rules 2014 (as amended) Accordingly the provisions of clause 3(v) ofthe Order are not applicable

(vi) To the best of our knowledge and as explained the Central Governmenthas not specified the maintenance of cost records under Section 148(1)of the Act for the productsservices of the Company

(vii) (a) According to the information and explanations given to us andbased on the records of the company examined by us thecompany is regular in depositing the undisputed statutory duesincluding income-tax and other statutory dues as applicablewith the appropriate authorities in India

(b) According to the information and explanations given to us andbased on the records of the company examined by us thereare no dues of Income tax which have not been deposited onaccount of any disputes However the remaining taxes specifiedunder the said sub-clause are not applicable to the company

Omansh Enterprises Limited Annual Report 2016-2017 38

(viii) In our opinion and according to the information and explanations givenby the management the Company has not availed of any loans from anyfinancial institution bank or government and not issued any debentures

(ix) In our opinion and according to the information and explanations givenby the management the Company has not raised any money by way ofinitial public offer or further public offer (including debt instruments) andthe company has not raisedtaken any term loan

(x) Based upon the audit procedures performed for the purpose of reportingthe true and fair view of the financial statements and according to theinformation and explanations given by the management we report thatno fraud by the company or no fraud on the company by the officers andemployees of the Company has been noticed or reported during the year

(xi) According to the information and explanations given by the managementthe company has complied with the provisions of Section 197 read withSchedule V of the Companies Act 2013

(xii) In our opinion the Company is not a nidhi company Therefore theprovisions of clause 3(xii) of the order are not applicable to the Companyand hence not commented upon

(xiii) According to the information and explanations given by the managementthere were no transactions with the related parties during the year hencenot commented upon

(xiv) According to the information and explanations given to us and on anoverall examination of the Balance Sheet the Company has not madeany preferential allotment or private placement of shares or fully or partlyconvertible debentures during the year under review and hence reportingrequirements under clause 3(xiv) are not applicable to the Company andnot commented upon

(xv) According to the information and explanations given by the managementthe Company has not entered into any non-cash transactions with thedirectors or persons connected with him as referred to in Section 192 ofCompanies Act 2013

(xvi) According to the information and explanations given to us the provisionsof Section 45-IA of the Reserve Bank of India Act 1934 are not applicableto the Company

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 39

ANNEXURE 2 TO THE INDEPENDENT AUDITORrsquoS REPORT OF EVEN DATEON THE STANDALONE FINANCIAL STATEMENTS OF OMANSHENTERPRISES LIMITED

Report on the Internal Financial Controls under Clause (i) of Sub-section 3of Section 143 of the Companies Act 2013 (ldquothe Actrdquo)

To the Members of Omansh Enterprises Limited

We have audited the internal financial controls over financial reporting of OmanshEnterprises Limited (ldquothe Companyrdquo) as of 31st March 2017 in conjunction withour audit of the standalone financial statements of the Company for the year endedon that date

Managementrsquos Responsibility for Internal Financial Controls

The Companyrsquos Management is responsible for establishing and maintaininginternal financial controls based on the internal control over financial reportingcriteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial ControlsOver Financial Reporting issued by the Institute of Chartered Accountants of IndiaThese responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuringthe orderly and efficient conduct of its business including adherence to theCompanyrsquos policies the safeguarding of its assets the prevention and detectionof frauds and errors the accuracy and completeness of the accounting recordsand the timely preparation of reliable financial information as required under theCompanies Act 2013 (lsquothe Actrsquo)

Auditorrsquos Responsibility

Our responsibility is to express an opinion on the Companyrsquos internal financialcontrols over financial reporting based on our audit We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting (the ldquoGuidance Noterdquo) and the Standards on Auditing asspecified under section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls both applicable to an audit of Internal Financial Controlsand both issued by the Institute of Chartered Accountants of India ThoseStandards and the Guidance Note require that we comply with ethical requirementsand plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects

Our audit involves performing procedures to obtain audit evidence about theadequacy of the internal financial controls system over financial reporting andtheir operating effectiveness Our audit of internal financial controls over financialreporting included obtaining an understanding of internal financial controls overfinancial reporting assessing the risk that a material weakness exists and testing

Omansh Enterprises Limited Annual Report 2016-2017 40

and evaluating the design and operating effectiveness of internal control basedon the assessed risk The procedures selected depend on the auditorrsquos judgementincluding the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error

We believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the internal financial controls systemover financial reporting

Meaning of Internal Financial Controls Over Financial Reporting

A companyrsquos internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles A companyrsquos internal financialcontrol over financial reporting includes those policies and procedures that (1)pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company (2)provide reasonable assurance that transactions are recorded as necessary topermit preparation of financial statements in accordance with generally acceptedaccounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorisations of management and directorsof the company and (3) provide reasonable assurance regarding prevention ortimely detection of unauthorised acquisition use or disposition of the companyrsquosassets 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 financialreporting including the possibility of collusion or improper management overrideof controls material misstatements due to error or fraud may occur and not bedetected Also projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes inconditions or that the degree of compliance with the policies or procedures maydeteriorate

Omansh Enterprises Limited Annual Report 2016-2017 41

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at 31st March 2017 basedon the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls Over Financial Reporting issued bythe Institute of Chartered Accountants of India

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 42

Amount in Particulars Note As At As At

No 31032017 31032016

OMANSH ENTERPRISES LIMITEDRegd off SHOP NO QD-37 DDA MARKET PITAMPURA NEW DELHI-110034

BALANCE SHEET AS AT 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I EQUITY AND LIABILITIES(1) Shareholderrsquos Funds

(a) Share Capital 2 3550000000 3550000000(b) Reserves and Surplus 3 90954266 68038074(c) Money received against share warrants - 3640954266 - 3618038074

(2) Share application money pending allotment - -(3) Non-Current Liabilities

(a) Long-term borrowings - -(b) Deferred tax liabilities (Net) 121300 -(c) Other Long term liabilities - -(d) Long term provisions - 121300 - -

(4) Current Liabilities(a) Short-term borrowings - -(b) Trade payables 4 2658855175 2385034725(c) Other current liabilities 5 13400000 31328100(d) Short-term provisions - 2672255175 - 2416362825

Total 6313330741 6034400899II ASSETS(1) Non-current assets

(a) Fixed assets (i) Tangible assets 6 2888600 4902500 (ii) Intangible assets - - (iii) Capital work-in-progress - - (iv) Intangible assets under development - -(b) Non-current investments 7 801500000 801500000(c) Deferred tax assets (net) - 413300(d) Long term loans and advances 8 910000000 1232160100(e) Other non-current assets - 1714388600 - 2038975900

(2) Current assets(a) Current investments - -(b) Inventories - -(c) Trade receivables 9 4311808246 3931054446(d) Cash and cash equivalents 10 262853595 19436253(e) Short-term loans and advances 11 10054300 16482300(f) Other current assets 12 14226000 4598942141 28452000 3995424999

Total 6313330741 6034400899Significant Accounting PoliciesNotes on financial Statements 1-27

Omansh Enterprises Limited Annual Report 2016-2017 43

Amount in

Particulars Note 2016-17 2015-16No

OMANSH ENTERPRISES LIMITED

STATEMENT OF PROFIT amp LOSS FOR THE YEAR ENDED 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I Revenue from operations 20 1735111517 2138004325II Other Income 21 598242 165707300III Total Revenue I+II 1735709759 2303711625IV Expenses

Purchase of Stock-in-Trade (Net of Return) 1556101986 2019177290Changes in inventories of finished goods work-in-progress and Stock-in-Trade - -Employee benefit expense 22 38500000 92100000Financial costs 23 - 371112Depreciation and amortization expense 24 16239900 22358900Other expenses 25 91717081 130240960

IV Total Expenses 1702558967 2264248262V Profit before exceptional and extraordinary items and tax III-IV 33150792 39463363VI Exceptional Items - -VII Profit before extraordinary items and tax V-VI 33150792 39463363VIII Extraordinary Items - -IX Profit before tax VII-VIII 33150792 39463363X Tax expense

(1) Current tax 9700000 11638100(2) Deferred tax 534600 27512500

XI Profit(Loss) from the perid from continuing operations IX-X 22916192 312763XII Profit(Loss) from discontinuing operations - -XIII Tax expense of discounting operations - -XIV Profit(Loss) from Discontinuing operations XII-XIII - -XV Profit(Loss) for the period XI+XIV 22916192 312763XVI Earning per equity share 26

(1) Basic 001 000(2) Diluted 001 000

Omansh Enterprises Limited Annual Report 2016-2017 44

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2017(Amount in )

Particulars 2016-17 2015-16A Cash Flow from Operating Activities

Profit(Loss) before Taxation 331508 394634Adjustments for Depreciation 20139 81329Preliminary expenses 142260 142260Loss (Profit) on Sale of assets - -Finance cost - 3711Interest Income - -Operating Profit(Loss) before Working Capital Changes 493907 621934Adjustments for Trade and Other Receivables (3807538) 198975Inventories - -Loans and Advances 3285881 (4365027)Trade and Other Payables 2558924 859666Provisions - -Other current Assets - 6837Cash Generated from Operations 2531173 (2677615)Direct Tax Paid (97000) (116381)Net Cash generated from Operating Activities 2434173 (2793996)

B Cash Flow from Investing ActivitiesPurchase of Fixed Assets - -Sale of assets - -Investments - -Interest Income - -Net Cash used in Investing Activities - -

C Cash Flow from Financing ActivitiesProceeds of Borrowings - -Finance cost - (3711)Net Cash generated from in Financing Activities - (3711)Net Increase(Decrease) in Cash and Cash Equivalents (A+B+C) 2434173 (2797708)Cash and Cash Equivalents Opening 194362 2992070Cash and Cash Equivalents Closing 2628536 194362

Notes1 The above Cash Flow Statement has been prepared under the indirect method as set out in the Accounting Standard on Cash Flow Statement

(AS-3)2 Figures in Brackets indicate Cash Outflow3 Previous Year rsquos figures have been recast regrouped and restated where ever necessary

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 45

Notes Forming Part of Financial Statements

NOTE 1

A CORPORATE INFORMATION

The company is engaged in the business of trading in ClothClothingFabric in India the disclosure requirements of AccountingStandard-17 Segment Reporting are not applicable

B SIGNIFICANT ACCOUNTING POLICIES

I BASIS OF PREPARATION

The accompanying financial statements have been prepared andpresented as a going concern under historical cost convention onthe accrual basis of accounting unless otherwise stated inaccordance with the generally accepted accounting principles inIndia (Indian GAAP) and comply with the Accounting Standardsspecified under Section 133 of the Companies Act 2013 (The Act)read with paragraph 7 of the Companies (Accounts) Rules 2014and relevant provisions of the Companies Act 2013

The accounting policies have been consistently applied by theCompany and are consistent with those used in the previous year

All assets and liabilities have been classified as current or non-current as per the Companyrsquos normal operating cycle and othercriteria set out in the Schedule III of the Companies Act 2013Based on the nature of products and the time between theacquisition of assets for processing and their realisation in cashand cash equivalents the Company has ascertained its operatingcycle as up to twelve months for the purpose of currentnon-currentclassification of assets and liabilities

II USE OF ESTIMATES

The preparation of financial statements in conformity with IndianGAAP requires the management to make judgements estimatesand assumptions that affect the reported amounts of revenuesexpenses assets and liabilities and disclosure of contingentliabilities at the end of the reporting period Although these

Omansh Enterprises Limited Annual Report 2016-2017 46

estimates are based on the managementrsquos best knowledge ofcurrent events and actions uncertainty about these assumptionsand estimates could result in the outcomes requiring a materialadjustment to the carrying amounts of assets or liabilities in futureperiods

Significant estimates used by the management in the preparationof these financial statements include the useful life of fixed assetsand intangible assets and provisions for doubtful debtsadvancesDifference if any between the actual results and estimates arerecognized in the period in which the results are knownmaterialized

III FIXED ASSETS AND DEPRECIATION

Fixed assets are recorded at cost of acquisition and installationincluding freight duties levies less accumulated depreciation Costof acquisition includes rates taxes and any other directlyattributable cost for bringing the asset to its working condition forintended use

Depreciation on Tangible Fixed Assets is provided on Written DownValue method using the rates arrived at based on the useful livesas specified in the Schedule II of the Companies Act 2013 orestimated by the management The Company has used thefollowing useful life to provide depreciation on its fixed assets

Omansh Enterprises Limited Annual Report 2016-2017 47

(a) Assets where useful life is same as Schedule II

Assets Useful Life as Prescribedby Schedule II of theCompanies Act 2013

Factory Building 30 years

Plant amp Machinery (other thancontinuous process plant notcovered under specific industries) 15 years

Furniture amp Fittings 10 years

Motor Cycles scooters and other mopeds 10 years

Vehicles (Motor Cars) 8 years

Office Equipments 5 years

Computer printers amp data processing units 3 years

Electrical Installations 10 years

(b) Assets where useful life differ from Schedule II

Fixed Assets individually costing less than Rupees five thousandare fully depreciated in the year of purchase

(c) Depreciation

Depreciation on the Fixed Assets addeddisposed offdiscardedduring the year is provided on pro-rata basis with reference to thedate of additiondisposaldiscarding and in the case of capitalisationof any asset depreciation is charged from the date the same isreadyput to use to the Statement of Profit and Loss

IV INTANGIBLE ASSETS AND AMORTISATION

Intangible Assets are stated at acquisition cost net of accumulatedamortisation and accumulated impairment losses if any Intangibleassets are amortised on a straight-line basis over their estimateduseful lives

Omansh Enterprises Limited Annual Report 2016-2017 48

The Company amortises miscellaneous expenditure representingthe Companyrsquos formation expenses over a period of 5 yearsFurther the cost of Direct Listing of Equity Shares on BSE Limitedhas also been included in the same

V BORROWING COSTS

Borrowing Costs attributable to acquisition and construction ofqualifying assets are capitalised as a part of the cost of such assetsup to the date when such assets are ready for its intended useOther borrowing costs are charged to the Statement of Profit andLoss in the period in which they are incurred

VI FOREIGN CURRENCY TRANSACTIONS

The Company has not dealt with any foreign currency transactionduring the Financial Year

VII INVESTMENTS

Investments which are readily realisable and intended to be heldfor not more than one year from the date on which such investmentsare made are classified as current investments All otherinvestments are classified as long-term investments

Investments are recorded at cost on the date of purchase whichinclude acquisition charges such as brokerage stamp duty taxesetc Current Investments are stated at lower of cost and netrealisable value Long-term investments are stated at cost afterdeducting provisions made if any for other than temporarydiminution in the value

VIII REVENUE RECOGNITION

Revenue is recognised to the extent that it is probable that theeconomic benefits will flow to the Company and can be reliablymeasured

Revenue from sale of products is recognised when the significantrisks and rewards of ownership of the goods have passed to thebuyer Sale of goods are recorded net of trade discounts rebatesSales Tax Value Added Tax and gross of Excise Duty

Omansh Enterprises Limited Annual Report 2016-2017 49

Interest income is recognized on a time proportion basis takinginto account the amount outstanding and the rate applicable

Dividend income on investments is accounted for on receipt of thesame

All expenses and income to the extent considered payable andreceivable respectively unless specifically stated be otherwise areaccounted for on mercantile basis

IX RETIREMENT AND OTHER EMPLOYEE BENEFITS

(a) Provident Fund

Provision of Provident Fund is not applicable to theCompany

(b) Gratuity

No provision for gratuity has been made as there is noamount due towards Gratuity payable

(c) Compensated Leaves

Unutilized leave of staff lapses as at the year end and isnot encashable Accordingly no provision is made forcompensated Leaves

X TAXATION

Tax expense comprises of current and deferred tax

Current Tax

Provision for current tax is made after taking into considerationbenefits admissible under the provisions of the Income-tax Act1961 Minimum Alternative Tax (MAT) credit is recognized wherethere is convincing evidence that the same can be utilized in future

Current tax assets and current tax liabilities are offset when thereis a legally enforceable right to set off the recognized amounts andthere is an intention to settle the asset and the liability on a netbasis

Omansh Enterprises Limited Annual Report 2016-2017 50

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 20: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

19 AUDITORS AND AUDIT REPORT

Ms Satyendra Mrinal amp Associates Chartered Accountants who are thestatutory auditors of the Company hold office till the conclusion of theforthcoming AGM Since their term is expiring at the forthcoming AGM thuspursuant to the provisions of section 139 of the Companies Act 2013 and theRules framed thereunder it is proposed to appoint Ms Rajeev Singh amp CoChartered Accountants as the Statutory Auditors of the Company who havegiven their consent for the same from the conclusion of the 43rd AGM till theconclusion of the 48th AGM of the Company to be held in the year 2022 subjectto ratification of their appointment at every AGM to be held after this AGMThe comments made by the Auditorsrsquo in their Report are self explanatory anddo not call for any further comments The Auditorsrsquo Report does not containany qualification reservation or adverse remark

20 CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION FOREIGNEXCHANGE EARNINGS AND OUTGO

CONSERVATION OF ENERGY

Steps taken on conservation of energy and impact thereof Efforts to conserveelectricity by operating only necessary lights fittings and fixtures were madeduring the financial year 2016-17Steps taken by the company for utilizing alternate sources of energy NILCapital investment on energy conservation equipment NILTECHNOLOGY ABSORPTION

(I) Efforts in brief made towards technology absorption and benefits derivedas a result of the above efforts eg product improvement cost reductionproduct development import substitution etc Nil

(II) In case of imported technology (imported during the last 3 years reckonedfrom the beginning of the financial year) following information may befurnishedA) Details of technology imported - NILB) Year of import ndashNILC) Whether the technology been fully absorbed - NILD) If not fully absorbed areas where absorption has not taken place

and the reasons therefore ndash NILIII) Expenditure incurred on research and development ndash NILFOREIGN EXCHANGE EARNINGS AND OUTGO

There were no foreign exchange earnings or foreign exchange outflow duringthe year

Omansh Enterprises Limited Annual Report 2016-2017 17

21 SECRETARIAL AUDITOR amp SECRETARIAL AUDIT REPORT

In terms of Section 204 of the Companies Act 2013 the Company hasappointed Ms Amit R Dadheech amp Associates Practicing CompanySecretaries as the Secretarial Auditor of the Company for the financial year2016-17 The Secretarial Audit Report given by Ms Amit R Dadheech ampAssociates Practicing Company Secretary is provided under Annexure III tothis ReportThe comments made by the Secretarial Auditor are self explanatory and donot require and further comments The Secretarial Audit Report does notcontain any qualification reservation or adverse remark

22 ESTABLISHMENT OF VIGIL MACHENISM

The Vigil Mechanism Policy of the Company is formulated in terms of section177 (9) of the Companies Act 2013 read with the provisions of the ListingAgreement with the Stock Exchange(s) and thereby also incorporates WhistleBlower Policy That as per the said policy protected disclosures can be madeby the whistle blower to the dedicated e-mail telephone line letter to Chairmanof Audit CommitteeThe Policy on Vigil Mechanism and Whistle Blower Policy as approved by theBoard is available on the website of the Company at web-link httpwwwomanshenterprisescomwp-contentuploads201508Vigil-Mechanism-and-Whistle-Blower-Policypdf

23 ACKNOWLEDGEMENT

Your directors would like to express their sincere appreciation for theassistance and corporation received from the financial institutions banksGovernment authorities customers vendors and members during the yearunder review Your directors also wish to place on record their deep sense ofappreciation for the committed services by the Companyrsquos executives staffand workers

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanDate September 4 2017 Managing Director Wholetime DirectorPlace New Delhi DIN 07639422 DIN 07835068

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 18

Annexure-INOMINATION amp REMUNERATION POLICY

(DIRECTORS KMP amp SENIOR MANAGEMENT)

INTRODUCTION

In pursuance of the Companyrsquos philosophy to consider its employees as itsinvaluable assets to pay equitable remuneration to all Directors Key ManagerialPersonnel (KMP) and employees of the Company to harmonize the aspirationsof human resources consistent with the goals of the Company and in terms of theprovisions of the Companies Act 2013 this policy on nomination and remunerationof Directors Key Managerial Personnel and Senior Management has beenformulated by the Nomination amp Remuneration Committee and approved by theBoard of DirectorsOBJECTIVE

The objective and purpose of the Policy are as given below1 To lay down criteria and terms and conditions with regard to identifying persons

who are qualified to become Directors (Executive and Non-Executive) andpersons who may be appointed in Senior Management and Key Managerialpositions and to determine their remuneration

2 To carry out evaluation of the performance of Directors as well as KeyManagerial and Senior Management Personnel

3 To provide them reward linked directly to their effort performance dedicationand achievement of Organizationrsquos goals as entrusted on them

4 To retain motivate and promote talent and to ensure long term retention oftalented managerial persons and create competitive advantage In the contextof the aforesaid objectives the following policy has been framed andrecommended by the Nomination amp Remuneration Committee and adoptedby the Board of Directors

PART ndash A

POLICY FOR APPOINTMENT AND REMOVAL OF DIRECTOR KMP AND SENIORMANAGEMENTAPPOINTMENT

1 The candidate for a position at Director KMP or Senior Management level ismet by the Managing Director in consultation with the other Directors Theinterview is targeted at assessing the candidate on his her functional ampleadership capabilities and cultural fitment to the organization

2 The MD assesses the shortlisted candidates3 The selected candidatersquos details and the proposed compensation is shared

with the Nomination amp Remuneration Committee for their review andsuggestions The same is shared with the Board at the next board meeting

Omansh Enterprises Limited Annual Report 2016-2017 19

TERM TENURE

The tenure for Directors shall be governed by the terms defined in the CompaniesAct 2013 However the tenure for other KMP and Senior Management Personnelwill be governed by Terms of Appointment in accordance with the RecruitmentPolicy of the CompanyEVALUATION

The performance of the KMP and Senior Management Personnel is evaluated atregular intervals (half yearly yearly) by the Managing Director The performanceevaluation of Independent Directors shall be done by the Board excluding theDirector being evaluated basis the contributions made to the Board deliberationson various matters including business strategy financial strategy operations costand risk management etc and suggestions given in this regardREMOVAL

Due to reasons for any disqualification mentioned in the Companies Act 2013rules made thereunder or under any other applicable Act rules and regulationsthe Managing Director may recommend to the Committee and the Board withreasons recorded in writing removal of a Director subject to the provisions andcompliance of the said Act rules and regulationsFor other KMP or Senior Management Personnel the removal will be governedby the Terms of Appointment in accordance with the Recruitment Policy of theCompany and the subsequent approval of the Managing DirectorRETIREMENT

The Director KMP and Senior Management Personnel shall retire as per theapplicable provisions of the Companies Act 2013 and the prevailing policy of theCompany The Managing Director will have the discretion to retain the DirectorKMP Senior Management Personnel in the same position remuneration orotherwise even after attaining the retirement age for the benefit of the Company

PART ndash B

POLICY RELATING TO EVALUATION AND REMUNERATION OF THE KMP ANDSENIOR MANAGEMENT PERSONNELEVALUATION PROCESS

The three Point Rating scale for performance review of Executive Director KMPand Senior Management is to be followed1 Rating on Basic Job Responsibilities indicating whether the basic job

responsibilities have been met during the year2 Rating on Goals Annual rating on each goal on a five-point scale Weighted

average of the ratings is calculated to arrive at a lsquoWeighted Goal Scorersquo3 Rating on Capabilities Factors The qualitative aspects of the performance is

assessed using the Capabilities Factors by the supervisor on a five-pointscale

Omansh Enterprises Limited Annual Report 2016-2017 20

Based on a holistic view of the Three Point Rating the supervisor provides anoverall Rating This rating is reviewed by the Managing Director along with theimmediate reporting officer who does a Qualitative review of the performancebased on the efforts put in by the employee results achieved and impact of theexternal and internal factors to arrive at a lsquoFinal Annual RatingrsquoThe revision in the total remuneration is directly linked to the lsquoFinal Annual Ratingrsquofor all employees1 The remuneration compensation commission etc to the KMP and Senior

Management Personnel will be determined by the Managing Director inconsultation with other Directors (except the Independent Directors) inaccordance with the Recruitment Policy of the Company which is based uponthe Final Annual Rating employee potential and market benchmarkcompensation The revised remuneration is shared with the Nomination ampRemuneration Committee for review

2 The remuneration compensation commission etc shall be subject to theprior post approval of the shareholders of the Company and CentralGovernment wherever required

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanDate September 4 2017 Managing Director Wholetime DirectorPlace New Delhi DIN 07639422 DIN 07835068

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 21

Omansh Enterprises Limited Annual Report 2016-2017 22

lsquoAnnexure-IIrsquoForm No MGT-9

EXTRACT OF ANNUAL RETURNAs on the financial year ended on 31032017

[Pursuant to Section 92(3) of the Companies Act 2013 and rule 12(1)of the Companies (Management and Administration) Rules 2014]

I REGISTRATION AND OTHER DETAILS

i) CIN L21011DL1974PLC241646ii) Registration Date 20031974iii) Name of the Company OMANSH ENTERPRISES LIMITEDiv) Category Sub-Category of the Company Public Company Limited by Shares amp Having Share Capitalv) Address of the Registered office and contact details SHOP NO 37 QD BLOCK DDA MARKET

PITAMPURA NEW DELHI - 110034Email infoomanshenterprisescom

vi) Whether listed company Yesvii) Name and Address of Registrar amp Transfer Agents ( RTA )

Name of Registrar amp Transfer Agents Skyline Financial Services Private LimitedAddress D-153 A 1st Floor Okhla Industrial Area Phase-ITown City New DelhiState DelhiPin Code 110020Telephone +91-(0)11-6473 2681 6473 2682Fax Number +91-(0)11-2681 2682Email Address adminskylinertacom

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-SNo Name and Description of NIC Code of the to total turnover

main products services Product service of the company1 Whole sale of textiles and clothing 46411 9892

III PARTICULARS OF HOLDING SUBSIDIARY AND ASSOCIATE COMPANIES No of companies for which information is being filloed = NILSNo Name and Address of the Company CINGLN Holding of shares held Applicable Section

SubsidiaryAssociates

Not applicable

Omansh Enterprises Limited Annual Report 2016-2017 23

No of Shares held at the beginning of the year No of Shares held at the end of the year

C at eg o r y o f D e ma t P h y s i ca l T o t a l o f D e ma t P h y s i ca l T o t a l o f C h a n g eS h a r e h o ld er s Tot al S hares Tot al S hares d ur in g t he year

A Promoters(1) Indiana) IndividualHUF 3114500 0 3114500 1755 3114500 0 3114500 1755 000b) Central Govt 0 0 0 000 0 0 000 000 000c) State Govt (s) 0 0 0 000 0 0 000 000 000d) Bodies Corp 4532000 0 4532000 2553 4532000 0 4532000 2553 000e) Banks FI 0 0 0 000 0 0 000 000 000f) Any Otherhellip 0 0 0 000 0 0 000 000 000Sub-total (A) (1)- 7646500 0 7646500 4308 7646500 0 7646500 4308 000(2) Foreign 0 0 0 000 0 0 0 000 000a) NRIs - Individuals 0 0 0 000 0 0 0 000 000b) Other ndash Individuals 0 0 0 000 0 0 0 000 000c) Bodies Corp 0 0 0 000 0 0 0 000 000d) Banks FI 0 0 0 000 0 0 0 000 000e) Any Otherhellip 0 0 0 000 0 0 0 000 000Sub-total (A) (2)- 0 0 0 000 0 0 0 000 000Total shareholding of Promoter(A) = (A)(1)+(A)(2) 7646500 0 7646500 4308 7646500 0 7646500 4308 000B Public Shareholding 1 Insti tutions a) Mutual Funds 0 0 0 000 0 0 0 000 000b) Banks FI 0 0 0 000 0 0 0 000 000c) Central Govt 0 0 0 000 0 0 0 000 000d) State Govt(s) 0 0 0 000 0 0 0 000 000e) Venture Capital Funds 0 0 0 000 0 0 0 000 000f) Insurance Companies 0 0 0 000 0 0 0 000 000g) FIIs 0 0 0 000 0 0 0 000 000h) Foreign Venture Capital Funds 0 0 0 000 0 0 0 000 000i) Others (specify) 0 0 0 000 0 0 0 000 000Sub-total (B)(1)- 0 0 0 000 0 0 0 000 0002 Non-Institutions a) Bodies Corp i) Indian 3296183 25000 3321183 1871 2695355 25000 2720355 1533 -338ii) Overseas 0 0 0 000 0 0 0 000 000b) Individuals i) Individual shareholdersholding nominal share capitalupto Rs 1 lakh 1688546 410000 2098546 1182 718726 409050 1127776 635 -547ii) Individual shareholdersholding nominal sharecapital in excess of Rs 1 lakh ldquo 3745717 616000 4361717 2457 5227885 616000 5843885 3292 835c) Others (specify) 321054 1000 322054 181 410484 1000 411484 232 051Sub-total (B)(2)- 9051500 1052000 10103500 5692 9052450 1051050 10103500 5692 000Total Public Shareholding(B)=(B)(1)+(B)(2) 9051500 1052000 10103500 5692 9052450 1051050 10103500 5692 000C Shares held by Custodianfor GDRs amp ADRs 0 0 0 000 0 0 0 000 000Grand Total (A+B+C) 16698000 1052000 17750000 10000 16698950 1051050 17750000 10000 000

IV SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)A Category-wise Share Holding

Omansh Enterprises Limited Annual Report 2016-2017 24

B Shareholding of Promoters

S Shareholder rsquos Name No of of of shares No of of of shares changeNo Shares tota l pledged Shares tota l pledged in share

Shares encum- shares of encum- hold-of the bered to the bered to ing during

company tota lshares company tota lshares the year1 Mr Gaurav Mutreja 14500 008 000 14500 008 000 0002 Mr Chander Bhan 100000 056 000 100000 056 000 0003 Ms Atharva Professsional Consultants LLP 500000 282 000 500000 282 000 0004 Ms JK Lrsquoatelier Limited 2500000 1408 000 2500000 1408 000 0005 Mr Gaurav Bhatia 50000 028 000 50000 028 000 0006 Ms Gaurav Sukhija (HUF) 250000 141 000 250000 141 000 0007 Ms Komal Sukhi ja 250000 141 000 250000 141 000 0008 Ms Mukesh Sukhija (HUF) 50000 028 000 50000 028 000 0009 Ms Neelam Bhatia 600000 338 000 600000 338 000 00010 Ms Neelam Rani 100000 056 000 100000 056 000 00011 Mr Om Prakash Sukhi ja 700000 394 000 700000 394 000 00012 Ms Pooja Bhatia 150000 085 000 150000 085 000 00013 Ms Raj Kanta Sukhi ja 250000 141 000 250000 141 000 00014 Ms Rashmi Sukhi ja 550000 310 000 550000 310 000 00015 Ms Shi lpa Bhatia 50000 028 000 50000 028 000 00016 Ms Achyut Properties Private Limited 500000 282 000 500000 282 000 00017 Ms Ranji tgarh Finance Company PrivateLimited 1032000 581 000 1032000 581 000 000

Shareholding at the beginning of the year Shareholding at the end of the year

Omansh Enterprises Limited Annual Report 2016-2017 25

C Change in Promotersrsquo Shareholding

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company companySAME AS MENTIONED IN ldquoBrdquo ABOVE

Shareholding at the beginning of the year Shareholding at the end of the year

D Shareholding Pattern of top ten Shareholders (other than Directors Promoters and Holders ofGDRs and ADRs)

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 NAU NIDH FINANCE LIMITED BODY 2500000 1408 2500000 1408

CORPORATE2 KAMALJIT GHAI INDIVIDUAL 250000 141 250000 1413 BHALINDER GHAI INDIVIDUAL 250000 141 250000 1414 HARMEET GHAI INDIVIDUAL 250000 141 250000 1415 GEETA CHADHA INDIVIDUAL 250000 141 250000 1416 MANAN NARANG INDIVIDUAL 250000 141 500000 2827 RAJIV CHADHA INDIVIDUAL 250000 141 250000 1418 NAVEEN NARANG INDIVIDUAL 250000 141 500000 2829 SUMITRA NARANG INDIVIDUAL 250000 141 500000 28210 SATISH CHANDER NARANG INDIVIDUAL 250000 141 500000 282

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

Omansh Enterprises Limited Annual Report 2016-2017 26

E Shareholding of Directors and Key Managerial Personnel

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 Radhey Shayam Whole Time Director 500 000 500 0002 Gaurav Mutre ja Director 14500 008 14500 008

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

V INDEBTEDNESSParticulars Secured Loans Unsecured Deposi ts Total

excluding deposits Loans Indebtedness

VI REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL A Remuneration to Managing Director Whole-time Directors andor Manager

Gross Salary CommissionS Name of (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others Total CeilingNo MDWTD per provision perquisites in lieu of Option Equity profit as per

Manager contained us 17(2) salary the Actin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

NOT ANY

Indebtedness at the beginning of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

Change in Indebtedness during the financial yearAdditionReductionNet Change

Indebtedness at the end of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

NOT APPLICABLE

Omansh Enterprises Limited Annual Report 2016-2017 27

B Remuneration to other directors

Independent Directors Other Non-Executive DirectorS Name of Fee for Commission Others Total 1 Fee for Comm- Others Total Total Total Over-No Director attending attend- ission (2) (1+2) Mana- all

board ing gerial Ceilingcommittee board Remu- as permeetings commi- nerat- the Act

ttee ionmeet-ings

NOT ANY

C Remuneration to Key Managerial Personnel Other than MDManagerWTD

Gross Salary CommissionS Name of Key (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others TotalNo Managerial per provision perquisites in lieu of Option Equity profit

Personnel contained us 17(2) salaryin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

Not Any

Omansh Enterprises Limited Annual Report 2016-2017 28

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Manoj Ramesh Kumar Chauhan Seema KhanWhole Time Director Managing DirectorDIN 07835068 DIN 07639422

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

VII PENALTIES PUNISHMENT COMPOUNDING OF OFFENCES

Type Section of the Brief Detail of Authority [RDNCLT] Appeal made if anyCompanies Description Penalty Punishment Court] (give Details)

Act Compoundingfees imposed

A COMPANYPenaltyPunishment NOT ANYCompoundingB DIRECTORSPenaltyPunishment NOT ANYCompoundingC OTHER OFFICERS IN DEFAULTPenaltyPunishment NOT ANYCompounding

Omansh Enterprises Limited Annual Report 2016-2017 29

Annexure III

FORM NO MR-3SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED 31ST MARCH 2017[Pursuant to Section 204(1) of the Companies Act 2013 and Rule No9 of the

Companies (Appointment and Remuneration Personnel) Rules 2014]

ToThe MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034We have conducted the secretarial audit of the compliance of applicable statutoryprovisions and the adherence to good corporate practices by Omansh EnterprisesLimited (CIN L21011DL1974PLC241646) (hereinafter called ldquothe companyrdquo)Secretarial Audit was conducted in a manner that provided us a reasonable basisfor evaluating the corporate conductsstatutory compliances and expressing ouropinion thereonBased on our verification of Omansh Enterprises Limited books papers minutebooks forms and returns filed and other records maintained by the company andalso the information provided by the Company its officers agents and authorizedrepresentatives during the conduct of the Secretarial Audit we hereby report thatin our opinion the Company has during the audit period covering the financialyear ended on March 31 2017 complied with the statutory provisions listedhereunder and also that the Company has proper Board processes and compliancemechanism in place to the extent in the manner and subject to the reportingmade hereinafterWe have examined the books papers minute books forms and returns filedand other records maintained by Omansh Enterprises Limited for the financialyear ended on March 31 2017 according to the provisions of

1 The Companies Act 2013 (the Act) and the rules made thereunder2 The Securities Contracts (Regulation) Act 1956 (lsquoSCRArsquo) and the rules made

thereunder3 The Depositories Act 1996 and the Regulations and Bye-laws framed

thereunder4 Foreign Exchange Management Act 1999 and the rules and regulations made

thereunder to the extent of Foreign Direct Investment Overseas DirectInvestment and External Commercial Borrowings (During the period underreview the Company has not entered into any transaction requiring

Omansh Enterprises Limited Annual Report 2016-2017 30

compliances with the Foreign Exchange Management Act 1999 and therules and regulations made thereunder to the extent of Foreign DirectInvestment Overseas Direct Investment and External CommercialBorrowings)

5 The Securities and Exchange Board of India (Substantial Acquisition of Sharesand Takeovers) Regulations 2011

6 The Securities and Exchange Board of India (Prohibition of Insider Trading)Regulations 2015

7 The Securities and Exchange Board of India (Issue of Capital and DisclosureRequirements) Regulations 2009

8 The Securities and Exchange Board of India (Employee Stock Option Schemeand Employee Stock Purchase Scheme) Guidelines 1999 (During the periodunder review the Company has not entered into any transaction requiringcompliances with the Securities and Exchange Board of India (EmployeeStock Option Scheme and Employee Stock Purchase Scheme)Guidelines 1999)

9 The Securities and Exchange Board of India (Issue and Listing of DebtSecurities) Regulations 2008 (During the period under review theCompany has not entered into any transaction requiring complianceswith the Securities and Exchange Board of India (Issue and Listing ofDebt Securities) Regulations 2008)

10 The Securities and Exchange Board of India (Registrars to an Issue andShare Transfer Agents) Regulations 1993 regarding the Companies Act anddealing with client

11 The Securities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009)

12 The Securities and Exchange Board of India (Buyback of Securities)Regulations 1998 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Buyback of Securities)Regulations 1998)

OTHER APPLICABLE LAWS

With respect to the compliance system prevailing in the Company and onexamination of the relevant documents and records in pursuance thereof on testcheck basis the Company has complied with the following laws applicable to theCompany

Omansh Enterprises Limited Annual Report 2016-2017 31

1 Indian Contract Act 18722 Income Tax Act 1961 to the extent of Tax Deducted at Source under various

Section and TDS Returns filed3 Indirect Tax Laws relating to collections deductions wherever applicable

payments made and returns filedWe have also examined compliance with the applicable clauses of thefollowing

1 Secretarial Standards issued by The Institute of Company Secretaries of India2 The Listing Agreements entered into by the Company with BSE Ltd pursuant

to SEBI (Listing Obligation and Disclosure Requirement) Regulations 2015During the period under review the Company has complied with the provisions ofthe Act Rules Regulations Guidelines Standards etc mentioned aboveWe further report that

The Board of Directors of the Company is duly constituted with proper balance ofExecutive Directors Non-Executive Directors and Independent Directors Thechanges in the composition of the Board of Directors that took place during theperiod under review were carried out in compliance with the provisions of the ActAdequate notice is given to all directors to schedule the Board Meetings agendaand detailed notes on agenda were sent at least seven days in advance and asystem exists for seeking and obtaining further information and clarifications onthe agenda items before the meeting and for meaningful participation at themeetingMajority decision is carried unanimously however the dissenting membersrsquo viewsif any are captured and recorded as part of the minutesWe further report that there are adequate systems and processes in the companycommensurate with the size and operations of the company to monitor and ensurecompliance with applicable laws rules regulations and guidelinesWe further report that during the audit period

1 During the financial year ended March 31 2017 the Company has notappointed Company Secretary (CS) and Chief Financial Officer (CFO) on theBoard of the Company in compliance with Section 203 of the Companies Act2013 however the Company has appointed CS and CFO wef May 292017 and September 4 2017 respectively

2 The Company has not appointed an Internal Auditor in compliance withprovision of Section 138 of Companies Act 2013

3 There were instances of delay in filing the Forms as required to be filed withRegistrar of Companies Delhi and the Company has paid additional fees forthe same

Note This report is to be read with our letter of even date which annexed asAnnexure A and forms an integral part of this report

Omansh Enterprises Limited Annual Report 2016-2017 32

Annexure A to the Secretarial Audit Report

The MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034

1 We have not verified the correctness and appropriateness of financial recordsand Books of Accounts of the Company

2 Where ever required we have obtained the Management representation aboutthe compliance of laws rules and regulations and happening of events etc

3 The compliance of the provisions of Corporate and other applicable lawsrules regulations standards is the responsibility of management Ourexamination was limited to the verification of procedures on the random testbasis

4 We have followed the audit practices and processes as were appropriate toobtain reasonable assurance about the correctness of the contents of thesecretarial records The verification was done on the random test basis toensure that correct facts are reflected in secretarial records We believe thatthe processes and practices we followed provide a reasonable basis for ouropinion

5 The Secretarial Audit report is neither an assurance as to the future viabilityof the company nor of the efficacy or effectiveness with which the managementhas conducted the affairs of the Company

For Amit R Dadheech amp Associates

Amit R DadheechM No 22889 CP No 8952Mumbai September 4 2017

MANAGEMENT DISCUSSION AND ANALYSIS

Your Directors are pleased to present the Management Discussion and AnalysisReports for the year ended March 31 2017 as underbull Overview

The Indian textile industry is one the largest and oldest sectors in the country andamong the most important in the economy in terms of output investment andemployment The sector employs nearly 45 million people directly and it is one ofthe largest sources of employment generation in the country The textile industrycontributes to 10 of manufacturing production 2 of Indiarsquos GDP and to 13 ofthe countryrsquos export earnings With direct linkages to the rural economy and theagriculture sector it has been estimated that one of every six households in thecountry depends on this sector either directly or indirectly for its livelihoodbull Industry Structure

Raw material costs have been increasing globally coupled with a shortage ofskilled workers While a shift is taking place of textiles industries from China andBangladesh to India the industrial climate in India has also become adverse dueto regular increases in input costs Any further appreciation of the Rupee willadversely affect exports from India Though the spinning industry has faredsomewhat better those with a presence in weaving processing or even compositebusinesses are facing the heat due to increases in input cost without being ableto pass on such higher costs to customers as the market is simply unable toabsorb the samebull Opportunities and Threat

There is good scope for growth for the textile industry as Indiarsquos share in theglobal trade in textiles is weak compared to other countries The free tradeenvironment is a great opportunity for the Indian textile industry to increase itsshare in the global market Chinese exports are slowing down on account of variousfactors inclusive of increase in domestic demand and rising costs This is a goodopportunity of which our textile industry should make use but smaller countrieslike Bangladesh Sri Lanka Pakistan Turkey and Vietnam etc are becomingformidable challengersLack of uninterrupted power increased power costs higher transaction costshigh cost of labour is hindering the progress However we are making all outefforts to cope with all these challenges by continuous efforts at cost reductionprocess improvements diversification of products and improving productivity byimproving efficienciesbull Business operations

The Company is engaged in the business of Textile industry During the yearunder review the industry faced various challenges due to global and economicslowdown and increasing rates of interest rates But looking at the huge potentialin India for Textile the company is hopeful of reenter into this sector The growthin the sector is very good and Management expects better results in forth comingyearOmansh Enterprises Limited Annual Report 2016-2017 33

bull Outlook

In light of the new and vibrant management of the company and steady growth inthe operations of the company and looking at the huge demand for residential aswell as commercial space in Delhi the company is hopeful of its upwardperformance the future growth for the benefit of its stakeholders at largebull Internal control System

The company has an effective internal control environment which ensures thatoperation are managed efficiently and effectively assets are safeguardedregulatory are complied with and transactions are recorded after appropriateauthorization The Company has an adequate internal control systemcommensurate with the size of the company and the nature of its business whichensures that functioning of the Company is managed efficiently and effectivelyassets are safeguarded regulatory compliances are complied with and transactionsare recorded after appropriate authorizationbull Human relations

Human resources have always been most valuable assets for Omansh EnterprisesLimited During the year the company has once again gained the confidence of itsHuman Resource as well and company constantly seeks to attract and retain thebest available talent Human resources management incorporates a process drivenapproach that invest regularly in the extensive training programs The Companycontinued to enjoy healthy industrial relations during the yearbull Forward Looking and Cautionary Statements

Management Discussion and Analysis contains forward-looking statementsconcerning the Companyrsquos future plans strategies and performance Theseforward-looking statements are not historical facts rather they representassumptions and beliefs based on economic financial and competitive datacurrently available Furthermore they are subject to a number of risks anduncertainties that without limitation relate to economic conditions fiercecompetition in the information service industry customer demand tax rulesregulations and other factors Readers of this annual report are cautioned not toplace undue reliance on these forward-looking statements The Company thereforewishes to caution readers that actual results may differ materially

On behalf of Board of Directorsof Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanManaging Director Wholetime DirectorDIN 07639422 DIN 07835068

DateSeptember 4 2017Place New Delhi

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 34

Independent Auditorrsquos Report

To the Members of Omansh Enterprises Limited

Report on the Financial Statements

We have audited the accompanying standalone financial statements of OmanshEnterprises Limited (ldquothe Companyrdquo) which comprise the Balance Sheet as atMarch 31 2017 the Statement of Profit and Loss and Cash Flow Statement for theyear then ended and a summary of significant accounting policies and otherexplanatory information

Managementrsquos Responsibility for the Financial Statements

The Companyrsquos Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 (ldquothe Actrdquo) with respect to the preparation ofthese standalone financial statements that give a true and fair view of the financialposition financial performance and cash flows of the Company in accordancewith accounting principles generally accepted in India including the AccountingStandards specified under section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014 and the Companies (Accounting Standards) AmendmentRules 2016 This responsibility includes maintenance of adequate accountingrecords in accordance with the provisions of the Act for safeguarding of the assetsof the Company and for preventing and detecting frauds and other irregularitiesselection and application of appropriate accounting policies making judgmentsand estimates that are reasonable and prudent and the design implementationand maintenance of adequate internal financial control that were operatingeffectively for ensuring the accuracy and completeness of the accounting recordsrelevant to the preparation and presentation of the financial statements that givea true and fair view and are free from material misstatement whether due to fraudor error

Auditorrsquos Responsibility

Our responsibility is to express an opinion on these standalone financial statementsbased on our audit We have taken into account the provisions of the Act theaccounting and auditing standards and matters which are required to be includedin the audit report under the provisions of the Act and the Rules made thereunderWe conducted our audit in accordance with the Standards on Auditing issued bythe Institute of Chartered Accountants of India as specified under Section 143(10)of the Act Those Standards require that we comply with ethical requirements andplan and perform the audit to obtain reasonable assurance about whether thefinancial statements are free from material misstatement

An audit involves performing procedures to obtain audit evidence about theamounts and disclosures in the financial statements The procedures selecteddepend on the auditorrsquos judgment including the assessment of the risks of materialmisstatement of the financial statements whether due to fraud or error In making

Omansh Enterprises Limited Annual Report 2016-2017 35

those risk assessments the auditor considers internal financial control relevantto the Companyrsquos preparation of the financial statements that give a true and fairview in order to design audit procedures that are appropriate in the circumstancesAn audit also includes evaluating the appropriateness of accounting policies usedand the reasonableness of the accounting estimates made by the CompanyrsquosDirectors as well as evaluating the overall presentation of the financial statementsWe believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the standalone financial statements

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the standalone financial statements give the information required bythe Act in the manner so required and give a true and fair view in conformity withthe accounting principles generally accepted in India of the state of affairs of theCompany as at 31st March 2017 its profit and its cash flows for the year endedon that date

Report on Other Legal and Regulatory Requirements

1 As required by the Companies (Auditorrsquos report) Order 2016 (ldquothe Orderrdquo)issued by the Central Government of India in terms of sub-section (11) ofSection 143 of the Act we give in the Annexure 1 a statement on the mattersspecified 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 whichto the best of our knowledge and belief were necessary for the purposeof our audit

b) In our opinion proper books of account as required by law have beenkept by the Company so far as it appears from our examination of thosebooks

c) The Balance Sheet Statement of Profit and Loss and Cash FlowStatement dealt with by this Report are in agreement with the books ofaccount

d) In our opinion the aforesaid standalone financial statements comply withthe Accounting Standards specified under Section 133 of the Act readwith Rule 7 of the Companies (Accounts) Rules 2014 and the Companies(Accounting Standards) Amendment Rules 2016

e) On the basis of written representations received from the directors as on31st March 2017 and taken on record by the Board of Directors none ofthe directors is disqualified as on 31st March 2017 from being appointedas a director in terms of Section 164(2) of the Act

Omansh Enterprises Limited Annual Report 2016-2017 36

f) With respect to the adequacy of the internal financial controls overfinancial reporting of the Company and the operating effectiveness ofsuch controls refer to our separate Report in ldquoAnnexure 2rdquo to this report

g) With respect to the other matters to be included in the Auditorrsquos Reportin accordance with Rule 11 of the Companies (Audit and Auditors) Rules2014 in our opinion and to the best of our information and according tothe explanations given to us

i The Company does not have any pending litigations which wouldimpact its financial position

ii The Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeablelosses

iii There has not been an occasion in which the company during theyear under report to transfer any sum to the Investor Education andProtection Fund Hence the question of delay in transferring suchsum does not arise

iv The Company has provided requisite disclosures in Note No 27 tothese standalone financial statements as to the holding of SpecifiedBank Notes on November 8 2016 to December 30 2016 as well asdealings in Specified Bank Notes during the period from November8 2016 to December 30 2016 Based on our audit procedures andrelying on the management representation regarding the holdingand nature of cash transactions including Specified Bank Noteswe report that these disclosures are in accordance with the books ofaccounts maintained by the Company and as produced to us by theManagement

For Satyendra Mrinal amp AssociatesChartered Accountants

Firm Registration Number 017068N

SK JainPartner

Membership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 37

Annexure 1 referred to in paragraph 1 under the heading ldquoReport on OtherLegal and Regulatory Requirementsrdquo of our Report of even date

(i) (a) The Company has maintained proper records showing fullparticulars including quantitative details and situation of fixedassets

(b) All fixed assets have been physically verified by the managementat regular intervals as informed to us no material discrepancieswere noticed on such verification

(c) According to the information and explanations given by themanagement the Company has not acquired any immovableproperty during the year under audit no comments under thesub-clause are required

(ii) The Company does not have any inventory and accordingly therequirements under paragraph 3(ii) of the Order are not applicable to theCompany

(iii) According to the information and explanation given to us the Companyhas not granted any loans secured or unsecured to companies firmsLimited Liability Partnerships or other parties covered in the registermaintained under Section 189 of the Act and hence clause 3(iii)(a) (b)and (c) of the Order are not applicable to the Company and hence notcommented upon

(iv) In our opinion and according to the information and explanations givento us there are no loans investments guarantees and securities grantedin respect of which provisions of Section 185 and 186 of the Act areapplicable and hence not commented upon

(v) The Company has not accepted any deposits within the meaning ofSections 73 to 76 of the Act and the Companies (Acceptance of Deposits)Rules 2014 (as amended) Accordingly the provisions of clause 3(v) ofthe Order are not applicable

(vi) To the best of our knowledge and as explained the Central Governmenthas not specified the maintenance of cost records under Section 148(1)of the Act for the productsservices of the Company

(vii) (a) According to the information and explanations given to us andbased on the records of the company examined by us thecompany is regular in depositing the undisputed statutory duesincluding income-tax and other statutory dues as applicablewith the appropriate authorities in India

(b) According to the information and explanations given to us andbased on the records of the company examined by us thereare no dues of Income tax which have not been deposited onaccount of any disputes However the remaining taxes specifiedunder the said sub-clause are not applicable to the company

Omansh Enterprises Limited Annual Report 2016-2017 38

(viii) In our opinion and according to the information and explanations givenby the management the Company has not availed of any loans from anyfinancial institution bank or government and not issued any debentures

(ix) In our opinion and according to the information and explanations givenby the management the Company has not raised any money by way ofinitial public offer or further public offer (including debt instruments) andthe company has not raisedtaken any term loan

(x) Based upon the audit procedures performed for the purpose of reportingthe true and fair view of the financial statements and according to theinformation and explanations given by the management we report thatno fraud by the company or no fraud on the company by the officers andemployees of the Company has been noticed or reported during the year

(xi) According to the information and explanations given by the managementthe company has complied with the provisions of Section 197 read withSchedule V of the Companies Act 2013

(xii) In our opinion the Company is not a nidhi company Therefore theprovisions of clause 3(xii) of the order are not applicable to the Companyand hence not commented upon

(xiii) According to the information and explanations given by the managementthere were no transactions with the related parties during the year hencenot commented upon

(xiv) According to the information and explanations given to us and on anoverall examination of the Balance Sheet the Company has not madeany preferential allotment or private placement of shares or fully or partlyconvertible debentures during the year under review and hence reportingrequirements under clause 3(xiv) are not applicable to the Company andnot commented upon

(xv) According to the information and explanations given by the managementthe Company has not entered into any non-cash transactions with thedirectors or persons connected with him as referred to in Section 192 ofCompanies Act 2013

(xvi) According to the information and explanations given to us the provisionsof Section 45-IA of the Reserve Bank of India Act 1934 are not applicableto the Company

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 39

ANNEXURE 2 TO THE INDEPENDENT AUDITORrsquoS REPORT OF EVEN DATEON THE STANDALONE FINANCIAL STATEMENTS OF OMANSHENTERPRISES LIMITED

Report on the Internal Financial Controls under Clause (i) of Sub-section 3of Section 143 of the Companies Act 2013 (ldquothe Actrdquo)

To the Members of Omansh Enterprises Limited

We have audited the internal financial controls over financial reporting of OmanshEnterprises Limited (ldquothe Companyrdquo) as of 31st March 2017 in conjunction withour audit of the standalone financial statements of the Company for the year endedon that date

Managementrsquos Responsibility for Internal Financial Controls

The Companyrsquos Management is responsible for establishing and maintaininginternal financial controls based on the internal control over financial reportingcriteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial ControlsOver Financial Reporting issued by the Institute of Chartered Accountants of IndiaThese responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuringthe orderly and efficient conduct of its business including adherence to theCompanyrsquos policies the safeguarding of its assets the prevention and detectionof frauds and errors the accuracy and completeness of the accounting recordsand the timely preparation of reliable financial information as required under theCompanies Act 2013 (lsquothe Actrsquo)

Auditorrsquos Responsibility

Our responsibility is to express an opinion on the Companyrsquos internal financialcontrols over financial reporting based on our audit We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting (the ldquoGuidance Noterdquo) and the Standards on Auditing asspecified under section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls both applicable to an audit of Internal Financial Controlsand both issued by the Institute of Chartered Accountants of India ThoseStandards and the Guidance Note require that we comply with ethical requirementsand plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects

Our audit involves performing procedures to obtain audit evidence about theadequacy of the internal financial controls system over financial reporting andtheir operating effectiveness Our audit of internal financial controls over financialreporting included obtaining an understanding of internal financial controls overfinancial reporting assessing the risk that a material weakness exists and testing

Omansh Enterprises Limited Annual Report 2016-2017 40

and evaluating the design and operating effectiveness of internal control basedon the assessed risk The procedures selected depend on the auditorrsquos judgementincluding the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error

We believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the internal financial controls systemover financial reporting

Meaning of Internal Financial Controls Over Financial Reporting

A companyrsquos internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles A companyrsquos internal financialcontrol over financial reporting includes those policies and procedures that (1)pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company (2)provide reasonable assurance that transactions are recorded as necessary topermit preparation of financial statements in accordance with generally acceptedaccounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorisations of management and directorsof the company and (3) provide reasonable assurance regarding prevention ortimely detection of unauthorised acquisition use or disposition of the companyrsquosassets 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 financialreporting including the possibility of collusion or improper management overrideof controls material misstatements due to error or fraud may occur and not bedetected Also projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes inconditions or that the degree of compliance with the policies or procedures maydeteriorate

Omansh Enterprises Limited Annual Report 2016-2017 41

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at 31st March 2017 basedon the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls Over Financial Reporting issued bythe Institute of Chartered Accountants of India

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 42

Amount in Particulars Note As At As At

No 31032017 31032016

OMANSH ENTERPRISES LIMITEDRegd off SHOP NO QD-37 DDA MARKET PITAMPURA NEW DELHI-110034

BALANCE SHEET AS AT 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I EQUITY AND LIABILITIES(1) Shareholderrsquos Funds

(a) Share Capital 2 3550000000 3550000000(b) Reserves and Surplus 3 90954266 68038074(c) Money received against share warrants - 3640954266 - 3618038074

(2) Share application money pending allotment - -(3) Non-Current Liabilities

(a) Long-term borrowings - -(b) Deferred tax liabilities (Net) 121300 -(c) Other Long term liabilities - -(d) Long term provisions - 121300 - -

(4) Current Liabilities(a) Short-term borrowings - -(b) Trade payables 4 2658855175 2385034725(c) Other current liabilities 5 13400000 31328100(d) Short-term provisions - 2672255175 - 2416362825

Total 6313330741 6034400899II ASSETS(1) Non-current assets

(a) Fixed assets (i) Tangible assets 6 2888600 4902500 (ii) Intangible assets - - (iii) Capital work-in-progress - - (iv) Intangible assets under development - -(b) Non-current investments 7 801500000 801500000(c) Deferred tax assets (net) - 413300(d) Long term loans and advances 8 910000000 1232160100(e) Other non-current assets - 1714388600 - 2038975900

(2) Current assets(a) Current investments - -(b) Inventories - -(c) Trade receivables 9 4311808246 3931054446(d) Cash and cash equivalents 10 262853595 19436253(e) Short-term loans and advances 11 10054300 16482300(f) Other current assets 12 14226000 4598942141 28452000 3995424999

Total 6313330741 6034400899Significant Accounting PoliciesNotes on financial Statements 1-27

Omansh Enterprises Limited Annual Report 2016-2017 43

Amount in

Particulars Note 2016-17 2015-16No

OMANSH ENTERPRISES LIMITED

STATEMENT OF PROFIT amp LOSS FOR THE YEAR ENDED 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I Revenue from operations 20 1735111517 2138004325II Other Income 21 598242 165707300III Total Revenue I+II 1735709759 2303711625IV Expenses

Purchase of Stock-in-Trade (Net of Return) 1556101986 2019177290Changes in inventories of finished goods work-in-progress and Stock-in-Trade - -Employee benefit expense 22 38500000 92100000Financial costs 23 - 371112Depreciation and amortization expense 24 16239900 22358900Other expenses 25 91717081 130240960

IV Total Expenses 1702558967 2264248262V Profit before exceptional and extraordinary items and tax III-IV 33150792 39463363VI Exceptional Items - -VII Profit before extraordinary items and tax V-VI 33150792 39463363VIII Extraordinary Items - -IX Profit before tax VII-VIII 33150792 39463363X Tax expense

(1) Current tax 9700000 11638100(2) Deferred tax 534600 27512500

XI Profit(Loss) from the perid from continuing operations IX-X 22916192 312763XII Profit(Loss) from discontinuing operations - -XIII Tax expense of discounting operations - -XIV Profit(Loss) from Discontinuing operations XII-XIII - -XV Profit(Loss) for the period XI+XIV 22916192 312763XVI Earning per equity share 26

(1) Basic 001 000(2) Diluted 001 000

Omansh Enterprises Limited Annual Report 2016-2017 44

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2017(Amount in )

Particulars 2016-17 2015-16A Cash Flow from Operating Activities

Profit(Loss) before Taxation 331508 394634Adjustments for Depreciation 20139 81329Preliminary expenses 142260 142260Loss (Profit) on Sale of assets - -Finance cost - 3711Interest Income - -Operating Profit(Loss) before Working Capital Changes 493907 621934Adjustments for Trade and Other Receivables (3807538) 198975Inventories - -Loans and Advances 3285881 (4365027)Trade and Other Payables 2558924 859666Provisions - -Other current Assets - 6837Cash Generated from Operations 2531173 (2677615)Direct Tax Paid (97000) (116381)Net Cash generated from Operating Activities 2434173 (2793996)

B Cash Flow from Investing ActivitiesPurchase of Fixed Assets - -Sale of assets - -Investments - -Interest Income - -Net Cash used in Investing Activities - -

C Cash Flow from Financing ActivitiesProceeds of Borrowings - -Finance cost - (3711)Net Cash generated from in Financing Activities - (3711)Net Increase(Decrease) in Cash and Cash Equivalents (A+B+C) 2434173 (2797708)Cash and Cash Equivalents Opening 194362 2992070Cash and Cash Equivalents Closing 2628536 194362

Notes1 The above Cash Flow Statement has been prepared under the indirect method as set out in the Accounting Standard on Cash Flow Statement

(AS-3)2 Figures in Brackets indicate Cash Outflow3 Previous Year rsquos figures have been recast regrouped and restated where ever necessary

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 45

Notes Forming Part of Financial Statements

NOTE 1

A CORPORATE INFORMATION

The company is engaged in the business of trading in ClothClothingFabric in India the disclosure requirements of AccountingStandard-17 Segment Reporting are not applicable

B SIGNIFICANT ACCOUNTING POLICIES

I BASIS OF PREPARATION

The accompanying financial statements have been prepared andpresented as a going concern under historical cost convention onthe accrual basis of accounting unless otherwise stated inaccordance with the generally accepted accounting principles inIndia (Indian GAAP) and comply with the Accounting Standardsspecified under Section 133 of the Companies Act 2013 (The Act)read with paragraph 7 of the Companies (Accounts) Rules 2014and relevant provisions of the Companies Act 2013

The accounting policies have been consistently applied by theCompany and are consistent with those used in the previous year

All assets and liabilities have been classified as current or non-current as per the Companyrsquos normal operating cycle and othercriteria set out in the Schedule III of the Companies Act 2013Based on the nature of products and the time between theacquisition of assets for processing and their realisation in cashand cash equivalents the Company has ascertained its operatingcycle as up to twelve months for the purpose of currentnon-currentclassification of assets and liabilities

II USE OF ESTIMATES

The preparation of financial statements in conformity with IndianGAAP requires the management to make judgements estimatesand assumptions that affect the reported amounts of revenuesexpenses assets and liabilities and disclosure of contingentliabilities at the end of the reporting period Although these

Omansh Enterprises Limited Annual Report 2016-2017 46

estimates are based on the managementrsquos best knowledge ofcurrent events and actions uncertainty about these assumptionsand estimates could result in the outcomes requiring a materialadjustment to the carrying amounts of assets or liabilities in futureperiods

Significant estimates used by the management in the preparationof these financial statements include the useful life of fixed assetsand intangible assets and provisions for doubtful debtsadvancesDifference if any between the actual results and estimates arerecognized in the period in which the results are knownmaterialized

III FIXED ASSETS AND DEPRECIATION

Fixed assets are recorded at cost of acquisition and installationincluding freight duties levies less accumulated depreciation Costof acquisition includes rates taxes and any other directlyattributable cost for bringing the asset to its working condition forintended use

Depreciation on Tangible Fixed Assets is provided on Written DownValue method using the rates arrived at based on the useful livesas specified in the Schedule II of the Companies Act 2013 orestimated by the management The Company has used thefollowing useful life to provide depreciation on its fixed assets

Omansh Enterprises Limited Annual Report 2016-2017 47

(a) Assets where useful life is same as Schedule II

Assets Useful Life as Prescribedby Schedule II of theCompanies Act 2013

Factory Building 30 years

Plant amp Machinery (other thancontinuous process plant notcovered under specific industries) 15 years

Furniture amp Fittings 10 years

Motor Cycles scooters and other mopeds 10 years

Vehicles (Motor Cars) 8 years

Office Equipments 5 years

Computer printers amp data processing units 3 years

Electrical Installations 10 years

(b) Assets where useful life differ from Schedule II

Fixed Assets individually costing less than Rupees five thousandare fully depreciated in the year of purchase

(c) Depreciation

Depreciation on the Fixed Assets addeddisposed offdiscardedduring the year is provided on pro-rata basis with reference to thedate of additiondisposaldiscarding and in the case of capitalisationof any asset depreciation is charged from the date the same isreadyput to use to the Statement of Profit and Loss

IV INTANGIBLE ASSETS AND AMORTISATION

Intangible Assets are stated at acquisition cost net of accumulatedamortisation and accumulated impairment losses if any Intangibleassets are amortised on a straight-line basis over their estimateduseful lives

Omansh Enterprises Limited Annual Report 2016-2017 48

The Company amortises miscellaneous expenditure representingthe Companyrsquos formation expenses over a period of 5 yearsFurther the cost of Direct Listing of Equity Shares on BSE Limitedhas also been included in the same

V BORROWING COSTS

Borrowing Costs attributable to acquisition and construction ofqualifying assets are capitalised as a part of the cost of such assetsup to the date when such assets are ready for its intended useOther borrowing costs are charged to the Statement of Profit andLoss in the period in which they are incurred

VI FOREIGN CURRENCY TRANSACTIONS

The Company has not dealt with any foreign currency transactionduring the Financial Year

VII INVESTMENTS

Investments which are readily realisable and intended to be heldfor not more than one year from the date on which such investmentsare made are classified as current investments All otherinvestments are classified as long-term investments

Investments are recorded at cost on the date of purchase whichinclude acquisition charges such as brokerage stamp duty taxesetc Current Investments are stated at lower of cost and netrealisable value Long-term investments are stated at cost afterdeducting provisions made if any for other than temporarydiminution in the value

VIII REVENUE RECOGNITION

Revenue is recognised to the extent that it is probable that theeconomic benefits will flow to the Company and can be reliablymeasured

Revenue from sale of products is recognised when the significantrisks and rewards of ownership of the goods have passed to thebuyer Sale of goods are recorded net of trade discounts rebatesSales Tax Value Added Tax and gross of Excise Duty

Omansh Enterprises Limited Annual Report 2016-2017 49

Interest income is recognized on a time proportion basis takinginto account the amount outstanding and the rate applicable

Dividend income on investments is accounted for on receipt of thesame

All expenses and income to the extent considered payable andreceivable respectively unless specifically stated be otherwise areaccounted for on mercantile basis

IX RETIREMENT AND OTHER EMPLOYEE BENEFITS

(a) Provident Fund

Provision of Provident Fund is not applicable to theCompany

(b) Gratuity

No provision for gratuity has been made as there is noamount due towards Gratuity payable

(c) Compensated Leaves

Unutilized leave of staff lapses as at the year end and isnot encashable Accordingly no provision is made forcompensated Leaves

X TAXATION

Tax expense comprises of current and deferred tax

Current Tax

Provision for current tax is made after taking into considerationbenefits admissible under the provisions of the Income-tax Act1961 Minimum Alternative Tax (MAT) credit is recognized wherethere is convincing evidence that the same can be utilized in future

Current tax assets and current tax liabilities are offset when thereis a legally enforceable right to set off the recognized amounts andthere is an intention to settle the asset and the liability on a netbasis

Omansh Enterprises Limited Annual Report 2016-2017 50

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 21: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

21 SECRETARIAL AUDITOR amp SECRETARIAL AUDIT REPORT

In terms of Section 204 of the Companies Act 2013 the Company hasappointed Ms Amit R Dadheech amp Associates Practicing CompanySecretaries as the Secretarial Auditor of the Company for the financial year2016-17 The Secretarial Audit Report given by Ms Amit R Dadheech ampAssociates Practicing Company Secretary is provided under Annexure III tothis ReportThe comments made by the Secretarial Auditor are self explanatory and donot require and further comments The Secretarial Audit Report does notcontain any qualification reservation or adverse remark

22 ESTABLISHMENT OF VIGIL MACHENISM

The Vigil Mechanism Policy of the Company is formulated in terms of section177 (9) of the Companies Act 2013 read with the provisions of the ListingAgreement with the Stock Exchange(s) and thereby also incorporates WhistleBlower Policy That as per the said policy protected disclosures can be madeby the whistle blower to the dedicated e-mail telephone line letter to Chairmanof Audit CommitteeThe Policy on Vigil Mechanism and Whistle Blower Policy as approved by theBoard is available on the website of the Company at web-link httpwwwomanshenterprisescomwp-contentuploads201508Vigil-Mechanism-and-Whistle-Blower-Policypdf

23 ACKNOWLEDGEMENT

Your directors would like to express their sincere appreciation for theassistance and corporation received from the financial institutions banksGovernment authorities customers vendors and members during the yearunder review Your directors also wish to place on record their deep sense ofappreciation for the committed services by the Companyrsquos executives staffand workers

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanDate September 4 2017 Managing Director Wholetime DirectorPlace New Delhi DIN 07639422 DIN 07835068

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 18

Annexure-INOMINATION amp REMUNERATION POLICY

(DIRECTORS KMP amp SENIOR MANAGEMENT)

INTRODUCTION

In pursuance of the Companyrsquos philosophy to consider its employees as itsinvaluable assets to pay equitable remuneration to all Directors Key ManagerialPersonnel (KMP) and employees of the Company to harmonize the aspirationsof human resources consistent with the goals of the Company and in terms of theprovisions of the Companies Act 2013 this policy on nomination and remunerationof Directors Key Managerial Personnel and Senior Management has beenformulated by the Nomination amp Remuneration Committee and approved by theBoard of DirectorsOBJECTIVE

The objective and purpose of the Policy are as given below1 To lay down criteria and terms and conditions with regard to identifying persons

who are qualified to become Directors (Executive and Non-Executive) andpersons who may be appointed in Senior Management and Key Managerialpositions and to determine their remuneration

2 To carry out evaluation of the performance of Directors as well as KeyManagerial and Senior Management Personnel

3 To provide them reward linked directly to their effort performance dedicationand achievement of Organizationrsquos goals as entrusted on them

4 To retain motivate and promote talent and to ensure long term retention oftalented managerial persons and create competitive advantage In the contextof the aforesaid objectives the following policy has been framed andrecommended by the Nomination amp Remuneration Committee and adoptedby the Board of Directors

PART ndash A

POLICY FOR APPOINTMENT AND REMOVAL OF DIRECTOR KMP AND SENIORMANAGEMENTAPPOINTMENT

1 The candidate for a position at Director KMP or Senior Management level ismet by the Managing Director in consultation with the other Directors Theinterview is targeted at assessing the candidate on his her functional ampleadership capabilities and cultural fitment to the organization

2 The MD assesses the shortlisted candidates3 The selected candidatersquos details and the proposed compensation is shared

with the Nomination amp Remuneration Committee for their review andsuggestions The same is shared with the Board at the next board meeting

Omansh Enterprises Limited Annual Report 2016-2017 19

TERM TENURE

The tenure for Directors shall be governed by the terms defined in the CompaniesAct 2013 However the tenure for other KMP and Senior Management Personnelwill be governed by Terms of Appointment in accordance with the RecruitmentPolicy of the CompanyEVALUATION

The performance of the KMP and Senior Management Personnel is evaluated atregular intervals (half yearly yearly) by the Managing Director The performanceevaluation of Independent Directors shall be done by the Board excluding theDirector being evaluated basis the contributions made to the Board deliberationson various matters including business strategy financial strategy operations costand risk management etc and suggestions given in this regardREMOVAL

Due to reasons for any disqualification mentioned in the Companies Act 2013rules made thereunder or under any other applicable Act rules and regulationsthe Managing Director may recommend to the Committee and the Board withreasons recorded in writing removal of a Director subject to the provisions andcompliance of the said Act rules and regulationsFor other KMP or Senior Management Personnel the removal will be governedby the Terms of Appointment in accordance with the Recruitment Policy of theCompany and the subsequent approval of the Managing DirectorRETIREMENT

The Director KMP and Senior Management Personnel shall retire as per theapplicable provisions of the Companies Act 2013 and the prevailing policy of theCompany The Managing Director will have the discretion to retain the DirectorKMP Senior Management Personnel in the same position remuneration orotherwise even after attaining the retirement age for the benefit of the Company

PART ndash B

POLICY RELATING TO EVALUATION AND REMUNERATION OF THE KMP ANDSENIOR MANAGEMENT PERSONNELEVALUATION PROCESS

The three Point Rating scale for performance review of Executive Director KMPand Senior Management is to be followed1 Rating on Basic Job Responsibilities indicating whether the basic job

responsibilities have been met during the year2 Rating on Goals Annual rating on each goal on a five-point scale Weighted

average of the ratings is calculated to arrive at a lsquoWeighted Goal Scorersquo3 Rating on Capabilities Factors The qualitative aspects of the performance is

assessed using the Capabilities Factors by the supervisor on a five-pointscale

Omansh Enterprises Limited Annual Report 2016-2017 20

Based on a holistic view of the Three Point Rating the supervisor provides anoverall Rating This rating is reviewed by the Managing Director along with theimmediate reporting officer who does a Qualitative review of the performancebased on the efforts put in by the employee results achieved and impact of theexternal and internal factors to arrive at a lsquoFinal Annual RatingrsquoThe revision in the total remuneration is directly linked to the lsquoFinal Annual Ratingrsquofor all employees1 The remuneration compensation commission etc to the KMP and Senior

Management Personnel will be determined by the Managing Director inconsultation with other Directors (except the Independent Directors) inaccordance with the Recruitment Policy of the Company which is based uponthe Final Annual Rating employee potential and market benchmarkcompensation The revised remuneration is shared with the Nomination ampRemuneration Committee for review

2 The remuneration compensation commission etc shall be subject to theprior post approval of the shareholders of the Company and CentralGovernment wherever required

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanDate September 4 2017 Managing Director Wholetime DirectorPlace New Delhi DIN 07639422 DIN 07835068

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 21

Omansh Enterprises Limited Annual Report 2016-2017 22

lsquoAnnexure-IIrsquoForm No MGT-9

EXTRACT OF ANNUAL RETURNAs on the financial year ended on 31032017

[Pursuant to Section 92(3) of the Companies Act 2013 and rule 12(1)of the Companies (Management and Administration) Rules 2014]

I REGISTRATION AND OTHER DETAILS

i) CIN L21011DL1974PLC241646ii) Registration Date 20031974iii) Name of the Company OMANSH ENTERPRISES LIMITEDiv) Category Sub-Category of the Company Public Company Limited by Shares amp Having Share Capitalv) Address of the Registered office and contact details SHOP NO 37 QD BLOCK DDA MARKET

PITAMPURA NEW DELHI - 110034Email infoomanshenterprisescom

vi) Whether listed company Yesvii) Name and Address of Registrar amp Transfer Agents ( RTA )

Name of Registrar amp Transfer Agents Skyline Financial Services Private LimitedAddress D-153 A 1st Floor Okhla Industrial Area Phase-ITown City New DelhiState DelhiPin Code 110020Telephone +91-(0)11-6473 2681 6473 2682Fax Number +91-(0)11-2681 2682Email Address adminskylinertacom

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-SNo Name and Description of NIC Code of the to total turnover

main products services Product service of the company1 Whole sale of textiles and clothing 46411 9892

III PARTICULARS OF HOLDING SUBSIDIARY AND ASSOCIATE COMPANIES No of companies for which information is being filloed = NILSNo Name and Address of the Company CINGLN Holding of shares held Applicable Section

SubsidiaryAssociates

Not applicable

Omansh Enterprises Limited Annual Report 2016-2017 23

No of Shares held at the beginning of the year No of Shares held at the end of the year

C at eg o r y o f D e ma t P h y s i ca l T o t a l o f D e ma t P h y s i ca l T o t a l o f C h a n g eS h a r e h o ld er s Tot al S hares Tot al S hares d ur in g t he year

A Promoters(1) Indiana) IndividualHUF 3114500 0 3114500 1755 3114500 0 3114500 1755 000b) Central Govt 0 0 0 000 0 0 000 000 000c) State Govt (s) 0 0 0 000 0 0 000 000 000d) Bodies Corp 4532000 0 4532000 2553 4532000 0 4532000 2553 000e) Banks FI 0 0 0 000 0 0 000 000 000f) Any Otherhellip 0 0 0 000 0 0 000 000 000Sub-total (A) (1)- 7646500 0 7646500 4308 7646500 0 7646500 4308 000(2) Foreign 0 0 0 000 0 0 0 000 000a) NRIs - Individuals 0 0 0 000 0 0 0 000 000b) Other ndash Individuals 0 0 0 000 0 0 0 000 000c) Bodies Corp 0 0 0 000 0 0 0 000 000d) Banks FI 0 0 0 000 0 0 0 000 000e) Any Otherhellip 0 0 0 000 0 0 0 000 000Sub-total (A) (2)- 0 0 0 000 0 0 0 000 000Total shareholding of Promoter(A) = (A)(1)+(A)(2) 7646500 0 7646500 4308 7646500 0 7646500 4308 000B Public Shareholding 1 Insti tutions a) Mutual Funds 0 0 0 000 0 0 0 000 000b) Banks FI 0 0 0 000 0 0 0 000 000c) Central Govt 0 0 0 000 0 0 0 000 000d) State Govt(s) 0 0 0 000 0 0 0 000 000e) Venture Capital Funds 0 0 0 000 0 0 0 000 000f) Insurance Companies 0 0 0 000 0 0 0 000 000g) FIIs 0 0 0 000 0 0 0 000 000h) Foreign Venture Capital Funds 0 0 0 000 0 0 0 000 000i) Others (specify) 0 0 0 000 0 0 0 000 000Sub-total (B)(1)- 0 0 0 000 0 0 0 000 0002 Non-Institutions a) Bodies Corp i) Indian 3296183 25000 3321183 1871 2695355 25000 2720355 1533 -338ii) Overseas 0 0 0 000 0 0 0 000 000b) Individuals i) Individual shareholdersholding nominal share capitalupto Rs 1 lakh 1688546 410000 2098546 1182 718726 409050 1127776 635 -547ii) Individual shareholdersholding nominal sharecapital in excess of Rs 1 lakh ldquo 3745717 616000 4361717 2457 5227885 616000 5843885 3292 835c) Others (specify) 321054 1000 322054 181 410484 1000 411484 232 051Sub-total (B)(2)- 9051500 1052000 10103500 5692 9052450 1051050 10103500 5692 000Total Public Shareholding(B)=(B)(1)+(B)(2) 9051500 1052000 10103500 5692 9052450 1051050 10103500 5692 000C Shares held by Custodianfor GDRs amp ADRs 0 0 0 000 0 0 0 000 000Grand Total (A+B+C) 16698000 1052000 17750000 10000 16698950 1051050 17750000 10000 000

IV SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)A Category-wise Share Holding

Omansh Enterprises Limited Annual Report 2016-2017 24

B Shareholding of Promoters

S Shareholder rsquos Name No of of of shares No of of of shares changeNo Shares tota l pledged Shares tota l pledged in share

Shares encum- shares of encum- hold-of the bered to the bered to ing during

company tota lshares company tota lshares the year1 Mr Gaurav Mutreja 14500 008 000 14500 008 000 0002 Mr Chander Bhan 100000 056 000 100000 056 000 0003 Ms Atharva Professsional Consultants LLP 500000 282 000 500000 282 000 0004 Ms JK Lrsquoatelier Limited 2500000 1408 000 2500000 1408 000 0005 Mr Gaurav Bhatia 50000 028 000 50000 028 000 0006 Ms Gaurav Sukhija (HUF) 250000 141 000 250000 141 000 0007 Ms Komal Sukhi ja 250000 141 000 250000 141 000 0008 Ms Mukesh Sukhija (HUF) 50000 028 000 50000 028 000 0009 Ms Neelam Bhatia 600000 338 000 600000 338 000 00010 Ms Neelam Rani 100000 056 000 100000 056 000 00011 Mr Om Prakash Sukhi ja 700000 394 000 700000 394 000 00012 Ms Pooja Bhatia 150000 085 000 150000 085 000 00013 Ms Raj Kanta Sukhi ja 250000 141 000 250000 141 000 00014 Ms Rashmi Sukhi ja 550000 310 000 550000 310 000 00015 Ms Shi lpa Bhatia 50000 028 000 50000 028 000 00016 Ms Achyut Properties Private Limited 500000 282 000 500000 282 000 00017 Ms Ranji tgarh Finance Company PrivateLimited 1032000 581 000 1032000 581 000 000

Shareholding at the beginning of the year Shareholding at the end of the year

Omansh Enterprises Limited Annual Report 2016-2017 25

C Change in Promotersrsquo Shareholding

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company companySAME AS MENTIONED IN ldquoBrdquo ABOVE

Shareholding at the beginning of the year Shareholding at the end of the year

D Shareholding Pattern of top ten Shareholders (other than Directors Promoters and Holders ofGDRs and ADRs)

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 NAU NIDH FINANCE LIMITED BODY 2500000 1408 2500000 1408

CORPORATE2 KAMALJIT GHAI INDIVIDUAL 250000 141 250000 1413 BHALINDER GHAI INDIVIDUAL 250000 141 250000 1414 HARMEET GHAI INDIVIDUAL 250000 141 250000 1415 GEETA CHADHA INDIVIDUAL 250000 141 250000 1416 MANAN NARANG INDIVIDUAL 250000 141 500000 2827 RAJIV CHADHA INDIVIDUAL 250000 141 250000 1418 NAVEEN NARANG INDIVIDUAL 250000 141 500000 2829 SUMITRA NARANG INDIVIDUAL 250000 141 500000 28210 SATISH CHANDER NARANG INDIVIDUAL 250000 141 500000 282

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

Omansh Enterprises Limited Annual Report 2016-2017 26

E Shareholding of Directors and Key Managerial Personnel

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 Radhey Shayam Whole Time Director 500 000 500 0002 Gaurav Mutre ja Director 14500 008 14500 008

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

V INDEBTEDNESSParticulars Secured Loans Unsecured Deposi ts Total

excluding deposits Loans Indebtedness

VI REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL A Remuneration to Managing Director Whole-time Directors andor Manager

Gross Salary CommissionS Name of (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others Total CeilingNo MDWTD per provision perquisites in lieu of Option Equity profit as per

Manager contained us 17(2) salary the Actin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

NOT ANY

Indebtedness at the beginning of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

Change in Indebtedness during the financial yearAdditionReductionNet Change

Indebtedness at the end of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

NOT APPLICABLE

Omansh Enterprises Limited Annual Report 2016-2017 27

B Remuneration to other directors

Independent Directors Other Non-Executive DirectorS Name of Fee for Commission Others Total 1 Fee for Comm- Others Total Total Total Over-No Director attending attend- ission (2) (1+2) Mana- all

board ing gerial Ceilingcommittee board Remu- as permeetings commi- nerat- the Act

ttee ionmeet-ings

NOT ANY

C Remuneration to Key Managerial Personnel Other than MDManagerWTD

Gross Salary CommissionS Name of Key (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others TotalNo Managerial per provision perquisites in lieu of Option Equity profit

Personnel contained us 17(2) salaryin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

Not Any

Omansh Enterprises Limited Annual Report 2016-2017 28

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Manoj Ramesh Kumar Chauhan Seema KhanWhole Time Director Managing DirectorDIN 07835068 DIN 07639422

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

VII PENALTIES PUNISHMENT COMPOUNDING OF OFFENCES

Type Section of the Brief Detail of Authority [RDNCLT] Appeal made if anyCompanies Description Penalty Punishment Court] (give Details)

Act Compoundingfees imposed

A COMPANYPenaltyPunishment NOT ANYCompoundingB DIRECTORSPenaltyPunishment NOT ANYCompoundingC OTHER OFFICERS IN DEFAULTPenaltyPunishment NOT ANYCompounding

Omansh Enterprises Limited Annual Report 2016-2017 29

Annexure III

FORM NO MR-3SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED 31ST MARCH 2017[Pursuant to Section 204(1) of the Companies Act 2013 and Rule No9 of the

Companies (Appointment and Remuneration Personnel) Rules 2014]

ToThe MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034We have conducted the secretarial audit of the compliance of applicable statutoryprovisions and the adherence to good corporate practices by Omansh EnterprisesLimited (CIN L21011DL1974PLC241646) (hereinafter called ldquothe companyrdquo)Secretarial Audit was conducted in a manner that provided us a reasonable basisfor evaluating the corporate conductsstatutory compliances and expressing ouropinion thereonBased on our verification of Omansh Enterprises Limited books papers minutebooks forms and returns filed and other records maintained by the company andalso the information provided by the Company its officers agents and authorizedrepresentatives during the conduct of the Secretarial Audit we hereby report thatin our opinion the Company has during the audit period covering the financialyear ended on March 31 2017 complied with the statutory provisions listedhereunder and also that the Company has proper Board processes and compliancemechanism in place to the extent in the manner and subject to the reportingmade hereinafterWe have examined the books papers minute books forms and returns filedand other records maintained by Omansh Enterprises Limited for the financialyear ended on March 31 2017 according to the provisions of

1 The Companies Act 2013 (the Act) and the rules made thereunder2 The Securities Contracts (Regulation) Act 1956 (lsquoSCRArsquo) and the rules made

thereunder3 The Depositories Act 1996 and the Regulations and Bye-laws framed

thereunder4 Foreign Exchange Management Act 1999 and the rules and regulations made

thereunder to the extent of Foreign Direct Investment Overseas DirectInvestment and External Commercial Borrowings (During the period underreview the Company has not entered into any transaction requiring

Omansh Enterprises Limited Annual Report 2016-2017 30

compliances with the Foreign Exchange Management Act 1999 and therules and regulations made thereunder to the extent of Foreign DirectInvestment Overseas Direct Investment and External CommercialBorrowings)

5 The Securities and Exchange Board of India (Substantial Acquisition of Sharesand Takeovers) Regulations 2011

6 The Securities and Exchange Board of India (Prohibition of Insider Trading)Regulations 2015

7 The Securities and Exchange Board of India (Issue of Capital and DisclosureRequirements) Regulations 2009

8 The Securities and Exchange Board of India (Employee Stock Option Schemeand Employee Stock Purchase Scheme) Guidelines 1999 (During the periodunder review the Company has not entered into any transaction requiringcompliances with the Securities and Exchange Board of India (EmployeeStock Option Scheme and Employee Stock Purchase Scheme)Guidelines 1999)

9 The Securities and Exchange Board of India (Issue and Listing of DebtSecurities) Regulations 2008 (During the period under review theCompany has not entered into any transaction requiring complianceswith the Securities and Exchange Board of India (Issue and Listing ofDebt Securities) Regulations 2008)

10 The Securities and Exchange Board of India (Registrars to an Issue andShare Transfer Agents) Regulations 1993 regarding the Companies Act anddealing with client

11 The Securities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009)

12 The Securities and Exchange Board of India (Buyback of Securities)Regulations 1998 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Buyback of Securities)Regulations 1998)

OTHER APPLICABLE LAWS

With respect to the compliance system prevailing in the Company and onexamination of the relevant documents and records in pursuance thereof on testcheck basis the Company has complied with the following laws applicable to theCompany

Omansh Enterprises Limited Annual Report 2016-2017 31

1 Indian Contract Act 18722 Income Tax Act 1961 to the extent of Tax Deducted at Source under various

Section and TDS Returns filed3 Indirect Tax Laws relating to collections deductions wherever applicable

payments made and returns filedWe have also examined compliance with the applicable clauses of thefollowing

1 Secretarial Standards issued by The Institute of Company Secretaries of India2 The Listing Agreements entered into by the Company with BSE Ltd pursuant

to SEBI (Listing Obligation and Disclosure Requirement) Regulations 2015During the period under review the Company has complied with the provisions ofthe Act Rules Regulations Guidelines Standards etc mentioned aboveWe further report that

The Board of Directors of the Company is duly constituted with proper balance ofExecutive Directors Non-Executive Directors and Independent Directors Thechanges in the composition of the Board of Directors that took place during theperiod under review were carried out in compliance with the provisions of the ActAdequate notice is given to all directors to schedule the Board Meetings agendaand detailed notes on agenda were sent at least seven days in advance and asystem exists for seeking and obtaining further information and clarifications onthe agenda items before the meeting and for meaningful participation at themeetingMajority decision is carried unanimously however the dissenting membersrsquo viewsif any are captured and recorded as part of the minutesWe further report that there are adequate systems and processes in the companycommensurate with the size and operations of the company to monitor and ensurecompliance with applicable laws rules regulations and guidelinesWe further report that during the audit period

1 During the financial year ended March 31 2017 the Company has notappointed Company Secretary (CS) and Chief Financial Officer (CFO) on theBoard of the Company in compliance with Section 203 of the Companies Act2013 however the Company has appointed CS and CFO wef May 292017 and September 4 2017 respectively

2 The Company has not appointed an Internal Auditor in compliance withprovision of Section 138 of Companies Act 2013

3 There were instances of delay in filing the Forms as required to be filed withRegistrar of Companies Delhi and the Company has paid additional fees forthe same

Note This report is to be read with our letter of even date which annexed asAnnexure A and forms an integral part of this report

Omansh Enterprises Limited Annual Report 2016-2017 32

Annexure A to the Secretarial Audit Report

The MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034

1 We have not verified the correctness and appropriateness of financial recordsand Books of Accounts of the Company

2 Where ever required we have obtained the Management representation aboutthe compliance of laws rules and regulations and happening of events etc

3 The compliance of the provisions of Corporate and other applicable lawsrules regulations standards is the responsibility of management Ourexamination was limited to the verification of procedures on the random testbasis

4 We have followed the audit practices and processes as were appropriate toobtain reasonable assurance about the correctness of the contents of thesecretarial records The verification was done on the random test basis toensure that correct facts are reflected in secretarial records We believe thatthe processes and practices we followed provide a reasonable basis for ouropinion

5 The Secretarial Audit report is neither an assurance as to the future viabilityof the company nor of the efficacy or effectiveness with which the managementhas conducted the affairs of the Company

For Amit R Dadheech amp Associates

Amit R DadheechM No 22889 CP No 8952Mumbai September 4 2017

MANAGEMENT DISCUSSION AND ANALYSIS

Your Directors are pleased to present the Management Discussion and AnalysisReports for the year ended March 31 2017 as underbull Overview

The Indian textile industry is one the largest and oldest sectors in the country andamong the most important in the economy in terms of output investment andemployment The sector employs nearly 45 million people directly and it is one ofthe largest sources of employment generation in the country The textile industrycontributes to 10 of manufacturing production 2 of Indiarsquos GDP and to 13 ofthe countryrsquos export earnings With direct linkages to the rural economy and theagriculture sector it has been estimated that one of every six households in thecountry depends on this sector either directly or indirectly for its livelihoodbull Industry Structure

Raw material costs have been increasing globally coupled with a shortage ofskilled workers While a shift is taking place of textiles industries from China andBangladesh to India the industrial climate in India has also become adverse dueto regular increases in input costs Any further appreciation of the Rupee willadversely affect exports from India Though the spinning industry has faredsomewhat better those with a presence in weaving processing or even compositebusinesses are facing the heat due to increases in input cost without being ableto pass on such higher costs to customers as the market is simply unable toabsorb the samebull Opportunities and Threat

There is good scope for growth for the textile industry as Indiarsquos share in theglobal trade in textiles is weak compared to other countries The free tradeenvironment is a great opportunity for the Indian textile industry to increase itsshare in the global market Chinese exports are slowing down on account of variousfactors inclusive of increase in domestic demand and rising costs This is a goodopportunity of which our textile industry should make use but smaller countrieslike Bangladesh Sri Lanka Pakistan Turkey and Vietnam etc are becomingformidable challengersLack of uninterrupted power increased power costs higher transaction costshigh cost of labour is hindering the progress However we are making all outefforts to cope with all these challenges by continuous efforts at cost reductionprocess improvements diversification of products and improving productivity byimproving efficienciesbull Business operations

The Company is engaged in the business of Textile industry During the yearunder review the industry faced various challenges due to global and economicslowdown and increasing rates of interest rates But looking at the huge potentialin India for Textile the company is hopeful of reenter into this sector The growthin the sector is very good and Management expects better results in forth comingyearOmansh Enterprises Limited Annual Report 2016-2017 33

bull Outlook

In light of the new and vibrant management of the company and steady growth inthe operations of the company and looking at the huge demand for residential aswell as commercial space in Delhi the company is hopeful of its upwardperformance the future growth for the benefit of its stakeholders at largebull Internal control System

The company has an effective internal control environment which ensures thatoperation are managed efficiently and effectively assets are safeguardedregulatory are complied with and transactions are recorded after appropriateauthorization The Company has an adequate internal control systemcommensurate with the size of the company and the nature of its business whichensures that functioning of the Company is managed efficiently and effectivelyassets are safeguarded regulatory compliances are complied with and transactionsare recorded after appropriate authorizationbull Human relations

Human resources have always been most valuable assets for Omansh EnterprisesLimited During the year the company has once again gained the confidence of itsHuman Resource as well and company constantly seeks to attract and retain thebest available talent Human resources management incorporates a process drivenapproach that invest regularly in the extensive training programs The Companycontinued to enjoy healthy industrial relations during the yearbull Forward Looking and Cautionary Statements

Management Discussion and Analysis contains forward-looking statementsconcerning the Companyrsquos future plans strategies and performance Theseforward-looking statements are not historical facts rather they representassumptions and beliefs based on economic financial and competitive datacurrently available Furthermore they are subject to a number of risks anduncertainties that without limitation relate to economic conditions fiercecompetition in the information service industry customer demand tax rulesregulations and other factors Readers of this annual report are cautioned not toplace undue reliance on these forward-looking statements The Company thereforewishes to caution readers that actual results may differ materially

On behalf of Board of Directorsof Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanManaging Director Wholetime DirectorDIN 07639422 DIN 07835068

DateSeptember 4 2017Place New Delhi

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 34

Independent Auditorrsquos Report

To the Members of Omansh Enterprises Limited

Report on the Financial Statements

We have audited the accompanying standalone financial statements of OmanshEnterprises Limited (ldquothe Companyrdquo) which comprise the Balance Sheet as atMarch 31 2017 the Statement of Profit and Loss and Cash Flow Statement for theyear then ended and a summary of significant accounting policies and otherexplanatory information

Managementrsquos Responsibility for the Financial Statements

The Companyrsquos Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 (ldquothe Actrdquo) with respect to the preparation ofthese standalone financial statements that give a true and fair view of the financialposition financial performance and cash flows of the Company in accordancewith accounting principles generally accepted in India including the AccountingStandards specified under section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014 and the Companies (Accounting Standards) AmendmentRules 2016 This responsibility includes maintenance of adequate accountingrecords in accordance with the provisions of the Act for safeguarding of the assetsof the Company and for preventing and detecting frauds and other irregularitiesselection and application of appropriate accounting policies making judgmentsand estimates that are reasonable and prudent and the design implementationand maintenance of adequate internal financial control that were operatingeffectively for ensuring the accuracy and completeness of the accounting recordsrelevant to the preparation and presentation of the financial statements that givea true and fair view and are free from material misstatement whether due to fraudor error

Auditorrsquos Responsibility

Our responsibility is to express an opinion on these standalone financial statementsbased on our audit We have taken into account the provisions of the Act theaccounting and auditing standards and matters which are required to be includedin the audit report under the provisions of the Act and the Rules made thereunderWe conducted our audit in accordance with the Standards on Auditing issued bythe Institute of Chartered Accountants of India as specified under Section 143(10)of the Act Those Standards require that we comply with ethical requirements andplan and perform the audit to obtain reasonable assurance about whether thefinancial statements are free from material misstatement

An audit involves performing procedures to obtain audit evidence about theamounts and disclosures in the financial statements The procedures selecteddepend on the auditorrsquos judgment including the assessment of the risks of materialmisstatement of the financial statements whether due to fraud or error In making

Omansh Enterprises Limited Annual Report 2016-2017 35

those risk assessments the auditor considers internal financial control relevantto the Companyrsquos preparation of the financial statements that give a true and fairview in order to design audit procedures that are appropriate in the circumstancesAn audit also includes evaluating the appropriateness of accounting policies usedand the reasonableness of the accounting estimates made by the CompanyrsquosDirectors as well as evaluating the overall presentation of the financial statementsWe believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the standalone financial statements

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the standalone financial statements give the information required bythe Act in the manner so required and give a true and fair view in conformity withthe accounting principles generally accepted in India of the state of affairs of theCompany as at 31st March 2017 its profit and its cash flows for the year endedon that date

Report on Other Legal and Regulatory Requirements

1 As required by the Companies (Auditorrsquos report) Order 2016 (ldquothe Orderrdquo)issued by the Central Government of India in terms of sub-section (11) ofSection 143 of the Act we give in the Annexure 1 a statement on the mattersspecified 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 whichto the best of our knowledge and belief were necessary for the purposeof our audit

b) In our opinion proper books of account as required by law have beenkept by the Company so far as it appears from our examination of thosebooks

c) The Balance Sheet Statement of Profit and Loss and Cash FlowStatement dealt with by this Report are in agreement with the books ofaccount

d) In our opinion the aforesaid standalone financial statements comply withthe Accounting Standards specified under Section 133 of the Act readwith Rule 7 of the Companies (Accounts) Rules 2014 and the Companies(Accounting Standards) Amendment Rules 2016

e) On the basis of written representations received from the directors as on31st March 2017 and taken on record by the Board of Directors none ofthe directors is disqualified as on 31st March 2017 from being appointedas a director in terms of Section 164(2) of the Act

Omansh Enterprises Limited Annual Report 2016-2017 36

f) With respect to the adequacy of the internal financial controls overfinancial reporting of the Company and the operating effectiveness ofsuch controls refer to our separate Report in ldquoAnnexure 2rdquo to this report

g) With respect to the other matters to be included in the Auditorrsquos Reportin accordance with Rule 11 of the Companies (Audit and Auditors) Rules2014 in our opinion and to the best of our information and according tothe explanations given to us

i The Company does not have any pending litigations which wouldimpact its financial position

ii The Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeablelosses

iii There has not been an occasion in which the company during theyear under report to transfer any sum to the Investor Education andProtection Fund Hence the question of delay in transferring suchsum does not arise

iv The Company has provided requisite disclosures in Note No 27 tothese standalone financial statements as to the holding of SpecifiedBank Notes on November 8 2016 to December 30 2016 as well asdealings in Specified Bank Notes during the period from November8 2016 to December 30 2016 Based on our audit procedures andrelying on the management representation regarding the holdingand nature of cash transactions including Specified Bank Noteswe report that these disclosures are in accordance with the books ofaccounts maintained by the Company and as produced to us by theManagement

For Satyendra Mrinal amp AssociatesChartered Accountants

Firm Registration Number 017068N

SK JainPartner

Membership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 37

Annexure 1 referred to in paragraph 1 under the heading ldquoReport on OtherLegal and Regulatory Requirementsrdquo of our Report of even date

(i) (a) The Company has maintained proper records showing fullparticulars including quantitative details and situation of fixedassets

(b) All fixed assets have been physically verified by the managementat regular intervals as informed to us no material discrepancieswere noticed on such verification

(c) According to the information and explanations given by themanagement the Company has not acquired any immovableproperty during the year under audit no comments under thesub-clause are required

(ii) The Company does not have any inventory and accordingly therequirements under paragraph 3(ii) of the Order are not applicable to theCompany

(iii) According to the information and explanation given to us the Companyhas not granted any loans secured or unsecured to companies firmsLimited Liability Partnerships or other parties covered in the registermaintained under Section 189 of the Act and hence clause 3(iii)(a) (b)and (c) of the Order are not applicable to the Company and hence notcommented upon

(iv) In our opinion and according to the information and explanations givento us there are no loans investments guarantees and securities grantedin respect of which provisions of Section 185 and 186 of the Act areapplicable and hence not commented upon

(v) The Company has not accepted any deposits within the meaning ofSections 73 to 76 of the Act and the Companies (Acceptance of Deposits)Rules 2014 (as amended) Accordingly the provisions of clause 3(v) ofthe Order are not applicable

(vi) To the best of our knowledge and as explained the Central Governmenthas not specified the maintenance of cost records under Section 148(1)of the Act for the productsservices of the Company

(vii) (a) According to the information and explanations given to us andbased on the records of the company examined by us thecompany is regular in depositing the undisputed statutory duesincluding income-tax and other statutory dues as applicablewith the appropriate authorities in India

(b) According to the information and explanations given to us andbased on the records of the company examined by us thereare no dues of Income tax which have not been deposited onaccount of any disputes However the remaining taxes specifiedunder the said sub-clause are not applicable to the company

Omansh Enterprises Limited Annual Report 2016-2017 38

(viii) In our opinion and according to the information and explanations givenby the management the Company has not availed of any loans from anyfinancial institution bank or government and not issued any debentures

(ix) In our opinion and according to the information and explanations givenby the management the Company has not raised any money by way ofinitial public offer or further public offer (including debt instruments) andthe company has not raisedtaken any term loan

(x) Based upon the audit procedures performed for the purpose of reportingthe true and fair view of the financial statements and according to theinformation and explanations given by the management we report thatno fraud by the company or no fraud on the company by the officers andemployees of the Company has been noticed or reported during the year

(xi) According to the information and explanations given by the managementthe company has complied with the provisions of Section 197 read withSchedule V of the Companies Act 2013

(xii) In our opinion the Company is not a nidhi company Therefore theprovisions of clause 3(xii) of the order are not applicable to the Companyand hence not commented upon

(xiii) According to the information and explanations given by the managementthere were no transactions with the related parties during the year hencenot commented upon

(xiv) According to the information and explanations given to us and on anoverall examination of the Balance Sheet the Company has not madeany preferential allotment or private placement of shares or fully or partlyconvertible debentures during the year under review and hence reportingrequirements under clause 3(xiv) are not applicable to the Company andnot commented upon

(xv) According to the information and explanations given by the managementthe Company has not entered into any non-cash transactions with thedirectors or persons connected with him as referred to in Section 192 ofCompanies Act 2013

(xvi) According to the information and explanations given to us the provisionsof Section 45-IA of the Reserve Bank of India Act 1934 are not applicableto the Company

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 39

ANNEXURE 2 TO THE INDEPENDENT AUDITORrsquoS REPORT OF EVEN DATEON THE STANDALONE FINANCIAL STATEMENTS OF OMANSHENTERPRISES LIMITED

Report on the Internal Financial Controls under Clause (i) of Sub-section 3of Section 143 of the Companies Act 2013 (ldquothe Actrdquo)

To the Members of Omansh Enterprises Limited

We have audited the internal financial controls over financial reporting of OmanshEnterprises Limited (ldquothe Companyrdquo) as of 31st March 2017 in conjunction withour audit of the standalone financial statements of the Company for the year endedon that date

Managementrsquos Responsibility for Internal Financial Controls

The Companyrsquos Management is responsible for establishing and maintaininginternal financial controls based on the internal control over financial reportingcriteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial ControlsOver Financial Reporting issued by the Institute of Chartered Accountants of IndiaThese responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuringthe orderly and efficient conduct of its business including adherence to theCompanyrsquos policies the safeguarding of its assets the prevention and detectionof frauds and errors the accuracy and completeness of the accounting recordsand the timely preparation of reliable financial information as required under theCompanies Act 2013 (lsquothe Actrsquo)

Auditorrsquos Responsibility

Our responsibility is to express an opinion on the Companyrsquos internal financialcontrols over financial reporting based on our audit We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting (the ldquoGuidance Noterdquo) and the Standards on Auditing asspecified under section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls both applicable to an audit of Internal Financial Controlsand both issued by the Institute of Chartered Accountants of India ThoseStandards and the Guidance Note require that we comply with ethical requirementsand plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects

Our audit involves performing procedures to obtain audit evidence about theadequacy of the internal financial controls system over financial reporting andtheir operating effectiveness Our audit of internal financial controls over financialreporting included obtaining an understanding of internal financial controls overfinancial reporting assessing the risk that a material weakness exists and testing

Omansh Enterprises Limited Annual Report 2016-2017 40

and evaluating the design and operating effectiveness of internal control basedon the assessed risk The procedures selected depend on the auditorrsquos judgementincluding the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error

We believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the internal financial controls systemover financial reporting

Meaning of Internal Financial Controls Over Financial Reporting

A companyrsquos internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles A companyrsquos internal financialcontrol over financial reporting includes those policies and procedures that (1)pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company (2)provide reasonable assurance that transactions are recorded as necessary topermit preparation of financial statements in accordance with generally acceptedaccounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorisations of management and directorsof the company and (3) provide reasonable assurance regarding prevention ortimely detection of unauthorised acquisition use or disposition of the companyrsquosassets 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 financialreporting including the possibility of collusion or improper management overrideof controls material misstatements due to error or fraud may occur and not bedetected Also projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes inconditions or that the degree of compliance with the policies or procedures maydeteriorate

Omansh Enterprises Limited Annual Report 2016-2017 41

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at 31st March 2017 basedon the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls Over Financial Reporting issued bythe Institute of Chartered Accountants of India

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 42

Amount in Particulars Note As At As At

No 31032017 31032016

OMANSH ENTERPRISES LIMITEDRegd off SHOP NO QD-37 DDA MARKET PITAMPURA NEW DELHI-110034

BALANCE SHEET AS AT 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I EQUITY AND LIABILITIES(1) Shareholderrsquos Funds

(a) Share Capital 2 3550000000 3550000000(b) Reserves and Surplus 3 90954266 68038074(c) Money received against share warrants - 3640954266 - 3618038074

(2) Share application money pending allotment - -(3) Non-Current Liabilities

(a) Long-term borrowings - -(b) Deferred tax liabilities (Net) 121300 -(c) Other Long term liabilities - -(d) Long term provisions - 121300 - -

(4) Current Liabilities(a) Short-term borrowings - -(b) Trade payables 4 2658855175 2385034725(c) Other current liabilities 5 13400000 31328100(d) Short-term provisions - 2672255175 - 2416362825

Total 6313330741 6034400899II ASSETS(1) Non-current assets

(a) Fixed assets (i) Tangible assets 6 2888600 4902500 (ii) Intangible assets - - (iii) Capital work-in-progress - - (iv) Intangible assets under development - -(b) Non-current investments 7 801500000 801500000(c) Deferred tax assets (net) - 413300(d) Long term loans and advances 8 910000000 1232160100(e) Other non-current assets - 1714388600 - 2038975900

(2) Current assets(a) Current investments - -(b) Inventories - -(c) Trade receivables 9 4311808246 3931054446(d) Cash and cash equivalents 10 262853595 19436253(e) Short-term loans and advances 11 10054300 16482300(f) Other current assets 12 14226000 4598942141 28452000 3995424999

Total 6313330741 6034400899Significant Accounting PoliciesNotes on financial Statements 1-27

Omansh Enterprises Limited Annual Report 2016-2017 43

Amount in

Particulars Note 2016-17 2015-16No

OMANSH ENTERPRISES LIMITED

STATEMENT OF PROFIT amp LOSS FOR THE YEAR ENDED 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I Revenue from operations 20 1735111517 2138004325II Other Income 21 598242 165707300III Total Revenue I+II 1735709759 2303711625IV Expenses

Purchase of Stock-in-Trade (Net of Return) 1556101986 2019177290Changes in inventories of finished goods work-in-progress and Stock-in-Trade - -Employee benefit expense 22 38500000 92100000Financial costs 23 - 371112Depreciation and amortization expense 24 16239900 22358900Other expenses 25 91717081 130240960

IV Total Expenses 1702558967 2264248262V Profit before exceptional and extraordinary items and tax III-IV 33150792 39463363VI Exceptional Items - -VII Profit before extraordinary items and tax V-VI 33150792 39463363VIII Extraordinary Items - -IX Profit before tax VII-VIII 33150792 39463363X Tax expense

(1) Current tax 9700000 11638100(2) Deferred tax 534600 27512500

XI Profit(Loss) from the perid from continuing operations IX-X 22916192 312763XII Profit(Loss) from discontinuing operations - -XIII Tax expense of discounting operations - -XIV Profit(Loss) from Discontinuing operations XII-XIII - -XV Profit(Loss) for the period XI+XIV 22916192 312763XVI Earning per equity share 26

(1) Basic 001 000(2) Diluted 001 000

Omansh Enterprises Limited Annual Report 2016-2017 44

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2017(Amount in )

Particulars 2016-17 2015-16A Cash Flow from Operating Activities

Profit(Loss) before Taxation 331508 394634Adjustments for Depreciation 20139 81329Preliminary expenses 142260 142260Loss (Profit) on Sale of assets - -Finance cost - 3711Interest Income - -Operating Profit(Loss) before Working Capital Changes 493907 621934Adjustments for Trade and Other Receivables (3807538) 198975Inventories - -Loans and Advances 3285881 (4365027)Trade and Other Payables 2558924 859666Provisions - -Other current Assets - 6837Cash Generated from Operations 2531173 (2677615)Direct Tax Paid (97000) (116381)Net Cash generated from Operating Activities 2434173 (2793996)

B Cash Flow from Investing ActivitiesPurchase of Fixed Assets - -Sale of assets - -Investments - -Interest Income - -Net Cash used in Investing Activities - -

C Cash Flow from Financing ActivitiesProceeds of Borrowings - -Finance cost - (3711)Net Cash generated from in Financing Activities - (3711)Net Increase(Decrease) in Cash and Cash Equivalents (A+B+C) 2434173 (2797708)Cash and Cash Equivalents Opening 194362 2992070Cash and Cash Equivalents Closing 2628536 194362

Notes1 The above Cash Flow Statement has been prepared under the indirect method as set out in the Accounting Standard on Cash Flow Statement

(AS-3)2 Figures in Brackets indicate Cash Outflow3 Previous Year rsquos figures have been recast regrouped and restated where ever necessary

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 45

Notes Forming Part of Financial Statements

NOTE 1

A CORPORATE INFORMATION

The company is engaged in the business of trading in ClothClothingFabric in India the disclosure requirements of AccountingStandard-17 Segment Reporting are not applicable

B SIGNIFICANT ACCOUNTING POLICIES

I BASIS OF PREPARATION

The accompanying financial statements have been prepared andpresented as a going concern under historical cost convention onthe accrual basis of accounting unless otherwise stated inaccordance with the generally accepted accounting principles inIndia (Indian GAAP) and comply with the Accounting Standardsspecified under Section 133 of the Companies Act 2013 (The Act)read with paragraph 7 of the Companies (Accounts) Rules 2014and relevant provisions of the Companies Act 2013

The accounting policies have been consistently applied by theCompany and are consistent with those used in the previous year

All assets and liabilities have been classified as current or non-current as per the Companyrsquos normal operating cycle and othercriteria set out in the Schedule III of the Companies Act 2013Based on the nature of products and the time between theacquisition of assets for processing and their realisation in cashand cash equivalents the Company has ascertained its operatingcycle as up to twelve months for the purpose of currentnon-currentclassification of assets and liabilities

II USE OF ESTIMATES

The preparation of financial statements in conformity with IndianGAAP requires the management to make judgements estimatesand assumptions that affect the reported amounts of revenuesexpenses assets and liabilities and disclosure of contingentliabilities at the end of the reporting period Although these

Omansh Enterprises Limited Annual Report 2016-2017 46

estimates are based on the managementrsquos best knowledge ofcurrent events and actions uncertainty about these assumptionsand estimates could result in the outcomes requiring a materialadjustment to the carrying amounts of assets or liabilities in futureperiods

Significant estimates used by the management in the preparationof these financial statements include the useful life of fixed assetsand intangible assets and provisions for doubtful debtsadvancesDifference if any between the actual results and estimates arerecognized in the period in which the results are knownmaterialized

III FIXED ASSETS AND DEPRECIATION

Fixed assets are recorded at cost of acquisition and installationincluding freight duties levies less accumulated depreciation Costof acquisition includes rates taxes and any other directlyattributable cost for bringing the asset to its working condition forintended use

Depreciation on Tangible Fixed Assets is provided on Written DownValue method using the rates arrived at based on the useful livesas specified in the Schedule II of the Companies Act 2013 orestimated by the management The Company has used thefollowing useful life to provide depreciation on its fixed assets

Omansh Enterprises Limited Annual Report 2016-2017 47

(a) Assets where useful life is same as Schedule II

Assets Useful Life as Prescribedby Schedule II of theCompanies Act 2013

Factory Building 30 years

Plant amp Machinery (other thancontinuous process plant notcovered under specific industries) 15 years

Furniture amp Fittings 10 years

Motor Cycles scooters and other mopeds 10 years

Vehicles (Motor Cars) 8 years

Office Equipments 5 years

Computer printers amp data processing units 3 years

Electrical Installations 10 years

(b) Assets where useful life differ from Schedule II

Fixed Assets individually costing less than Rupees five thousandare fully depreciated in the year of purchase

(c) Depreciation

Depreciation on the Fixed Assets addeddisposed offdiscardedduring the year is provided on pro-rata basis with reference to thedate of additiondisposaldiscarding and in the case of capitalisationof any asset depreciation is charged from the date the same isreadyput to use to the Statement of Profit and Loss

IV INTANGIBLE ASSETS AND AMORTISATION

Intangible Assets are stated at acquisition cost net of accumulatedamortisation and accumulated impairment losses if any Intangibleassets are amortised on a straight-line basis over their estimateduseful lives

Omansh Enterprises Limited Annual Report 2016-2017 48

The Company amortises miscellaneous expenditure representingthe Companyrsquos formation expenses over a period of 5 yearsFurther the cost of Direct Listing of Equity Shares on BSE Limitedhas also been included in the same

V BORROWING COSTS

Borrowing Costs attributable to acquisition and construction ofqualifying assets are capitalised as a part of the cost of such assetsup to the date when such assets are ready for its intended useOther borrowing costs are charged to the Statement of Profit andLoss in the period in which they are incurred

VI FOREIGN CURRENCY TRANSACTIONS

The Company has not dealt with any foreign currency transactionduring the Financial Year

VII INVESTMENTS

Investments which are readily realisable and intended to be heldfor not more than one year from the date on which such investmentsare made are classified as current investments All otherinvestments are classified as long-term investments

Investments are recorded at cost on the date of purchase whichinclude acquisition charges such as brokerage stamp duty taxesetc Current Investments are stated at lower of cost and netrealisable value Long-term investments are stated at cost afterdeducting provisions made if any for other than temporarydiminution in the value

VIII REVENUE RECOGNITION

Revenue is recognised to the extent that it is probable that theeconomic benefits will flow to the Company and can be reliablymeasured

Revenue from sale of products is recognised when the significantrisks and rewards of ownership of the goods have passed to thebuyer Sale of goods are recorded net of trade discounts rebatesSales Tax Value Added Tax and gross of Excise Duty

Omansh Enterprises Limited Annual Report 2016-2017 49

Interest income is recognized on a time proportion basis takinginto account the amount outstanding and the rate applicable

Dividend income on investments is accounted for on receipt of thesame

All expenses and income to the extent considered payable andreceivable respectively unless specifically stated be otherwise areaccounted for on mercantile basis

IX RETIREMENT AND OTHER EMPLOYEE BENEFITS

(a) Provident Fund

Provision of Provident Fund is not applicable to theCompany

(b) Gratuity

No provision for gratuity has been made as there is noamount due towards Gratuity payable

(c) Compensated Leaves

Unutilized leave of staff lapses as at the year end and isnot encashable Accordingly no provision is made forcompensated Leaves

X TAXATION

Tax expense comprises of current and deferred tax

Current Tax

Provision for current tax is made after taking into considerationbenefits admissible under the provisions of the Income-tax Act1961 Minimum Alternative Tax (MAT) credit is recognized wherethere is convincing evidence that the same can be utilized in future

Current tax assets and current tax liabilities are offset when thereis a legally enforceable right to set off the recognized amounts andthere is an intention to settle the asset and the liability on a netbasis

Omansh Enterprises Limited Annual Report 2016-2017 50

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 22: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

Annexure-INOMINATION amp REMUNERATION POLICY

(DIRECTORS KMP amp SENIOR MANAGEMENT)

INTRODUCTION

In pursuance of the Companyrsquos philosophy to consider its employees as itsinvaluable assets to pay equitable remuneration to all Directors Key ManagerialPersonnel (KMP) and employees of the Company to harmonize the aspirationsof human resources consistent with the goals of the Company and in terms of theprovisions of the Companies Act 2013 this policy on nomination and remunerationof Directors Key Managerial Personnel and Senior Management has beenformulated by the Nomination amp Remuneration Committee and approved by theBoard of DirectorsOBJECTIVE

The objective and purpose of the Policy are as given below1 To lay down criteria and terms and conditions with regard to identifying persons

who are qualified to become Directors (Executive and Non-Executive) andpersons who may be appointed in Senior Management and Key Managerialpositions and to determine their remuneration

2 To carry out evaluation of the performance of Directors as well as KeyManagerial and Senior Management Personnel

3 To provide them reward linked directly to their effort performance dedicationand achievement of Organizationrsquos goals as entrusted on them

4 To retain motivate and promote talent and to ensure long term retention oftalented managerial persons and create competitive advantage In the contextof the aforesaid objectives the following policy has been framed andrecommended by the Nomination amp Remuneration Committee and adoptedby the Board of Directors

PART ndash A

POLICY FOR APPOINTMENT AND REMOVAL OF DIRECTOR KMP AND SENIORMANAGEMENTAPPOINTMENT

1 The candidate for a position at Director KMP or Senior Management level ismet by the Managing Director in consultation with the other Directors Theinterview is targeted at assessing the candidate on his her functional ampleadership capabilities and cultural fitment to the organization

2 The MD assesses the shortlisted candidates3 The selected candidatersquos details and the proposed compensation is shared

with the Nomination amp Remuneration Committee for their review andsuggestions The same is shared with the Board at the next board meeting

Omansh Enterprises Limited Annual Report 2016-2017 19

TERM TENURE

The tenure for Directors shall be governed by the terms defined in the CompaniesAct 2013 However the tenure for other KMP and Senior Management Personnelwill be governed by Terms of Appointment in accordance with the RecruitmentPolicy of the CompanyEVALUATION

The performance of the KMP and Senior Management Personnel is evaluated atregular intervals (half yearly yearly) by the Managing Director The performanceevaluation of Independent Directors shall be done by the Board excluding theDirector being evaluated basis the contributions made to the Board deliberationson various matters including business strategy financial strategy operations costand risk management etc and suggestions given in this regardREMOVAL

Due to reasons for any disqualification mentioned in the Companies Act 2013rules made thereunder or under any other applicable Act rules and regulationsthe Managing Director may recommend to the Committee and the Board withreasons recorded in writing removal of a Director subject to the provisions andcompliance of the said Act rules and regulationsFor other KMP or Senior Management Personnel the removal will be governedby the Terms of Appointment in accordance with the Recruitment Policy of theCompany and the subsequent approval of the Managing DirectorRETIREMENT

The Director KMP and Senior Management Personnel shall retire as per theapplicable provisions of the Companies Act 2013 and the prevailing policy of theCompany The Managing Director will have the discretion to retain the DirectorKMP Senior Management Personnel in the same position remuneration orotherwise even after attaining the retirement age for the benefit of the Company

PART ndash B

POLICY RELATING TO EVALUATION AND REMUNERATION OF THE KMP ANDSENIOR MANAGEMENT PERSONNELEVALUATION PROCESS

The three Point Rating scale for performance review of Executive Director KMPand Senior Management is to be followed1 Rating on Basic Job Responsibilities indicating whether the basic job

responsibilities have been met during the year2 Rating on Goals Annual rating on each goal on a five-point scale Weighted

average of the ratings is calculated to arrive at a lsquoWeighted Goal Scorersquo3 Rating on Capabilities Factors The qualitative aspects of the performance is

assessed using the Capabilities Factors by the supervisor on a five-pointscale

Omansh Enterprises Limited Annual Report 2016-2017 20

Based on a holistic view of the Three Point Rating the supervisor provides anoverall Rating This rating is reviewed by the Managing Director along with theimmediate reporting officer who does a Qualitative review of the performancebased on the efforts put in by the employee results achieved and impact of theexternal and internal factors to arrive at a lsquoFinal Annual RatingrsquoThe revision in the total remuneration is directly linked to the lsquoFinal Annual Ratingrsquofor all employees1 The remuneration compensation commission etc to the KMP and Senior

Management Personnel will be determined by the Managing Director inconsultation with other Directors (except the Independent Directors) inaccordance with the Recruitment Policy of the Company which is based uponthe Final Annual Rating employee potential and market benchmarkcompensation The revised remuneration is shared with the Nomination ampRemuneration Committee for review

2 The remuneration compensation commission etc shall be subject to theprior post approval of the shareholders of the Company and CentralGovernment wherever required

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanDate September 4 2017 Managing Director Wholetime DirectorPlace New Delhi DIN 07639422 DIN 07835068

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 21

Omansh Enterprises Limited Annual Report 2016-2017 22

lsquoAnnexure-IIrsquoForm No MGT-9

EXTRACT OF ANNUAL RETURNAs on the financial year ended on 31032017

[Pursuant to Section 92(3) of the Companies Act 2013 and rule 12(1)of the Companies (Management and Administration) Rules 2014]

I REGISTRATION AND OTHER DETAILS

i) CIN L21011DL1974PLC241646ii) Registration Date 20031974iii) Name of the Company OMANSH ENTERPRISES LIMITEDiv) Category Sub-Category of the Company Public Company Limited by Shares amp Having Share Capitalv) Address of the Registered office and contact details SHOP NO 37 QD BLOCK DDA MARKET

PITAMPURA NEW DELHI - 110034Email infoomanshenterprisescom

vi) Whether listed company Yesvii) Name and Address of Registrar amp Transfer Agents ( RTA )

Name of Registrar amp Transfer Agents Skyline Financial Services Private LimitedAddress D-153 A 1st Floor Okhla Industrial Area Phase-ITown City New DelhiState DelhiPin Code 110020Telephone +91-(0)11-6473 2681 6473 2682Fax Number +91-(0)11-2681 2682Email Address adminskylinertacom

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-SNo Name and Description of NIC Code of the to total turnover

main products services Product service of the company1 Whole sale of textiles and clothing 46411 9892

III PARTICULARS OF HOLDING SUBSIDIARY AND ASSOCIATE COMPANIES No of companies for which information is being filloed = NILSNo Name and Address of the Company CINGLN Holding of shares held Applicable Section

SubsidiaryAssociates

Not applicable

Omansh Enterprises Limited Annual Report 2016-2017 23

No of Shares held at the beginning of the year No of Shares held at the end of the year

C at eg o r y o f D e ma t P h y s i ca l T o t a l o f D e ma t P h y s i ca l T o t a l o f C h a n g eS h a r e h o ld er s Tot al S hares Tot al S hares d ur in g t he year

A Promoters(1) Indiana) IndividualHUF 3114500 0 3114500 1755 3114500 0 3114500 1755 000b) Central Govt 0 0 0 000 0 0 000 000 000c) State Govt (s) 0 0 0 000 0 0 000 000 000d) Bodies Corp 4532000 0 4532000 2553 4532000 0 4532000 2553 000e) Banks FI 0 0 0 000 0 0 000 000 000f) Any Otherhellip 0 0 0 000 0 0 000 000 000Sub-total (A) (1)- 7646500 0 7646500 4308 7646500 0 7646500 4308 000(2) Foreign 0 0 0 000 0 0 0 000 000a) NRIs - Individuals 0 0 0 000 0 0 0 000 000b) Other ndash Individuals 0 0 0 000 0 0 0 000 000c) Bodies Corp 0 0 0 000 0 0 0 000 000d) Banks FI 0 0 0 000 0 0 0 000 000e) Any Otherhellip 0 0 0 000 0 0 0 000 000Sub-total (A) (2)- 0 0 0 000 0 0 0 000 000Total shareholding of Promoter(A) = (A)(1)+(A)(2) 7646500 0 7646500 4308 7646500 0 7646500 4308 000B Public Shareholding 1 Insti tutions a) Mutual Funds 0 0 0 000 0 0 0 000 000b) Banks FI 0 0 0 000 0 0 0 000 000c) Central Govt 0 0 0 000 0 0 0 000 000d) State Govt(s) 0 0 0 000 0 0 0 000 000e) Venture Capital Funds 0 0 0 000 0 0 0 000 000f) Insurance Companies 0 0 0 000 0 0 0 000 000g) FIIs 0 0 0 000 0 0 0 000 000h) Foreign Venture Capital Funds 0 0 0 000 0 0 0 000 000i) Others (specify) 0 0 0 000 0 0 0 000 000Sub-total (B)(1)- 0 0 0 000 0 0 0 000 0002 Non-Institutions a) Bodies Corp i) Indian 3296183 25000 3321183 1871 2695355 25000 2720355 1533 -338ii) Overseas 0 0 0 000 0 0 0 000 000b) Individuals i) Individual shareholdersholding nominal share capitalupto Rs 1 lakh 1688546 410000 2098546 1182 718726 409050 1127776 635 -547ii) Individual shareholdersholding nominal sharecapital in excess of Rs 1 lakh ldquo 3745717 616000 4361717 2457 5227885 616000 5843885 3292 835c) Others (specify) 321054 1000 322054 181 410484 1000 411484 232 051Sub-total (B)(2)- 9051500 1052000 10103500 5692 9052450 1051050 10103500 5692 000Total Public Shareholding(B)=(B)(1)+(B)(2) 9051500 1052000 10103500 5692 9052450 1051050 10103500 5692 000C Shares held by Custodianfor GDRs amp ADRs 0 0 0 000 0 0 0 000 000Grand Total (A+B+C) 16698000 1052000 17750000 10000 16698950 1051050 17750000 10000 000

IV SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)A Category-wise Share Holding

Omansh Enterprises Limited Annual Report 2016-2017 24

B Shareholding of Promoters

S Shareholder rsquos Name No of of of shares No of of of shares changeNo Shares tota l pledged Shares tota l pledged in share

Shares encum- shares of encum- hold-of the bered to the bered to ing during

company tota lshares company tota lshares the year1 Mr Gaurav Mutreja 14500 008 000 14500 008 000 0002 Mr Chander Bhan 100000 056 000 100000 056 000 0003 Ms Atharva Professsional Consultants LLP 500000 282 000 500000 282 000 0004 Ms JK Lrsquoatelier Limited 2500000 1408 000 2500000 1408 000 0005 Mr Gaurav Bhatia 50000 028 000 50000 028 000 0006 Ms Gaurav Sukhija (HUF) 250000 141 000 250000 141 000 0007 Ms Komal Sukhi ja 250000 141 000 250000 141 000 0008 Ms Mukesh Sukhija (HUF) 50000 028 000 50000 028 000 0009 Ms Neelam Bhatia 600000 338 000 600000 338 000 00010 Ms Neelam Rani 100000 056 000 100000 056 000 00011 Mr Om Prakash Sukhi ja 700000 394 000 700000 394 000 00012 Ms Pooja Bhatia 150000 085 000 150000 085 000 00013 Ms Raj Kanta Sukhi ja 250000 141 000 250000 141 000 00014 Ms Rashmi Sukhi ja 550000 310 000 550000 310 000 00015 Ms Shi lpa Bhatia 50000 028 000 50000 028 000 00016 Ms Achyut Properties Private Limited 500000 282 000 500000 282 000 00017 Ms Ranji tgarh Finance Company PrivateLimited 1032000 581 000 1032000 581 000 000

Shareholding at the beginning of the year Shareholding at the end of the year

Omansh Enterprises Limited Annual Report 2016-2017 25

C Change in Promotersrsquo Shareholding

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company companySAME AS MENTIONED IN ldquoBrdquo ABOVE

Shareholding at the beginning of the year Shareholding at the end of the year

D Shareholding Pattern of top ten Shareholders (other than Directors Promoters and Holders ofGDRs and ADRs)

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 NAU NIDH FINANCE LIMITED BODY 2500000 1408 2500000 1408

CORPORATE2 KAMALJIT GHAI INDIVIDUAL 250000 141 250000 1413 BHALINDER GHAI INDIVIDUAL 250000 141 250000 1414 HARMEET GHAI INDIVIDUAL 250000 141 250000 1415 GEETA CHADHA INDIVIDUAL 250000 141 250000 1416 MANAN NARANG INDIVIDUAL 250000 141 500000 2827 RAJIV CHADHA INDIVIDUAL 250000 141 250000 1418 NAVEEN NARANG INDIVIDUAL 250000 141 500000 2829 SUMITRA NARANG INDIVIDUAL 250000 141 500000 28210 SATISH CHANDER NARANG INDIVIDUAL 250000 141 500000 282

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

Omansh Enterprises Limited Annual Report 2016-2017 26

E Shareholding of Directors and Key Managerial Personnel

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 Radhey Shayam Whole Time Director 500 000 500 0002 Gaurav Mutre ja Director 14500 008 14500 008

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

V INDEBTEDNESSParticulars Secured Loans Unsecured Deposi ts Total

excluding deposits Loans Indebtedness

VI REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL A Remuneration to Managing Director Whole-time Directors andor Manager

Gross Salary CommissionS Name of (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others Total CeilingNo MDWTD per provision perquisites in lieu of Option Equity profit as per

Manager contained us 17(2) salary the Actin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

NOT ANY

Indebtedness at the beginning of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

Change in Indebtedness during the financial yearAdditionReductionNet Change

Indebtedness at the end of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

NOT APPLICABLE

Omansh Enterprises Limited Annual Report 2016-2017 27

B Remuneration to other directors

Independent Directors Other Non-Executive DirectorS Name of Fee for Commission Others Total 1 Fee for Comm- Others Total Total Total Over-No Director attending attend- ission (2) (1+2) Mana- all

board ing gerial Ceilingcommittee board Remu- as permeetings commi- nerat- the Act

ttee ionmeet-ings

NOT ANY

C Remuneration to Key Managerial Personnel Other than MDManagerWTD

Gross Salary CommissionS Name of Key (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others TotalNo Managerial per provision perquisites in lieu of Option Equity profit

Personnel contained us 17(2) salaryin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

Not Any

Omansh Enterprises Limited Annual Report 2016-2017 28

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Manoj Ramesh Kumar Chauhan Seema KhanWhole Time Director Managing DirectorDIN 07835068 DIN 07639422

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

VII PENALTIES PUNISHMENT COMPOUNDING OF OFFENCES

Type Section of the Brief Detail of Authority [RDNCLT] Appeal made if anyCompanies Description Penalty Punishment Court] (give Details)

Act Compoundingfees imposed

A COMPANYPenaltyPunishment NOT ANYCompoundingB DIRECTORSPenaltyPunishment NOT ANYCompoundingC OTHER OFFICERS IN DEFAULTPenaltyPunishment NOT ANYCompounding

Omansh Enterprises Limited Annual Report 2016-2017 29

Annexure III

FORM NO MR-3SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED 31ST MARCH 2017[Pursuant to Section 204(1) of the Companies Act 2013 and Rule No9 of the

Companies (Appointment and Remuneration Personnel) Rules 2014]

ToThe MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034We have conducted the secretarial audit of the compliance of applicable statutoryprovisions and the adherence to good corporate practices by Omansh EnterprisesLimited (CIN L21011DL1974PLC241646) (hereinafter called ldquothe companyrdquo)Secretarial Audit was conducted in a manner that provided us a reasonable basisfor evaluating the corporate conductsstatutory compliances and expressing ouropinion thereonBased on our verification of Omansh Enterprises Limited books papers minutebooks forms and returns filed and other records maintained by the company andalso the information provided by the Company its officers agents and authorizedrepresentatives during the conduct of the Secretarial Audit we hereby report thatin our opinion the Company has during the audit period covering the financialyear ended on March 31 2017 complied with the statutory provisions listedhereunder and also that the Company has proper Board processes and compliancemechanism in place to the extent in the manner and subject to the reportingmade hereinafterWe have examined the books papers minute books forms and returns filedand other records maintained by Omansh Enterprises Limited for the financialyear ended on March 31 2017 according to the provisions of

1 The Companies Act 2013 (the Act) and the rules made thereunder2 The Securities Contracts (Regulation) Act 1956 (lsquoSCRArsquo) and the rules made

thereunder3 The Depositories Act 1996 and the Regulations and Bye-laws framed

thereunder4 Foreign Exchange Management Act 1999 and the rules and regulations made

thereunder to the extent of Foreign Direct Investment Overseas DirectInvestment and External Commercial Borrowings (During the period underreview the Company has not entered into any transaction requiring

Omansh Enterprises Limited Annual Report 2016-2017 30

compliances with the Foreign Exchange Management Act 1999 and therules and regulations made thereunder to the extent of Foreign DirectInvestment Overseas Direct Investment and External CommercialBorrowings)

5 The Securities and Exchange Board of India (Substantial Acquisition of Sharesand Takeovers) Regulations 2011

6 The Securities and Exchange Board of India (Prohibition of Insider Trading)Regulations 2015

7 The Securities and Exchange Board of India (Issue of Capital and DisclosureRequirements) Regulations 2009

8 The Securities and Exchange Board of India (Employee Stock Option Schemeand Employee Stock Purchase Scheme) Guidelines 1999 (During the periodunder review the Company has not entered into any transaction requiringcompliances with the Securities and Exchange Board of India (EmployeeStock Option Scheme and Employee Stock Purchase Scheme)Guidelines 1999)

9 The Securities and Exchange Board of India (Issue and Listing of DebtSecurities) Regulations 2008 (During the period under review theCompany has not entered into any transaction requiring complianceswith the Securities and Exchange Board of India (Issue and Listing ofDebt Securities) Regulations 2008)

10 The Securities and Exchange Board of India (Registrars to an Issue andShare Transfer Agents) Regulations 1993 regarding the Companies Act anddealing with client

11 The Securities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009)

12 The Securities and Exchange Board of India (Buyback of Securities)Regulations 1998 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Buyback of Securities)Regulations 1998)

OTHER APPLICABLE LAWS

With respect to the compliance system prevailing in the Company and onexamination of the relevant documents and records in pursuance thereof on testcheck basis the Company has complied with the following laws applicable to theCompany

Omansh Enterprises Limited Annual Report 2016-2017 31

1 Indian Contract Act 18722 Income Tax Act 1961 to the extent of Tax Deducted at Source under various

Section and TDS Returns filed3 Indirect Tax Laws relating to collections deductions wherever applicable

payments made and returns filedWe have also examined compliance with the applicable clauses of thefollowing

1 Secretarial Standards issued by The Institute of Company Secretaries of India2 The Listing Agreements entered into by the Company with BSE Ltd pursuant

to SEBI (Listing Obligation and Disclosure Requirement) Regulations 2015During the period under review the Company has complied with the provisions ofthe Act Rules Regulations Guidelines Standards etc mentioned aboveWe further report that

The Board of Directors of the Company is duly constituted with proper balance ofExecutive Directors Non-Executive Directors and Independent Directors Thechanges in the composition of the Board of Directors that took place during theperiod under review were carried out in compliance with the provisions of the ActAdequate notice is given to all directors to schedule the Board Meetings agendaand detailed notes on agenda were sent at least seven days in advance and asystem exists for seeking and obtaining further information and clarifications onthe agenda items before the meeting and for meaningful participation at themeetingMajority decision is carried unanimously however the dissenting membersrsquo viewsif any are captured and recorded as part of the minutesWe further report that there are adequate systems and processes in the companycommensurate with the size and operations of the company to monitor and ensurecompliance with applicable laws rules regulations and guidelinesWe further report that during the audit period

1 During the financial year ended March 31 2017 the Company has notappointed Company Secretary (CS) and Chief Financial Officer (CFO) on theBoard of the Company in compliance with Section 203 of the Companies Act2013 however the Company has appointed CS and CFO wef May 292017 and September 4 2017 respectively

2 The Company has not appointed an Internal Auditor in compliance withprovision of Section 138 of Companies Act 2013

3 There were instances of delay in filing the Forms as required to be filed withRegistrar of Companies Delhi and the Company has paid additional fees forthe same

Note This report is to be read with our letter of even date which annexed asAnnexure A and forms an integral part of this report

Omansh Enterprises Limited Annual Report 2016-2017 32

Annexure A to the Secretarial Audit Report

The MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034

1 We have not verified the correctness and appropriateness of financial recordsand Books of Accounts of the Company

2 Where ever required we have obtained the Management representation aboutthe compliance of laws rules and regulations and happening of events etc

3 The compliance of the provisions of Corporate and other applicable lawsrules regulations standards is the responsibility of management Ourexamination was limited to the verification of procedures on the random testbasis

4 We have followed the audit practices and processes as were appropriate toobtain reasonable assurance about the correctness of the contents of thesecretarial records The verification was done on the random test basis toensure that correct facts are reflected in secretarial records We believe thatthe processes and practices we followed provide a reasonable basis for ouropinion

5 The Secretarial Audit report is neither an assurance as to the future viabilityof the company nor of the efficacy or effectiveness with which the managementhas conducted the affairs of the Company

For Amit R Dadheech amp Associates

Amit R DadheechM No 22889 CP No 8952Mumbai September 4 2017

MANAGEMENT DISCUSSION AND ANALYSIS

Your Directors are pleased to present the Management Discussion and AnalysisReports for the year ended March 31 2017 as underbull Overview

The Indian textile industry is one the largest and oldest sectors in the country andamong the most important in the economy in terms of output investment andemployment The sector employs nearly 45 million people directly and it is one ofthe largest sources of employment generation in the country The textile industrycontributes to 10 of manufacturing production 2 of Indiarsquos GDP and to 13 ofthe countryrsquos export earnings With direct linkages to the rural economy and theagriculture sector it has been estimated that one of every six households in thecountry depends on this sector either directly or indirectly for its livelihoodbull Industry Structure

Raw material costs have been increasing globally coupled with a shortage ofskilled workers While a shift is taking place of textiles industries from China andBangladesh to India the industrial climate in India has also become adverse dueto regular increases in input costs Any further appreciation of the Rupee willadversely affect exports from India Though the spinning industry has faredsomewhat better those with a presence in weaving processing or even compositebusinesses are facing the heat due to increases in input cost without being ableto pass on such higher costs to customers as the market is simply unable toabsorb the samebull Opportunities and Threat

There is good scope for growth for the textile industry as Indiarsquos share in theglobal trade in textiles is weak compared to other countries The free tradeenvironment is a great opportunity for the Indian textile industry to increase itsshare in the global market Chinese exports are slowing down on account of variousfactors inclusive of increase in domestic demand and rising costs This is a goodopportunity of which our textile industry should make use but smaller countrieslike Bangladesh Sri Lanka Pakistan Turkey and Vietnam etc are becomingformidable challengersLack of uninterrupted power increased power costs higher transaction costshigh cost of labour is hindering the progress However we are making all outefforts to cope with all these challenges by continuous efforts at cost reductionprocess improvements diversification of products and improving productivity byimproving efficienciesbull Business operations

The Company is engaged in the business of Textile industry During the yearunder review the industry faced various challenges due to global and economicslowdown and increasing rates of interest rates But looking at the huge potentialin India for Textile the company is hopeful of reenter into this sector The growthin the sector is very good and Management expects better results in forth comingyearOmansh Enterprises Limited Annual Report 2016-2017 33

bull Outlook

In light of the new and vibrant management of the company and steady growth inthe operations of the company and looking at the huge demand for residential aswell as commercial space in Delhi the company is hopeful of its upwardperformance the future growth for the benefit of its stakeholders at largebull Internal control System

The company has an effective internal control environment which ensures thatoperation are managed efficiently and effectively assets are safeguardedregulatory are complied with and transactions are recorded after appropriateauthorization The Company has an adequate internal control systemcommensurate with the size of the company and the nature of its business whichensures that functioning of the Company is managed efficiently and effectivelyassets are safeguarded regulatory compliances are complied with and transactionsare recorded after appropriate authorizationbull Human relations

Human resources have always been most valuable assets for Omansh EnterprisesLimited During the year the company has once again gained the confidence of itsHuman Resource as well and company constantly seeks to attract and retain thebest available talent Human resources management incorporates a process drivenapproach that invest regularly in the extensive training programs The Companycontinued to enjoy healthy industrial relations during the yearbull Forward Looking and Cautionary Statements

Management Discussion and Analysis contains forward-looking statementsconcerning the Companyrsquos future plans strategies and performance Theseforward-looking statements are not historical facts rather they representassumptions and beliefs based on economic financial and competitive datacurrently available Furthermore they are subject to a number of risks anduncertainties that without limitation relate to economic conditions fiercecompetition in the information service industry customer demand tax rulesregulations and other factors Readers of this annual report are cautioned not toplace undue reliance on these forward-looking statements The Company thereforewishes to caution readers that actual results may differ materially

On behalf of Board of Directorsof Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanManaging Director Wholetime DirectorDIN 07639422 DIN 07835068

DateSeptember 4 2017Place New Delhi

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 34

Independent Auditorrsquos Report

To the Members of Omansh Enterprises Limited

Report on the Financial Statements

We have audited the accompanying standalone financial statements of OmanshEnterprises Limited (ldquothe Companyrdquo) which comprise the Balance Sheet as atMarch 31 2017 the Statement of Profit and Loss and Cash Flow Statement for theyear then ended and a summary of significant accounting policies and otherexplanatory information

Managementrsquos Responsibility for the Financial Statements

The Companyrsquos Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 (ldquothe Actrdquo) with respect to the preparation ofthese standalone financial statements that give a true and fair view of the financialposition financial performance and cash flows of the Company in accordancewith accounting principles generally accepted in India including the AccountingStandards specified under section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014 and the Companies (Accounting Standards) AmendmentRules 2016 This responsibility includes maintenance of adequate accountingrecords in accordance with the provisions of the Act for safeguarding of the assetsof the Company and for preventing and detecting frauds and other irregularitiesselection and application of appropriate accounting policies making judgmentsand estimates that are reasonable and prudent and the design implementationand maintenance of adequate internal financial control that were operatingeffectively for ensuring the accuracy and completeness of the accounting recordsrelevant to the preparation and presentation of the financial statements that givea true and fair view and are free from material misstatement whether due to fraudor error

Auditorrsquos Responsibility

Our responsibility is to express an opinion on these standalone financial statementsbased on our audit We have taken into account the provisions of the Act theaccounting and auditing standards and matters which are required to be includedin the audit report under the provisions of the Act and the Rules made thereunderWe conducted our audit in accordance with the Standards on Auditing issued bythe Institute of Chartered Accountants of India as specified under Section 143(10)of the Act Those Standards require that we comply with ethical requirements andplan and perform the audit to obtain reasonable assurance about whether thefinancial statements are free from material misstatement

An audit involves performing procedures to obtain audit evidence about theamounts and disclosures in the financial statements The procedures selecteddepend on the auditorrsquos judgment including the assessment of the risks of materialmisstatement of the financial statements whether due to fraud or error In making

Omansh Enterprises Limited Annual Report 2016-2017 35

those risk assessments the auditor considers internal financial control relevantto the Companyrsquos preparation of the financial statements that give a true and fairview in order to design audit procedures that are appropriate in the circumstancesAn audit also includes evaluating the appropriateness of accounting policies usedand the reasonableness of the accounting estimates made by the CompanyrsquosDirectors as well as evaluating the overall presentation of the financial statementsWe believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the standalone financial statements

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the standalone financial statements give the information required bythe Act in the manner so required and give a true and fair view in conformity withthe accounting principles generally accepted in India of the state of affairs of theCompany as at 31st March 2017 its profit and its cash flows for the year endedon that date

Report on Other Legal and Regulatory Requirements

1 As required by the Companies (Auditorrsquos report) Order 2016 (ldquothe Orderrdquo)issued by the Central Government of India in terms of sub-section (11) ofSection 143 of the Act we give in the Annexure 1 a statement on the mattersspecified 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 whichto the best of our knowledge and belief were necessary for the purposeof our audit

b) In our opinion proper books of account as required by law have beenkept by the Company so far as it appears from our examination of thosebooks

c) The Balance Sheet Statement of Profit and Loss and Cash FlowStatement dealt with by this Report are in agreement with the books ofaccount

d) In our opinion the aforesaid standalone financial statements comply withthe Accounting Standards specified under Section 133 of the Act readwith Rule 7 of the Companies (Accounts) Rules 2014 and the Companies(Accounting Standards) Amendment Rules 2016

e) On the basis of written representations received from the directors as on31st March 2017 and taken on record by the Board of Directors none ofthe directors is disqualified as on 31st March 2017 from being appointedas a director in terms of Section 164(2) of the Act

Omansh Enterprises Limited Annual Report 2016-2017 36

f) With respect to the adequacy of the internal financial controls overfinancial reporting of the Company and the operating effectiveness ofsuch controls refer to our separate Report in ldquoAnnexure 2rdquo to this report

g) With respect to the other matters to be included in the Auditorrsquos Reportin accordance with Rule 11 of the Companies (Audit and Auditors) Rules2014 in our opinion and to the best of our information and according tothe explanations given to us

i The Company does not have any pending litigations which wouldimpact its financial position

ii The Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeablelosses

iii There has not been an occasion in which the company during theyear under report to transfer any sum to the Investor Education andProtection Fund Hence the question of delay in transferring suchsum does not arise

iv The Company has provided requisite disclosures in Note No 27 tothese standalone financial statements as to the holding of SpecifiedBank Notes on November 8 2016 to December 30 2016 as well asdealings in Specified Bank Notes during the period from November8 2016 to December 30 2016 Based on our audit procedures andrelying on the management representation regarding the holdingand nature of cash transactions including Specified Bank Noteswe report that these disclosures are in accordance with the books ofaccounts maintained by the Company and as produced to us by theManagement

For Satyendra Mrinal amp AssociatesChartered Accountants

Firm Registration Number 017068N

SK JainPartner

Membership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 37

Annexure 1 referred to in paragraph 1 under the heading ldquoReport on OtherLegal and Regulatory Requirementsrdquo of our Report of even date

(i) (a) The Company has maintained proper records showing fullparticulars including quantitative details and situation of fixedassets

(b) All fixed assets have been physically verified by the managementat regular intervals as informed to us no material discrepancieswere noticed on such verification

(c) According to the information and explanations given by themanagement the Company has not acquired any immovableproperty during the year under audit no comments under thesub-clause are required

(ii) The Company does not have any inventory and accordingly therequirements under paragraph 3(ii) of the Order are not applicable to theCompany

(iii) According to the information and explanation given to us the Companyhas not granted any loans secured or unsecured to companies firmsLimited Liability Partnerships or other parties covered in the registermaintained under Section 189 of the Act and hence clause 3(iii)(a) (b)and (c) of the Order are not applicable to the Company and hence notcommented upon

(iv) In our opinion and according to the information and explanations givento us there are no loans investments guarantees and securities grantedin respect of which provisions of Section 185 and 186 of the Act areapplicable and hence not commented upon

(v) The Company has not accepted any deposits within the meaning ofSections 73 to 76 of the Act and the Companies (Acceptance of Deposits)Rules 2014 (as amended) Accordingly the provisions of clause 3(v) ofthe Order are not applicable

(vi) To the best of our knowledge and as explained the Central Governmenthas not specified the maintenance of cost records under Section 148(1)of the Act for the productsservices of the Company

(vii) (a) According to the information and explanations given to us andbased on the records of the company examined by us thecompany is regular in depositing the undisputed statutory duesincluding income-tax and other statutory dues as applicablewith the appropriate authorities in India

(b) According to the information and explanations given to us andbased on the records of the company examined by us thereare no dues of Income tax which have not been deposited onaccount of any disputes However the remaining taxes specifiedunder the said sub-clause are not applicable to the company

Omansh Enterprises Limited Annual Report 2016-2017 38

(viii) In our opinion and according to the information and explanations givenby the management the Company has not availed of any loans from anyfinancial institution bank or government and not issued any debentures

(ix) In our opinion and according to the information and explanations givenby the management the Company has not raised any money by way ofinitial public offer or further public offer (including debt instruments) andthe company has not raisedtaken any term loan

(x) Based upon the audit procedures performed for the purpose of reportingthe true and fair view of the financial statements and according to theinformation and explanations given by the management we report thatno fraud by the company or no fraud on the company by the officers andemployees of the Company has been noticed or reported during the year

(xi) According to the information and explanations given by the managementthe company has complied with the provisions of Section 197 read withSchedule V of the Companies Act 2013

(xii) In our opinion the Company is not a nidhi company Therefore theprovisions of clause 3(xii) of the order are not applicable to the Companyand hence not commented upon

(xiii) According to the information and explanations given by the managementthere were no transactions with the related parties during the year hencenot commented upon

(xiv) According to the information and explanations given to us and on anoverall examination of the Balance Sheet the Company has not madeany preferential allotment or private placement of shares or fully or partlyconvertible debentures during the year under review and hence reportingrequirements under clause 3(xiv) are not applicable to the Company andnot commented upon

(xv) According to the information and explanations given by the managementthe Company has not entered into any non-cash transactions with thedirectors or persons connected with him as referred to in Section 192 ofCompanies Act 2013

(xvi) According to the information and explanations given to us the provisionsof Section 45-IA of the Reserve Bank of India Act 1934 are not applicableto the Company

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 39

ANNEXURE 2 TO THE INDEPENDENT AUDITORrsquoS REPORT OF EVEN DATEON THE STANDALONE FINANCIAL STATEMENTS OF OMANSHENTERPRISES LIMITED

Report on the Internal Financial Controls under Clause (i) of Sub-section 3of Section 143 of the Companies Act 2013 (ldquothe Actrdquo)

To the Members of Omansh Enterprises Limited

We have audited the internal financial controls over financial reporting of OmanshEnterprises Limited (ldquothe Companyrdquo) as of 31st March 2017 in conjunction withour audit of the standalone financial statements of the Company for the year endedon that date

Managementrsquos Responsibility for Internal Financial Controls

The Companyrsquos Management is responsible for establishing and maintaininginternal financial controls based on the internal control over financial reportingcriteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial ControlsOver Financial Reporting issued by the Institute of Chartered Accountants of IndiaThese responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuringthe orderly and efficient conduct of its business including adherence to theCompanyrsquos policies the safeguarding of its assets the prevention and detectionof frauds and errors the accuracy and completeness of the accounting recordsand the timely preparation of reliable financial information as required under theCompanies Act 2013 (lsquothe Actrsquo)

Auditorrsquos Responsibility

Our responsibility is to express an opinion on the Companyrsquos internal financialcontrols over financial reporting based on our audit We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting (the ldquoGuidance Noterdquo) and the Standards on Auditing asspecified under section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls both applicable to an audit of Internal Financial Controlsand both issued by the Institute of Chartered Accountants of India ThoseStandards and the Guidance Note require that we comply with ethical requirementsand plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects

Our audit involves performing procedures to obtain audit evidence about theadequacy of the internal financial controls system over financial reporting andtheir operating effectiveness Our audit of internal financial controls over financialreporting included obtaining an understanding of internal financial controls overfinancial reporting assessing the risk that a material weakness exists and testing

Omansh Enterprises Limited Annual Report 2016-2017 40

and evaluating the design and operating effectiveness of internal control basedon the assessed risk The procedures selected depend on the auditorrsquos judgementincluding the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error

We believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the internal financial controls systemover financial reporting

Meaning of Internal Financial Controls Over Financial Reporting

A companyrsquos internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles A companyrsquos internal financialcontrol over financial reporting includes those policies and procedures that (1)pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company (2)provide reasonable assurance that transactions are recorded as necessary topermit preparation of financial statements in accordance with generally acceptedaccounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorisations of management and directorsof the company and (3) provide reasonable assurance regarding prevention ortimely detection of unauthorised acquisition use or disposition of the companyrsquosassets 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 financialreporting including the possibility of collusion or improper management overrideof controls material misstatements due to error or fraud may occur and not bedetected Also projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes inconditions or that the degree of compliance with the policies or procedures maydeteriorate

Omansh Enterprises Limited Annual Report 2016-2017 41

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at 31st March 2017 basedon the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls Over Financial Reporting issued bythe Institute of Chartered Accountants of India

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 42

Amount in Particulars Note As At As At

No 31032017 31032016

OMANSH ENTERPRISES LIMITEDRegd off SHOP NO QD-37 DDA MARKET PITAMPURA NEW DELHI-110034

BALANCE SHEET AS AT 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I EQUITY AND LIABILITIES(1) Shareholderrsquos Funds

(a) Share Capital 2 3550000000 3550000000(b) Reserves and Surplus 3 90954266 68038074(c) Money received against share warrants - 3640954266 - 3618038074

(2) Share application money pending allotment - -(3) Non-Current Liabilities

(a) Long-term borrowings - -(b) Deferred tax liabilities (Net) 121300 -(c) Other Long term liabilities - -(d) Long term provisions - 121300 - -

(4) Current Liabilities(a) Short-term borrowings - -(b) Trade payables 4 2658855175 2385034725(c) Other current liabilities 5 13400000 31328100(d) Short-term provisions - 2672255175 - 2416362825

Total 6313330741 6034400899II ASSETS(1) Non-current assets

(a) Fixed assets (i) Tangible assets 6 2888600 4902500 (ii) Intangible assets - - (iii) Capital work-in-progress - - (iv) Intangible assets under development - -(b) Non-current investments 7 801500000 801500000(c) Deferred tax assets (net) - 413300(d) Long term loans and advances 8 910000000 1232160100(e) Other non-current assets - 1714388600 - 2038975900

(2) Current assets(a) Current investments - -(b) Inventories - -(c) Trade receivables 9 4311808246 3931054446(d) Cash and cash equivalents 10 262853595 19436253(e) Short-term loans and advances 11 10054300 16482300(f) Other current assets 12 14226000 4598942141 28452000 3995424999

Total 6313330741 6034400899Significant Accounting PoliciesNotes on financial Statements 1-27

Omansh Enterprises Limited Annual Report 2016-2017 43

Amount in

Particulars Note 2016-17 2015-16No

OMANSH ENTERPRISES LIMITED

STATEMENT OF PROFIT amp LOSS FOR THE YEAR ENDED 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I Revenue from operations 20 1735111517 2138004325II Other Income 21 598242 165707300III Total Revenue I+II 1735709759 2303711625IV Expenses

Purchase of Stock-in-Trade (Net of Return) 1556101986 2019177290Changes in inventories of finished goods work-in-progress and Stock-in-Trade - -Employee benefit expense 22 38500000 92100000Financial costs 23 - 371112Depreciation and amortization expense 24 16239900 22358900Other expenses 25 91717081 130240960

IV Total Expenses 1702558967 2264248262V Profit before exceptional and extraordinary items and tax III-IV 33150792 39463363VI Exceptional Items - -VII Profit before extraordinary items and tax V-VI 33150792 39463363VIII Extraordinary Items - -IX Profit before tax VII-VIII 33150792 39463363X Tax expense

(1) Current tax 9700000 11638100(2) Deferred tax 534600 27512500

XI Profit(Loss) from the perid from continuing operations IX-X 22916192 312763XII Profit(Loss) from discontinuing operations - -XIII Tax expense of discounting operations - -XIV Profit(Loss) from Discontinuing operations XII-XIII - -XV Profit(Loss) for the period XI+XIV 22916192 312763XVI Earning per equity share 26

(1) Basic 001 000(2) Diluted 001 000

Omansh Enterprises Limited Annual Report 2016-2017 44

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2017(Amount in )

Particulars 2016-17 2015-16A Cash Flow from Operating Activities

Profit(Loss) before Taxation 331508 394634Adjustments for Depreciation 20139 81329Preliminary expenses 142260 142260Loss (Profit) on Sale of assets - -Finance cost - 3711Interest Income - -Operating Profit(Loss) before Working Capital Changes 493907 621934Adjustments for Trade and Other Receivables (3807538) 198975Inventories - -Loans and Advances 3285881 (4365027)Trade and Other Payables 2558924 859666Provisions - -Other current Assets - 6837Cash Generated from Operations 2531173 (2677615)Direct Tax Paid (97000) (116381)Net Cash generated from Operating Activities 2434173 (2793996)

B Cash Flow from Investing ActivitiesPurchase of Fixed Assets - -Sale of assets - -Investments - -Interest Income - -Net Cash used in Investing Activities - -

C Cash Flow from Financing ActivitiesProceeds of Borrowings - -Finance cost - (3711)Net Cash generated from in Financing Activities - (3711)Net Increase(Decrease) in Cash and Cash Equivalents (A+B+C) 2434173 (2797708)Cash and Cash Equivalents Opening 194362 2992070Cash and Cash Equivalents Closing 2628536 194362

Notes1 The above Cash Flow Statement has been prepared under the indirect method as set out in the Accounting Standard on Cash Flow Statement

(AS-3)2 Figures in Brackets indicate Cash Outflow3 Previous Year rsquos figures have been recast regrouped and restated where ever necessary

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 45

Notes Forming Part of Financial Statements

NOTE 1

A CORPORATE INFORMATION

The company is engaged in the business of trading in ClothClothingFabric in India the disclosure requirements of AccountingStandard-17 Segment Reporting are not applicable

B SIGNIFICANT ACCOUNTING POLICIES

I BASIS OF PREPARATION

The accompanying financial statements have been prepared andpresented as a going concern under historical cost convention onthe accrual basis of accounting unless otherwise stated inaccordance with the generally accepted accounting principles inIndia (Indian GAAP) and comply with the Accounting Standardsspecified under Section 133 of the Companies Act 2013 (The Act)read with paragraph 7 of the Companies (Accounts) Rules 2014and relevant provisions of the Companies Act 2013

The accounting policies have been consistently applied by theCompany and are consistent with those used in the previous year

All assets and liabilities have been classified as current or non-current as per the Companyrsquos normal operating cycle and othercriteria set out in the Schedule III of the Companies Act 2013Based on the nature of products and the time between theacquisition of assets for processing and their realisation in cashand cash equivalents the Company has ascertained its operatingcycle as up to twelve months for the purpose of currentnon-currentclassification of assets and liabilities

II USE OF ESTIMATES

The preparation of financial statements in conformity with IndianGAAP requires the management to make judgements estimatesand assumptions that affect the reported amounts of revenuesexpenses assets and liabilities and disclosure of contingentliabilities at the end of the reporting period Although these

Omansh Enterprises Limited Annual Report 2016-2017 46

estimates are based on the managementrsquos best knowledge ofcurrent events and actions uncertainty about these assumptionsand estimates could result in the outcomes requiring a materialadjustment to the carrying amounts of assets or liabilities in futureperiods

Significant estimates used by the management in the preparationof these financial statements include the useful life of fixed assetsand intangible assets and provisions for doubtful debtsadvancesDifference if any between the actual results and estimates arerecognized in the period in which the results are knownmaterialized

III FIXED ASSETS AND DEPRECIATION

Fixed assets are recorded at cost of acquisition and installationincluding freight duties levies less accumulated depreciation Costof acquisition includes rates taxes and any other directlyattributable cost for bringing the asset to its working condition forintended use

Depreciation on Tangible Fixed Assets is provided on Written DownValue method using the rates arrived at based on the useful livesas specified in the Schedule II of the Companies Act 2013 orestimated by the management The Company has used thefollowing useful life to provide depreciation on its fixed assets

Omansh Enterprises Limited Annual Report 2016-2017 47

(a) Assets where useful life is same as Schedule II

Assets Useful Life as Prescribedby Schedule II of theCompanies Act 2013

Factory Building 30 years

Plant amp Machinery (other thancontinuous process plant notcovered under specific industries) 15 years

Furniture amp Fittings 10 years

Motor Cycles scooters and other mopeds 10 years

Vehicles (Motor Cars) 8 years

Office Equipments 5 years

Computer printers amp data processing units 3 years

Electrical Installations 10 years

(b) Assets where useful life differ from Schedule II

Fixed Assets individually costing less than Rupees five thousandare fully depreciated in the year of purchase

(c) Depreciation

Depreciation on the Fixed Assets addeddisposed offdiscardedduring the year is provided on pro-rata basis with reference to thedate of additiondisposaldiscarding and in the case of capitalisationof any asset depreciation is charged from the date the same isreadyput to use to the Statement of Profit and Loss

IV INTANGIBLE ASSETS AND AMORTISATION

Intangible Assets are stated at acquisition cost net of accumulatedamortisation and accumulated impairment losses if any Intangibleassets are amortised on a straight-line basis over their estimateduseful lives

Omansh Enterprises Limited Annual Report 2016-2017 48

The Company amortises miscellaneous expenditure representingthe Companyrsquos formation expenses over a period of 5 yearsFurther the cost of Direct Listing of Equity Shares on BSE Limitedhas also been included in the same

V BORROWING COSTS

Borrowing Costs attributable to acquisition and construction ofqualifying assets are capitalised as a part of the cost of such assetsup to the date when such assets are ready for its intended useOther borrowing costs are charged to the Statement of Profit andLoss in the period in which they are incurred

VI FOREIGN CURRENCY TRANSACTIONS

The Company has not dealt with any foreign currency transactionduring the Financial Year

VII INVESTMENTS

Investments which are readily realisable and intended to be heldfor not more than one year from the date on which such investmentsare made are classified as current investments All otherinvestments are classified as long-term investments

Investments are recorded at cost on the date of purchase whichinclude acquisition charges such as brokerage stamp duty taxesetc Current Investments are stated at lower of cost and netrealisable value Long-term investments are stated at cost afterdeducting provisions made if any for other than temporarydiminution in the value

VIII REVENUE RECOGNITION

Revenue is recognised to the extent that it is probable that theeconomic benefits will flow to the Company and can be reliablymeasured

Revenue from sale of products is recognised when the significantrisks and rewards of ownership of the goods have passed to thebuyer Sale of goods are recorded net of trade discounts rebatesSales Tax Value Added Tax and gross of Excise Duty

Omansh Enterprises Limited Annual Report 2016-2017 49

Interest income is recognized on a time proportion basis takinginto account the amount outstanding and the rate applicable

Dividend income on investments is accounted for on receipt of thesame

All expenses and income to the extent considered payable andreceivable respectively unless specifically stated be otherwise areaccounted for on mercantile basis

IX RETIREMENT AND OTHER EMPLOYEE BENEFITS

(a) Provident Fund

Provision of Provident Fund is not applicable to theCompany

(b) Gratuity

No provision for gratuity has been made as there is noamount due towards Gratuity payable

(c) Compensated Leaves

Unutilized leave of staff lapses as at the year end and isnot encashable Accordingly no provision is made forcompensated Leaves

X TAXATION

Tax expense comprises of current and deferred tax

Current Tax

Provision for current tax is made after taking into considerationbenefits admissible under the provisions of the Income-tax Act1961 Minimum Alternative Tax (MAT) credit is recognized wherethere is convincing evidence that the same can be utilized in future

Current tax assets and current tax liabilities are offset when thereis a legally enforceable right to set off the recognized amounts andthere is an intention to settle the asset and the liability on a netbasis

Omansh Enterprises Limited Annual Report 2016-2017 50

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 23: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

TERM TENURE

The tenure for Directors shall be governed by the terms defined in the CompaniesAct 2013 However the tenure for other KMP and Senior Management Personnelwill be governed by Terms of Appointment in accordance with the RecruitmentPolicy of the CompanyEVALUATION

The performance of the KMP and Senior Management Personnel is evaluated atregular intervals (half yearly yearly) by the Managing Director The performanceevaluation of Independent Directors shall be done by the Board excluding theDirector being evaluated basis the contributions made to the Board deliberationson various matters including business strategy financial strategy operations costand risk management etc and suggestions given in this regardREMOVAL

Due to reasons for any disqualification mentioned in the Companies Act 2013rules made thereunder or under any other applicable Act rules and regulationsthe Managing Director may recommend to the Committee and the Board withreasons recorded in writing removal of a Director subject to the provisions andcompliance of the said Act rules and regulationsFor other KMP or Senior Management Personnel the removal will be governedby the Terms of Appointment in accordance with the Recruitment Policy of theCompany and the subsequent approval of the Managing DirectorRETIREMENT

The Director KMP and Senior Management Personnel shall retire as per theapplicable provisions of the Companies Act 2013 and the prevailing policy of theCompany The Managing Director will have the discretion to retain the DirectorKMP Senior Management Personnel in the same position remuneration orotherwise even after attaining the retirement age for the benefit of the Company

PART ndash B

POLICY RELATING TO EVALUATION AND REMUNERATION OF THE KMP ANDSENIOR MANAGEMENT PERSONNELEVALUATION PROCESS

The three Point Rating scale for performance review of Executive Director KMPand Senior Management is to be followed1 Rating on Basic Job Responsibilities indicating whether the basic job

responsibilities have been met during the year2 Rating on Goals Annual rating on each goal on a five-point scale Weighted

average of the ratings is calculated to arrive at a lsquoWeighted Goal Scorersquo3 Rating on Capabilities Factors The qualitative aspects of the performance is

assessed using the Capabilities Factors by the supervisor on a five-pointscale

Omansh Enterprises Limited Annual Report 2016-2017 20

Based on a holistic view of the Three Point Rating the supervisor provides anoverall Rating This rating is reviewed by the Managing Director along with theimmediate reporting officer who does a Qualitative review of the performancebased on the efforts put in by the employee results achieved and impact of theexternal and internal factors to arrive at a lsquoFinal Annual RatingrsquoThe revision in the total remuneration is directly linked to the lsquoFinal Annual Ratingrsquofor all employees1 The remuneration compensation commission etc to the KMP and Senior

Management Personnel will be determined by the Managing Director inconsultation with other Directors (except the Independent Directors) inaccordance with the Recruitment Policy of the Company which is based uponthe Final Annual Rating employee potential and market benchmarkcompensation The revised remuneration is shared with the Nomination ampRemuneration Committee for review

2 The remuneration compensation commission etc shall be subject to theprior post approval of the shareholders of the Company and CentralGovernment wherever required

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanDate September 4 2017 Managing Director Wholetime DirectorPlace New Delhi DIN 07639422 DIN 07835068

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 21

Omansh Enterprises Limited Annual Report 2016-2017 22

lsquoAnnexure-IIrsquoForm No MGT-9

EXTRACT OF ANNUAL RETURNAs on the financial year ended on 31032017

[Pursuant to Section 92(3) of the Companies Act 2013 and rule 12(1)of the Companies (Management and Administration) Rules 2014]

I REGISTRATION AND OTHER DETAILS

i) CIN L21011DL1974PLC241646ii) Registration Date 20031974iii) Name of the Company OMANSH ENTERPRISES LIMITEDiv) Category Sub-Category of the Company Public Company Limited by Shares amp Having Share Capitalv) Address of the Registered office and contact details SHOP NO 37 QD BLOCK DDA MARKET

PITAMPURA NEW DELHI - 110034Email infoomanshenterprisescom

vi) Whether listed company Yesvii) Name and Address of Registrar amp Transfer Agents ( RTA )

Name of Registrar amp Transfer Agents Skyline Financial Services Private LimitedAddress D-153 A 1st Floor Okhla Industrial Area Phase-ITown City New DelhiState DelhiPin Code 110020Telephone +91-(0)11-6473 2681 6473 2682Fax Number +91-(0)11-2681 2682Email Address adminskylinertacom

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-SNo Name and Description of NIC Code of the to total turnover

main products services Product service of the company1 Whole sale of textiles and clothing 46411 9892

III PARTICULARS OF HOLDING SUBSIDIARY AND ASSOCIATE COMPANIES No of companies for which information is being filloed = NILSNo Name and Address of the Company CINGLN Holding of shares held Applicable Section

SubsidiaryAssociates

Not applicable

Omansh Enterprises Limited Annual Report 2016-2017 23

No of Shares held at the beginning of the year No of Shares held at the end of the year

C at eg o r y o f D e ma t P h y s i ca l T o t a l o f D e ma t P h y s i ca l T o t a l o f C h a n g eS h a r e h o ld er s Tot al S hares Tot al S hares d ur in g t he year

A Promoters(1) Indiana) IndividualHUF 3114500 0 3114500 1755 3114500 0 3114500 1755 000b) Central Govt 0 0 0 000 0 0 000 000 000c) State Govt (s) 0 0 0 000 0 0 000 000 000d) Bodies Corp 4532000 0 4532000 2553 4532000 0 4532000 2553 000e) Banks FI 0 0 0 000 0 0 000 000 000f) Any Otherhellip 0 0 0 000 0 0 000 000 000Sub-total (A) (1)- 7646500 0 7646500 4308 7646500 0 7646500 4308 000(2) Foreign 0 0 0 000 0 0 0 000 000a) NRIs - Individuals 0 0 0 000 0 0 0 000 000b) Other ndash Individuals 0 0 0 000 0 0 0 000 000c) Bodies Corp 0 0 0 000 0 0 0 000 000d) Banks FI 0 0 0 000 0 0 0 000 000e) Any Otherhellip 0 0 0 000 0 0 0 000 000Sub-total (A) (2)- 0 0 0 000 0 0 0 000 000Total shareholding of Promoter(A) = (A)(1)+(A)(2) 7646500 0 7646500 4308 7646500 0 7646500 4308 000B Public Shareholding 1 Insti tutions a) Mutual Funds 0 0 0 000 0 0 0 000 000b) Banks FI 0 0 0 000 0 0 0 000 000c) Central Govt 0 0 0 000 0 0 0 000 000d) State Govt(s) 0 0 0 000 0 0 0 000 000e) Venture Capital Funds 0 0 0 000 0 0 0 000 000f) Insurance Companies 0 0 0 000 0 0 0 000 000g) FIIs 0 0 0 000 0 0 0 000 000h) Foreign Venture Capital Funds 0 0 0 000 0 0 0 000 000i) Others (specify) 0 0 0 000 0 0 0 000 000Sub-total (B)(1)- 0 0 0 000 0 0 0 000 0002 Non-Institutions a) Bodies Corp i) Indian 3296183 25000 3321183 1871 2695355 25000 2720355 1533 -338ii) Overseas 0 0 0 000 0 0 0 000 000b) Individuals i) Individual shareholdersholding nominal share capitalupto Rs 1 lakh 1688546 410000 2098546 1182 718726 409050 1127776 635 -547ii) Individual shareholdersholding nominal sharecapital in excess of Rs 1 lakh ldquo 3745717 616000 4361717 2457 5227885 616000 5843885 3292 835c) Others (specify) 321054 1000 322054 181 410484 1000 411484 232 051Sub-total (B)(2)- 9051500 1052000 10103500 5692 9052450 1051050 10103500 5692 000Total Public Shareholding(B)=(B)(1)+(B)(2) 9051500 1052000 10103500 5692 9052450 1051050 10103500 5692 000C Shares held by Custodianfor GDRs amp ADRs 0 0 0 000 0 0 0 000 000Grand Total (A+B+C) 16698000 1052000 17750000 10000 16698950 1051050 17750000 10000 000

IV SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)A Category-wise Share Holding

Omansh Enterprises Limited Annual Report 2016-2017 24

B Shareholding of Promoters

S Shareholder rsquos Name No of of of shares No of of of shares changeNo Shares tota l pledged Shares tota l pledged in share

Shares encum- shares of encum- hold-of the bered to the bered to ing during

company tota lshares company tota lshares the year1 Mr Gaurav Mutreja 14500 008 000 14500 008 000 0002 Mr Chander Bhan 100000 056 000 100000 056 000 0003 Ms Atharva Professsional Consultants LLP 500000 282 000 500000 282 000 0004 Ms JK Lrsquoatelier Limited 2500000 1408 000 2500000 1408 000 0005 Mr Gaurav Bhatia 50000 028 000 50000 028 000 0006 Ms Gaurav Sukhija (HUF) 250000 141 000 250000 141 000 0007 Ms Komal Sukhi ja 250000 141 000 250000 141 000 0008 Ms Mukesh Sukhija (HUF) 50000 028 000 50000 028 000 0009 Ms Neelam Bhatia 600000 338 000 600000 338 000 00010 Ms Neelam Rani 100000 056 000 100000 056 000 00011 Mr Om Prakash Sukhi ja 700000 394 000 700000 394 000 00012 Ms Pooja Bhatia 150000 085 000 150000 085 000 00013 Ms Raj Kanta Sukhi ja 250000 141 000 250000 141 000 00014 Ms Rashmi Sukhi ja 550000 310 000 550000 310 000 00015 Ms Shi lpa Bhatia 50000 028 000 50000 028 000 00016 Ms Achyut Properties Private Limited 500000 282 000 500000 282 000 00017 Ms Ranji tgarh Finance Company PrivateLimited 1032000 581 000 1032000 581 000 000

Shareholding at the beginning of the year Shareholding at the end of the year

Omansh Enterprises Limited Annual Report 2016-2017 25

C Change in Promotersrsquo Shareholding

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company companySAME AS MENTIONED IN ldquoBrdquo ABOVE

Shareholding at the beginning of the year Shareholding at the end of the year

D Shareholding Pattern of top ten Shareholders (other than Directors Promoters and Holders ofGDRs and ADRs)

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 NAU NIDH FINANCE LIMITED BODY 2500000 1408 2500000 1408

CORPORATE2 KAMALJIT GHAI INDIVIDUAL 250000 141 250000 1413 BHALINDER GHAI INDIVIDUAL 250000 141 250000 1414 HARMEET GHAI INDIVIDUAL 250000 141 250000 1415 GEETA CHADHA INDIVIDUAL 250000 141 250000 1416 MANAN NARANG INDIVIDUAL 250000 141 500000 2827 RAJIV CHADHA INDIVIDUAL 250000 141 250000 1418 NAVEEN NARANG INDIVIDUAL 250000 141 500000 2829 SUMITRA NARANG INDIVIDUAL 250000 141 500000 28210 SATISH CHANDER NARANG INDIVIDUAL 250000 141 500000 282

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

Omansh Enterprises Limited Annual Report 2016-2017 26

E Shareholding of Directors and Key Managerial Personnel

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 Radhey Shayam Whole Time Director 500 000 500 0002 Gaurav Mutre ja Director 14500 008 14500 008

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

V INDEBTEDNESSParticulars Secured Loans Unsecured Deposi ts Total

excluding deposits Loans Indebtedness

VI REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL A Remuneration to Managing Director Whole-time Directors andor Manager

Gross Salary CommissionS Name of (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others Total CeilingNo MDWTD per provision perquisites in lieu of Option Equity profit as per

Manager contained us 17(2) salary the Actin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

NOT ANY

Indebtedness at the beginning of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

Change in Indebtedness during the financial yearAdditionReductionNet Change

Indebtedness at the end of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

NOT APPLICABLE

Omansh Enterprises Limited Annual Report 2016-2017 27

B Remuneration to other directors

Independent Directors Other Non-Executive DirectorS Name of Fee for Commission Others Total 1 Fee for Comm- Others Total Total Total Over-No Director attending attend- ission (2) (1+2) Mana- all

board ing gerial Ceilingcommittee board Remu- as permeetings commi- nerat- the Act

ttee ionmeet-ings

NOT ANY

C Remuneration to Key Managerial Personnel Other than MDManagerWTD

Gross Salary CommissionS Name of Key (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others TotalNo Managerial per provision perquisites in lieu of Option Equity profit

Personnel contained us 17(2) salaryin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

Not Any

Omansh Enterprises Limited Annual Report 2016-2017 28

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Manoj Ramesh Kumar Chauhan Seema KhanWhole Time Director Managing DirectorDIN 07835068 DIN 07639422

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

VII PENALTIES PUNISHMENT COMPOUNDING OF OFFENCES

Type Section of the Brief Detail of Authority [RDNCLT] Appeal made if anyCompanies Description Penalty Punishment Court] (give Details)

Act Compoundingfees imposed

A COMPANYPenaltyPunishment NOT ANYCompoundingB DIRECTORSPenaltyPunishment NOT ANYCompoundingC OTHER OFFICERS IN DEFAULTPenaltyPunishment NOT ANYCompounding

Omansh Enterprises Limited Annual Report 2016-2017 29

Annexure III

FORM NO MR-3SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED 31ST MARCH 2017[Pursuant to Section 204(1) of the Companies Act 2013 and Rule No9 of the

Companies (Appointment and Remuneration Personnel) Rules 2014]

ToThe MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034We have conducted the secretarial audit of the compliance of applicable statutoryprovisions and the adherence to good corporate practices by Omansh EnterprisesLimited (CIN L21011DL1974PLC241646) (hereinafter called ldquothe companyrdquo)Secretarial Audit was conducted in a manner that provided us a reasonable basisfor evaluating the corporate conductsstatutory compliances and expressing ouropinion thereonBased on our verification of Omansh Enterprises Limited books papers minutebooks forms and returns filed and other records maintained by the company andalso the information provided by the Company its officers agents and authorizedrepresentatives during the conduct of the Secretarial Audit we hereby report thatin our opinion the Company has during the audit period covering the financialyear ended on March 31 2017 complied with the statutory provisions listedhereunder and also that the Company has proper Board processes and compliancemechanism in place to the extent in the manner and subject to the reportingmade hereinafterWe have examined the books papers minute books forms and returns filedand other records maintained by Omansh Enterprises Limited for the financialyear ended on March 31 2017 according to the provisions of

1 The Companies Act 2013 (the Act) and the rules made thereunder2 The Securities Contracts (Regulation) Act 1956 (lsquoSCRArsquo) and the rules made

thereunder3 The Depositories Act 1996 and the Regulations and Bye-laws framed

thereunder4 Foreign Exchange Management Act 1999 and the rules and regulations made

thereunder to the extent of Foreign Direct Investment Overseas DirectInvestment and External Commercial Borrowings (During the period underreview the Company has not entered into any transaction requiring

Omansh Enterprises Limited Annual Report 2016-2017 30

compliances with the Foreign Exchange Management Act 1999 and therules and regulations made thereunder to the extent of Foreign DirectInvestment Overseas Direct Investment and External CommercialBorrowings)

5 The Securities and Exchange Board of India (Substantial Acquisition of Sharesand Takeovers) Regulations 2011

6 The Securities and Exchange Board of India (Prohibition of Insider Trading)Regulations 2015

7 The Securities and Exchange Board of India (Issue of Capital and DisclosureRequirements) Regulations 2009

8 The Securities and Exchange Board of India (Employee Stock Option Schemeand Employee Stock Purchase Scheme) Guidelines 1999 (During the periodunder review the Company has not entered into any transaction requiringcompliances with the Securities and Exchange Board of India (EmployeeStock Option Scheme and Employee Stock Purchase Scheme)Guidelines 1999)

9 The Securities and Exchange Board of India (Issue and Listing of DebtSecurities) Regulations 2008 (During the period under review theCompany has not entered into any transaction requiring complianceswith the Securities and Exchange Board of India (Issue and Listing ofDebt Securities) Regulations 2008)

10 The Securities and Exchange Board of India (Registrars to an Issue andShare Transfer Agents) Regulations 1993 regarding the Companies Act anddealing with client

11 The Securities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009)

12 The Securities and Exchange Board of India (Buyback of Securities)Regulations 1998 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Buyback of Securities)Regulations 1998)

OTHER APPLICABLE LAWS

With respect to the compliance system prevailing in the Company and onexamination of the relevant documents and records in pursuance thereof on testcheck basis the Company has complied with the following laws applicable to theCompany

Omansh Enterprises Limited Annual Report 2016-2017 31

1 Indian Contract Act 18722 Income Tax Act 1961 to the extent of Tax Deducted at Source under various

Section and TDS Returns filed3 Indirect Tax Laws relating to collections deductions wherever applicable

payments made and returns filedWe have also examined compliance with the applicable clauses of thefollowing

1 Secretarial Standards issued by The Institute of Company Secretaries of India2 The Listing Agreements entered into by the Company with BSE Ltd pursuant

to SEBI (Listing Obligation and Disclosure Requirement) Regulations 2015During the period under review the Company has complied with the provisions ofthe Act Rules Regulations Guidelines Standards etc mentioned aboveWe further report that

The Board of Directors of the Company is duly constituted with proper balance ofExecutive Directors Non-Executive Directors and Independent Directors Thechanges in the composition of the Board of Directors that took place during theperiod under review were carried out in compliance with the provisions of the ActAdequate notice is given to all directors to schedule the Board Meetings agendaand detailed notes on agenda were sent at least seven days in advance and asystem exists for seeking and obtaining further information and clarifications onthe agenda items before the meeting and for meaningful participation at themeetingMajority decision is carried unanimously however the dissenting membersrsquo viewsif any are captured and recorded as part of the minutesWe further report that there are adequate systems and processes in the companycommensurate with the size and operations of the company to monitor and ensurecompliance with applicable laws rules regulations and guidelinesWe further report that during the audit period

1 During the financial year ended March 31 2017 the Company has notappointed Company Secretary (CS) and Chief Financial Officer (CFO) on theBoard of the Company in compliance with Section 203 of the Companies Act2013 however the Company has appointed CS and CFO wef May 292017 and September 4 2017 respectively

2 The Company has not appointed an Internal Auditor in compliance withprovision of Section 138 of Companies Act 2013

3 There were instances of delay in filing the Forms as required to be filed withRegistrar of Companies Delhi and the Company has paid additional fees forthe same

Note This report is to be read with our letter of even date which annexed asAnnexure A and forms an integral part of this report

Omansh Enterprises Limited Annual Report 2016-2017 32

Annexure A to the Secretarial Audit Report

The MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034

1 We have not verified the correctness and appropriateness of financial recordsand Books of Accounts of the Company

2 Where ever required we have obtained the Management representation aboutthe compliance of laws rules and regulations and happening of events etc

3 The compliance of the provisions of Corporate and other applicable lawsrules regulations standards is the responsibility of management Ourexamination was limited to the verification of procedures on the random testbasis

4 We have followed the audit practices and processes as were appropriate toobtain reasonable assurance about the correctness of the contents of thesecretarial records The verification was done on the random test basis toensure that correct facts are reflected in secretarial records We believe thatthe processes and practices we followed provide a reasonable basis for ouropinion

5 The Secretarial Audit report is neither an assurance as to the future viabilityof the company nor of the efficacy or effectiveness with which the managementhas conducted the affairs of the Company

For Amit R Dadheech amp Associates

Amit R DadheechM No 22889 CP No 8952Mumbai September 4 2017

MANAGEMENT DISCUSSION AND ANALYSIS

Your Directors are pleased to present the Management Discussion and AnalysisReports for the year ended March 31 2017 as underbull Overview

The Indian textile industry is one the largest and oldest sectors in the country andamong the most important in the economy in terms of output investment andemployment The sector employs nearly 45 million people directly and it is one ofthe largest sources of employment generation in the country The textile industrycontributes to 10 of manufacturing production 2 of Indiarsquos GDP and to 13 ofthe countryrsquos export earnings With direct linkages to the rural economy and theagriculture sector it has been estimated that one of every six households in thecountry depends on this sector either directly or indirectly for its livelihoodbull Industry Structure

Raw material costs have been increasing globally coupled with a shortage ofskilled workers While a shift is taking place of textiles industries from China andBangladesh to India the industrial climate in India has also become adverse dueto regular increases in input costs Any further appreciation of the Rupee willadversely affect exports from India Though the spinning industry has faredsomewhat better those with a presence in weaving processing or even compositebusinesses are facing the heat due to increases in input cost without being ableto pass on such higher costs to customers as the market is simply unable toabsorb the samebull Opportunities and Threat

There is good scope for growth for the textile industry as Indiarsquos share in theglobal trade in textiles is weak compared to other countries The free tradeenvironment is a great opportunity for the Indian textile industry to increase itsshare in the global market Chinese exports are slowing down on account of variousfactors inclusive of increase in domestic demand and rising costs This is a goodopportunity of which our textile industry should make use but smaller countrieslike Bangladesh Sri Lanka Pakistan Turkey and Vietnam etc are becomingformidable challengersLack of uninterrupted power increased power costs higher transaction costshigh cost of labour is hindering the progress However we are making all outefforts to cope with all these challenges by continuous efforts at cost reductionprocess improvements diversification of products and improving productivity byimproving efficienciesbull Business operations

The Company is engaged in the business of Textile industry During the yearunder review the industry faced various challenges due to global and economicslowdown and increasing rates of interest rates But looking at the huge potentialin India for Textile the company is hopeful of reenter into this sector The growthin the sector is very good and Management expects better results in forth comingyearOmansh Enterprises Limited Annual Report 2016-2017 33

bull Outlook

In light of the new and vibrant management of the company and steady growth inthe operations of the company and looking at the huge demand for residential aswell as commercial space in Delhi the company is hopeful of its upwardperformance the future growth for the benefit of its stakeholders at largebull Internal control System

The company has an effective internal control environment which ensures thatoperation are managed efficiently and effectively assets are safeguardedregulatory are complied with and transactions are recorded after appropriateauthorization The Company has an adequate internal control systemcommensurate with the size of the company and the nature of its business whichensures that functioning of the Company is managed efficiently and effectivelyassets are safeguarded regulatory compliances are complied with and transactionsare recorded after appropriate authorizationbull Human relations

Human resources have always been most valuable assets for Omansh EnterprisesLimited During the year the company has once again gained the confidence of itsHuman Resource as well and company constantly seeks to attract and retain thebest available talent Human resources management incorporates a process drivenapproach that invest regularly in the extensive training programs The Companycontinued to enjoy healthy industrial relations during the yearbull Forward Looking and Cautionary Statements

Management Discussion and Analysis contains forward-looking statementsconcerning the Companyrsquos future plans strategies and performance Theseforward-looking statements are not historical facts rather they representassumptions and beliefs based on economic financial and competitive datacurrently available Furthermore they are subject to a number of risks anduncertainties that without limitation relate to economic conditions fiercecompetition in the information service industry customer demand tax rulesregulations and other factors Readers of this annual report are cautioned not toplace undue reliance on these forward-looking statements The Company thereforewishes to caution readers that actual results may differ materially

On behalf of Board of Directorsof Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanManaging Director Wholetime DirectorDIN 07639422 DIN 07835068

DateSeptember 4 2017Place New Delhi

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 34

Independent Auditorrsquos Report

To the Members of Omansh Enterprises Limited

Report on the Financial Statements

We have audited the accompanying standalone financial statements of OmanshEnterprises Limited (ldquothe Companyrdquo) which comprise the Balance Sheet as atMarch 31 2017 the Statement of Profit and Loss and Cash Flow Statement for theyear then ended and a summary of significant accounting policies and otherexplanatory information

Managementrsquos Responsibility for the Financial Statements

The Companyrsquos Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 (ldquothe Actrdquo) with respect to the preparation ofthese standalone financial statements that give a true and fair view of the financialposition financial performance and cash flows of the Company in accordancewith accounting principles generally accepted in India including the AccountingStandards specified under section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014 and the Companies (Accounting Standards) AmendmentRules 2016 This responsibility includes maintenance of adequate accountingrecords in accordance with the provisions of the Act for safeguarding of the assetsof the Company and for preventing and detecting frauds and other irregularitiesselection and application of appropriate accounting policies making judgmentsand estimates that are reasonable and prudent and the design implementationand maintenance of adequate internal financial control that were operatingeffectively for ensuring the accuracy and completeness of the accounting recordsrelevant to the preparation and presentation of the financial statements that givea true and fair view and are free from material misstatement whether due to fraudor error

Auditorrsquos Responsibility

Our responsibility is to express an opinion on these standalone financial statementsbased on our audit We have taken into account the provisions of the Act theaccounting and auditing standards and matters which are required to be includedin the audit report under the provisions of the Act and the Rules made thereunderWe conducted our audit in accordance with the Standards on Auditing issued bythe Institute of Chartered Accountants of India as specified under Section 143(10)of the Act Those Standards require that we comply with ethical requirements andplan and perform the audit to obtain reasonable assurance about whether thefinancial statements are free from material misstatement

An audit involves performing procedures to obtain audit evidence about theamounts and disclosures in the financial statements The procedures selecteddepend on the auditorrsquos judgment including the assessment of the risks of materialmisstatement of the financial statements whether due to fraud or error In making

Omansh Enterprises Limited Annual Report 2016-2017 35

those risk assessments the auditor considers internal financial control relevantto the Companyrsquos preparation of the financial statements that give a true and fairview in order to design audit procedures that are appropriate in the circumstancesAn audit also includes evaluating the appropriateness of accounting policies usedand the reasonableness of the accounting estimates made by the CompanyrsquosDirectors as well as evaluating the overall presentation of the financial statementsWe believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the standalone financial statements

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the standalone financial statements give the information required bythe Act in the manner so required and give a true and fair view in conformity withthe accounting principles generally accepted in India of the state of affairs of theCompany as at 31st March 2017 its profit and its cash flows for the year endedon that date

Report on Other Legal and Regulatory Requirements

1 As required by the Companies (Auditorrsquos report) Order 2016 (ldquothe Orderrdquo)issued by the Central Government of India in terms of sub-section (11) ofSection 143 of the Act we give in the Annexure 1 a statement on the mattersspecified 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 whichto the best of our knowledge and belief were necessary for the purposeof our audit

b) In our opinion proper books of account as required by law have beenkept by the Company so far as it appears from our examination of thosebooks

c) The Balance Sheet Statement of Profit and Loss and Cash FlowStatement dealt with by this Report are in agreement with the books ofaccount

d) In our opinion the aforesaid standalone financial statements comply withthe Accounting Standards specified under Section 133 of the Act readwith Rule 7 of the Companies (Accounts) Rules 2014 and the Companies(Accounting Standards) Amendment Rules 2016

e) On the basis of written representations received from the directors as on31st March 2017 and taken on record by the Board of Directors none ofthe directors is disqualified as on 31st March 2017 from being appointedas a director in terms of Section 164(2) of the Act

Omansh Enterprises Limited Annual Report 2016-2017 36

f) With respect to the adequacy of the internal financial controls overfinancial reporting of the Company and the operating effectiveness ofsuch controls refer to our separate Report in ldquoAnnexure 2rdquo to this report

g) With respect to the other matters to be included in the Auditorrsquos Reportin accordance with Rule 11 of the Companies (Audit and Auditors) Rules2014 in our opinion and to the best of our information and according tothe explanations given to us

i The Company does not have any pending litigations which wouldimpact its financial position

ii The Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeablelosses

iii There has not been an occasion in which the company during theyear under report to transfer any sum to the Investor Education andProtection Fund Hence the question of delay in transferring suchsum does not arise

iv The Company has provided requisite disclosures in Note No 27 tothese standalone financial statements as to the holding of SpecifiedBank Notes on November 8 2016 to December 30 2016 as well asdealings in Specified Bank Notes during the period from November8 2016 to December 30 2016 Based on our audit procedures andrelying on the management representation regarding the holdingand nature of cash transactions including Specified Bank Noteswe report that these disclosures are in accordance with the books ofaccounts maintained by the Company and as produced to us by theManagement

For Satyendra Mrinal amp AssociatesChartered Accountants

Firm Registration Number 017068N

SK JainPartner

Membership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 37

Annexure 1 referred to in paragraph 1 under the heading ldquoReport on OtherLegal and Regulatory Requirementsrdquo of our Report of even date

(i) (a) The Company has maintained proper records showing fullparticulars including quantitative details and situation of fixedassets

(b) All fixed assets have been physically verified by the managementat regular intervals as informed to us no material discrepancieswere noticed on such verification

(c) According to the information and explanations given by themanagement the Company has not acquired any immovableproperty during the year under audit no comments under thesub-clause are required

(ii) The Company does not have any inventory and accordingly therequirements under paragraph 3(ii) of the Order are not applicable to theCompany

(iii) According to the information and explanation given to us the Companyhas not granted any loans secured or unsecured to companies firmsLimited Liability Partnerships or other parties covered in the registermaintained under Section 189 of the Act and hence clause 3(iii)(a) (b)and (c) of the Order are not applicable to the Company and hence notcommented upon

(iv) In our opinion and according to the information and explanations givento us there are no loans investments guarantees and securities grantedin respect of which provisions of Section 185 and 186 of the Act areapplicable and hence not commented upon

(v) The Company has not accepted any deposits within the meaning ofSections 73 to 76 of the Act and the Companies (Acceptance of Deposits)Rules 2014 (as amended) Accordingly the provisions of clause 3(v) ofthe Order are not applicable

(vi) To the best of our knowledge and as explained the Central Governmenthas not specified the maintenance of cost records under Section 148(1)of the Act for the productsservices of the Company

(vii) (a) According to the information and explanations given to us andbased on the records of the company examined by us thecompany is regular in depositing the undisputed statutory duesincluding income-tax and other statutory dues as applicablewith the appropriate authorities in India

(b) According to the information and explanations given to us andbased on the records of the company examined by us thereare no dues of Income tax which have not been deposited onaccount of any disputes However the remaining taxes specifiedunder the said sub-clause are not applicable to the company

Omansh Enterprises Limited Annual Report 2016-2017 38

(viii) In our opinion and according to the information and explanations givenby the management the Company has not availed of any loans from anyfinancial institution bank or government and not issued any debentures

(ix) In our opinion and according to the information and explanations givenby the management the Company has not raised any money by way ofinitial public offer or further public offer (including debt instruments) andthe company has not raisedtaken any term loan

(x) Based upon the audit procedures performed for the purpose of reportingthe true and fair view of the financial statements and according to theinformation and explanations given by the management we report thatno fraud by the company or no fraud on the company by the officers andemployees of the Company has been noticed or reported during the year

(xi) According to the information and explanations given by the managementthe company has complied with the provisions of Section 197 read withSchedule V of the Companies Act 2013

(xii) In our opinion the Company is not a nidhi company Therefore theprovisions of clause 3(xii) of the order are not applicable to the Companyand hence not commented upon

(xiii) According to the information and explanations given by the managementthere were no transactions with the related parties during the year hencenot commented upon

(xiv) According to the information and explanations given to us and on anoverall examination of the Balance Sheet the Company has not madeany preferential allotment or private placement of shares or fully or partlyconvertible debentures during the year under review and hence reportingrequirements under clause 3(xiv) are not applicable to the Company andnot commented upon

(xv) According to the information and explanations given by the managementthe Company has not entered into any non-cash transactions with thedirectors or persons connected with him as referred to in Section 192 ofCompanies Act 2013

(xvi) According to the information and explanations given to us the provisionsof Section 45-IA of the Reserve Bank of India Act 1934 are not applicableto the Company

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 39

ANNEXURE 2 TO THE INDEPENDENT AUDITORrsquoS REPORT OF EVEN DATEON THE STANDALONE FINANCIAL STATEMENTS OF OMANSHENTERPRISES LIMITED

Report on the Internal Financial Controls under Clause (i) of Sub-section 3of Section 143 of the Companies Act 2013 (ldquothe Actrdquo)

To the Members of Omansh Enterprises Limited

We have audited the internal financial controls over financial reporting of OmanshEnterprises Limited (ldquothe Companyrdquo) as of 31st March 2017 in conjunction withour audit of the standalone financial statements of the Company for the year endedon that date

Managementrsquos Responsibility for Internal Financial Controls

The Companyrsquos Management is responsible for establishing and maintaininginternal financial controls based on the internal control over financial reportingcriteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial ControlsOver Financial Reporting issued by the Institute of Chartered Accountants of IndiaThese responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuringthe orderly and efficient conduct of its business including adherence to theCompanyrsquos policies the safeguarding of its assets the prevention and detectionof frauds and errors the accuracy and completeness of the accounting recordsand the timely preparation of reliable financial information as required under theCompanies Act 2013 (lsquothe Actrsquo)

Auditorrsquos Responsibility

Our responsibility is to express an opinion on the Companyrsquos internal financialcontrols over financial reporting based on our audit We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting (the ldquoGuidance Noterdquo) and the Standards on Auditing asspecified under section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls both applicable to an audit of Internal Financial Controlsand both issued by the Institute of Chartered Accountants of India ThoseStandards and the Guidance Note require that we comply with ethical requirementsand plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects

Our audit involves performing procedures to obtain audit evidence about theadequacy of the internal financial controls system over financial reporting andtheir operating effectiveness Our audit of internal financial controls over financialreporting included obtaining an understanding of internal financial controls overfinancial reporting assessing the risk that a material weakness exists and testing

Omansh Enterprises Limited Annual Report 2016-2017 40

and evaluating the design and operating effectiveness of internal control basedon the assessed risk The procedures selected depend on the auditorrsquos judgementincluding the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error

We believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the internal financial controls systemover financial reporting

Meaning of Internal Financial Controls Over Financial Reporting

A companyrsquos internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles A companyrsquos internal financialcontrol over financial reporting includes those policies and procedures that (1)pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company (2)provide reasonable assurance that transactions are recorded as necessary topermit preparation of financial statements in accordance with generally acceptedaccounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorisations of management and directorsof the company and (3) provide reasonable assurance regarding prevention ortimely detection of unauthorised acquisition use or disposition of the companyrsquosassets 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 financialreporting including the possibility of collusion or improper management overrideof controls material misstatements due to error or fraud may occur and not bedetected Also projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes inconditions or that the degree of compliance with the policies or procedures maydeteriorate

Omansh Enterprises Limited Annual Report 2016-2017 41

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at 31st March 2017 basedon the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls Over Financial Reporting issued bythe Institute of Chartered Accountants of India

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 42

Amount in Particulars Note As At As At

No 31032017 31032016

OMANSH ENTERPRISES LIMITEDRegd off SHOP NO QD-37 DDA MARKET PITAMPURA NEW DELHI-110034

BALANCE SHEET AS AT 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I EQUITY AND LIABILITIES(1) Shareholderrsquos Funds

(a) Share Capital 2 3550000000 3550000000(b) Reserves and Surplus 3 90954266 68038074(c) Money received against share warrants - 3640954266 - 3618038074

(2) Share application money pending allotment - -(3) Non-Current Liabilities

(a) Long-term borrowings - -(b) Deferred tax liabilities (Net) 121300 -(c) Other Long term liabilities - -(d) Long term provisions - 121300 - -

(4) Current Liabilities(a) Short-term borrowings - -(b) Trade payables 4 2658855175 2385034725(c) Other current liabilities 5 13400000 31328100(d) Short-term provisions - 2672255175 - 2416362825

Total 6313330741 6034400899II ASSETS(1) Non-current assets

(a) Fixed assets (i) Tangible assets 6 2888600 4902500 (ii) Intangible assets - - (iii) Capital work-in-progress - - (iv) Intangible assets under development - -(b) Non-current investments 7 801500000 801500000(c) Deferred tax assets (net) - 413300(d) Long term loans and advances 8 910000000 1232160100(e) Other non-current assets - 1714388600 - 2038975900

(2) Current assets(a) Current investments - -(b) Inventories - -(c) Trade receivables 9 4311808246 3931054446(d) Cash and cash equivalents 10 262853595 19436253(e) Short-term loans and advances 11 10054300 16482300(f) Other current assets 12 14226000 4598942141 28452000 3995424999

Total 6313330741 6034400899Significant Accounting PoliciesNotes on financial Statements 1-27

Omansh Enterprises Limited Annual Report 2016-2017 43

Amount in

Particulars Note 2016-17 2015-16No

OMANSH ENTERPRISES LIMITED

STATEMENT OF PROFIT amp LOSS FOR THE YEAR ENDED 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I Revenue from operations 20 1735111517 2138004325II Other Income 21 598242 165707300III Total Revenue I+II 1735709759 2303711625IV Expenses

Purchase of Stock-in-Trade (Net of Return) 1556101986 2019177290Changes in inventories of finished goods work-in-progress and Stock-in-Trade - -Employee benefit expense 22 38500000 92100000Financial costs 23 - 371112Depreciation and amortization expense 24 16239900 22358900Other expenses 25 91717081 130240960

IV Total Expenses 1702558967 2264248262V Profit before exceptional and extraordinary items and tax III-IV 33150792 39463363VI Exceptional Items - -VII Profit before extraordinary items and tax V-VI 33150792 39463363VIII Extraordinary Items - -IX Profit before tax VII-VIII 33150792 39463363X Tax expense

(1) Current tax 9700000 11638100(2) Deferred tax 534600 27512500

XI Profit(Loss) from the perid from continuing operations IX-X 22916192 312763XII Profit(Loss) from discontinuing operations - -XIII Tax expense of discounting operations - -XIV Profit(Loss) from Discontinuing operations XII-XIII - -XV Profit(Loss) for the period XI+XIV 22916192 312763XVI Earning per equity share 26

(1) Basic 001 000(2) Diluted 001 000

Omansh Enterprises Limited Annual Report 2016-2017 44

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2017(Amount in )

Particulars 2016-17 2015-16A Cash Flow from Operating Activities

Profit(Loss) before Taxation 331508 394634Adjustments for Depreciation 20139 81329Preliminary expenses 142260 142260Loss (Profit) on Sale of assets - -Finance cost - 3711Interest Income - -Operating Profit(Loss) before Working Capital Changes 493907 621934Adjustments for Trade and Other Receivables (3807538) 198975Inventories - -Loans and Advances 3285881 (4365027)Trade and Other Payables 2558924 859666Provisions - -Other current Assets - 6837Cash Generated from Operations 2531173 (2677615)Direct Tax Paid (97000) (116381)Net Cash generated from Operating Activities 2434173 (2793996)

B Cash Flow from Investing ActivitiesPurchase of Fixed Assets - -Sale of assets - -Investments - -Interest Income - -Net Cash used in Investing Activities - -

C Cash Flow from Financing ActivitiesProceeds of Borrowings - -Finance cost - (3711)Net Cash generated from in Financing Activities - (3711)Net Increase(Decrease) in Cash and Cash Equivalents (A+B+C) 2434173 (2797708)Cash and Cash Equivalents Opening 194362 2992070Cash and Cash Equivalents Closing 2628536 194362

Notes1 The above Cash Flow Statement has been prepared under the indirect method as set out in the Accounting Standard on Cash Flow Statement

(AS-3)2 Figures in Brackets indicate Cash Outflow3 Previous Year rsquos figures have been recast regrouped and restated where ever necessary

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 45

Notes Forming Part of Financial Statements

NOTE 1

A CORPORATE INFORMATION

The company is engaged in the business of trading in ClothClothingFabric in India the disclosure requirements of AccountingStandard-17 Segment Reporting are not applicable

B SIGNIFICANT ACCOUNTING POLICIES

I BASIS OF PREPARATION

The accompanying financial statements have been prepared andpresented as a going concern under historical cost convention onthe accrual basis of accounting unless otherwise stated inaccordance with the generally accepted accounting principles inIndia (Indian GAAP) and comply with the Accounting Standardsspecified under Section 133 of the Companies Act 2013 (The Act)read with paragraph 7 of the Companies (Accounts) Rules 2014and relevant provisions of the Companies Act 2013

The accounting policies have been consistently applied by theCompany and are consistent with those used in the previous year

All assets and liabilities have been classified as current or non-current as per the Companyrsquos normal operating cycle and othercriteria set out in the Schedule III of the Companies Act 2013Based on the nature of products and the time between theacquisition of assets for processing and their realisation in cashand cash equivalents the Company has ascertained its operatingcycle as up to twelve months for the purpose of currentnon-currentclassification of assets and liabilities

II USE OF ESTIMATES

The preparation of financial statements in conformity with IndianGAAP requires the management to make judgements estimatesand assumptions that affect the reported amounts of revenuesexpenses assets and liabilities and disclosure of contingentliabilities at the end of the reporting period Although these

Omansh Enterprises Limited Annual Report 2016-2017 46

estimates are based on the managementrsquos best knowledge ofcurrent events and actions uncertainty about these assumptionsand estimates could result in the outcomes requiring a materialadjustment to the carrying amounts of assets or liabilities in futureperiods

Significant estimates used by the management in the preparationof these financial statements include the useful life of fixed assetsand intangible assets and provisions for doubtful debtsadvancesDifference if any between the actual results and estimates arerecognized in the period in which the results are knownmaterialized

III FIXED ASSETS AND DEPRECIATION

Fixed assets are recorded at cost of acquisition and installationincluding freight duties levies less accumulated depreciation Costof acquisition includes rates taxes and any other directlyattributable cost for bringing the asset to its working condition forintended use

Depreciation on Tangible Fixed Assets is provided on Written DownValue method using the rates arrived at based on the useful livesas specified in the Schedule II of the Companies Act 2013 orestimated by the management The Company has used thefollowing useful life to provide depreciation on its fixed assets

Omansh Enterprises Limited Annual Report 2016-2017 47

(a) Assets where useful life is same as Schedule II

Assets Useful Life as Prescribedby Schedule II of theCompanies Act 2013

Factory Building 30 years

Plant amp Machinery (other thancontinuous process plant notcovered under specific industries) 15 years

Furniture amp Fittings 10 years

Motor Cycles scooters and other mopeds 10 years

Vehicles (Motor Cars) 8 years

Office Equipments 5 years

Computer printers amp data processing units 3 years

Electrical Installations 10 years

(b) Assets where useful life differ from Schedule II

Fixed Assets individually costing less than Rupees five thousandare fully depreciated in the year of purchase

(c) Depreciation

Depreciation on the Fixed Assets addeddisposed offdiscardedduring the year is provided on pro-rata basis with reference to thedate of additiondisposaldiscarding and in the case of capitalisationof any asset depreciation is charged from the date the same isreadyput to use to the Statement of Profit and Loss

IV INTANGIBLE ASSETS AND AMORTISATION

Intangible Assets are stated at acquisition cost net of accumulatedamortisation and accumulated impairment losses if any Intangibleassets are amortised on a straight-line basis over their estimateduseful lives

Omansh Enterprises Limited Annual Report 2016-2017 48

The Company amortises miscellaneous expenditure representingthe Companyrsquos formation expenses over a period of 5 yearsFurther the cost of Direct Listing of Equity Shares on BSE Limitedhas also been included in the same

V BORROWING COSTS

Borrowing Costs attributable to acquisition and construction ofqualifying assets are capitalised as a part of the cost of such assetsup to the date when such assets are ready for its intended useOther borrowing costs are charged to the Statement of Profit andLoss in the period in which they are incurred

VI FOREIGN CURRENCY TRANSACTIONS

The Company has not dealt with any foreign currency transactionduring the Financial Year

VII INVESTMENTS

Investments which are readily realisable and intended to be heldfor not more than one year from the date on which such investmentsare made are classified as current investments All otherinvestments are classified as long-term investments

Investments are recorded at cost on the date of purchase whichinclude acquisition charges such as brokerage stamp duty taxesetc Current Investments are stated at lower of cost and netrealisable value Long-term investments are stated at cost afterdeducting provisions made if any for other than temporarydiminution in the value

VIII REVENUE RECOGNITION

Revenue is recognised to the extent that it is probable that theeconomic benefits will flow to the Company and can be reliablymeasured

Revenue from sale of products is recognised when the significantrisks and rewards of ownership of the goods have passed to thebuyer Sale of goods are recorded net of trade discounts rebatesSales Tax Value Added Tax and gross of Excise Duty

Omansh Enterprises Limited Annual Report 2016-2017 49

Interest income is recognized on a time proportion basis takinginto account the amount outstanding and the rate applicable

Dividend income on investments is accounted for on receipt of thesame

All expenses and income to the extent considered payable andreceivable respectively unless specifically stated be otherwise areaccounted for on mercantile basis

IX RETIREMENT AND OTHER EMPLOYEE BENEFITS

(a) Provident Fund

Provision of Provident Fund is not applicable to theCompany

(b) Gratuity

No provision for gratuity has been made as there is noamount due towards Gratuity payable

(c) Compensated Leaves

Unutilized leave of staff lapses as at the year end and isnot encashable Accordingly no provision is made forcompensated Leaves

X TAXATION

Tax expense comprises of current and deferred tax

Current Tax

Provision for current tax is made after taking into considerationbenefits admissible under the provisions of the Income-tax Act1961 Minimum Alternative Tax (MAT) credit is recognized wherethere is convincing evidence that the same can be utilized in future

Current tax assets and current tax liabilities are offset when thereis a legally enforceable right to set off the recognized amounts andthere is an intention to settle the asset and the liability on a netbasis

Omansh Enterprises Limited Annual Report 2016-2017 50

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 24: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

Based on a holistic view of the Three Point Rating the supervisor provides anoverall Rating This rating is reviewed by the Managing Director along with theimmediate reporting officer who does a Qualitative review of the performancebased on the efforts put in by the employee results achieved and impact of theexternal and internal factors to arrive at a lsquoFinal Annual RatingrsquoThe revision in the total remuneration is directly linked to the lsquoFinal Annual Ratingrsquofor all employees1 The remuneration compensation commission etc to the KMP and Senior

Management Personnel will be determined by the Managing Director inconsultation with other Directors (except the Independent Directors) inaccordance with the Recruitment Policy of the Company which is based uponthe Final Annual Rating employee potential and market benchmarkcompensation The revised remuneration is shared with the Nomination ampRemuneration Committee for review

2 The remuneration compensation commission etc shall be subject to theprior post approval of the shareholders of the Company and CentralGovernment wherever required

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanDate September 4 2017 Managing Director Wholetime DirectorPlace New Delhi DIN 07639422 DIN 07835068

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 21

Omansh Enterprises Limited Annual Report 2016-2017 22

lsquoAnnexure-IIrsquoForm No MGT-9

EXTRACT OF ANNUAL RETURNAs on the financial year ended on 31032017

[Pursuant to Section 92(3) of the Companies Act 2013 and rule 12(1)of the Companies (Management and Administration) Rules 2014]

I REGISTRATION AND OTHER DETAILS

i) CIN L21011DL1974PLC241646ii) Registration Date 20031974iii) Name of the Company OMANSH ENTERPRISES LIMITEDiv) Category Sub-Category of the Company Public Company Limited by Shares amp Having Share Capitalv) Address of the Registered office and contact details SHOP NO 37 QD BLOCK DDA MARKET

PITAMPURA NEW DELHI - 110034Email infoomanshenterprisescom

vi) Whether listed company Yesvii) Name and Address of Registrar amp Transfer Agents ( RTA )

Name of Registrar amp Transfer Agents Skyline Financial Services Private LimitedAddress D-153 A 1st Floor Okhla Industrial Area Phase-ITown City New DelhiState DelhiPin Code 110020Telephone +91-(0)11-6473 2681 6473 2682Fax Number +91-(0)11-2681 2682Email Address adminskylinertacom

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-SNo Name and Description of NIC Code of the to total turnover

main products services Product service of the company1 Whole sale of textiles and clothing 46411 9892

III PARTICULARS OF HOLDING SUBSIDIARY AND ASSOCIATE COMPANIES No of companies for which information is being filloed = NILSNo Name and Address of the Company CINGLN Holding of shares held Applicable Section

SubsidiaryAssociates

Not applicable

Omansh Enterprises Limited Annual Report 2016-2017 23

No of Shares held at the beginning of the year No of Shares held at the end of the year

C at eg o r y o f D e ma t P h y s i ca l T o t a l o f D e ma t P h y s i ca l T o t a l o f C h a n g eS h a r e h o ld er s Tot al S hares Tot al S hares d ur in g t he year

A Promoters(1) Indiana) IndividualHUF 3114500 0 3114500 1755 3114500 0 3114500 1755 000b) Central Govt 0 0 0 000 0 0 000 000 000c) State Govt (s) 0 0 0 000 0 0 000 000 000d) Bodies Corp 4532000 0 4532000 2553 4532000 0 4532000 2553 000e) Banks FI 0 0 0 000 0 0 000 000 000f) Any Otherhellip 0 0 0 000 0 0 000 000 000Sub-total (A) (1)- 7646500 0 7646500 4308 7646500 0 7646500 4308 000(2) Foreign 0 0 0 000 0 0 0 000 000a) NRIs - Individuals 0 0 0 000 0 0 0 000 000b) Other ndash Individuals 0 0 0 000 0 0 0 000 000c) Bodies Corp 0 0 0 000 0 0 0 000 000d) Banks FI 0 0 0 000 0 0 0 000 000e) Any Otherhellip 0 0 0 000 0 0 0 000 000Sub-total (A) (2)- 0 0 0 000 0 0 0 000 000Total shareholding of Promoter(A) = (A)(1)+(A)(2) 7646500 0 7646500 4308 7646500 0 7646500 4308 000B Public Shareholding 1 Insti tutions a) Mutual Funds 0 0 0 000 0 0 0 000 000b) Banks FI 0 0 0 000 0 0 0 000 000c) Central Govt 0 0 0 000 0 0 0 000 000d) State Govt(s) 0 0 0 000 0 0 0 000 000e) Venture Capital Funds 0 0 0 000 0 0 0 000 000f) Insurance Companies 0 0 0 000 0 0 0 000 000g) FIIs 0 0 0 000 0 0 0 000 000h) Foreign Venture Capital Funds 0 0 0 000 0 0 0 000 000i) Others (specify) 0 0 0 000 0 0 0 000 000Sub-total (B)(1)- 0 0 0 000 0 0 0 000 0002 Non-Institutions a) Bodies Corp i) Indian 3296183 25000 3321183 1871 2695355 25000 2720355 1533 -338ii) Overseas 0 0 0 000 0 0 0 000 000b) Individuals i) Individual shareholdersholding nominal share capitalupto Rs 1 lakh 1688546 410000 2098546 1182 718726 409050 1127776 635 -547ii) Individual shareholdersholding nominal sharecapital in excess of Rs 1 lakh ldquo 3745717 616000 4361717 2457 5227885 616000 5843885 3292 835c) Others (specify) 321054 1000 322054 181 410484 1000 411484 232 051Sub-total (B)(2)- 9051500 1052000 10103500 5692 9052450 1051050 10103500 5692 000Total Public Shareholding(B)=(B)(1)+(B)(2) 9051500 1052000 10103500 5692 9052450 1051050 10103500 5692 000C Shares held by Custodianfor GDRs amp ADRs 0 0 0 000 0 0 0 000 000Grand Total (A+B+C) 16698000 1052000 17750000 10000 16698950 1051050 17750000 10000 000

IV SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)A Category-wise Share Holding

Omansh Enterprises Limited Annual Report 2016-2017 24

B Shareholding of Promoters

S Shareholder rsquos Name No of of of shares No of of of shares changeNo Shares tota l pledged Shares tota l pledged in share

Shares encum- shares of encum- hold-of the bered to the bered to ing during

company tota lshares company tota lshares the year1 Mr Gaurav Mutreja 14500 008 000 14500 008 000 0002 Mr Chander Bhan 100000 056 000 100000 056 000 0003 Ms Atharva Professsional Consultants LLP 500000 282 000 500000 282 000 0004 Ms JK Lrsquoatelier Limited 2500000 1408 000 2500000 1408 000 0005 Mr Gaurav Bhatia 50000 028 000 50000 028 000 0006 Ms Gaurav Sukhija (HUF) 250000 141 000 250000 141 000 0007 Ms Komal Sukhi ja 250000 141 000 250000 141 000 0008 Ms Mukesh Sukhija (HUF) 50000 028 000 50000 028 000 0009 Ms Neelam Bhatia 600000 338 000 600000 338 000 00010 Ms Neelam Rani 100000 056 000 100000 056 000 00011 Mr Om Prakash Sukhi ja 700000 394 000 700000 394 000 00012 Ms Pooja Bhatia 150000 085 000 150000 085 000 00013 Ms Raj Kanta Sukhi ja 250000 141 000 250000 141 000 00014 Ms Rashmi Sukhi ja 550000 310 000 550000 310 000 00015 Ms Shi lpa Bhatia 50000 028 000 50000 028 000 00016 Ms Achyut Properties Private Limited 500000 282 000 500000 282 000 00017 Ms Ranji tgarh Finance Company PrivateLimited 1032000 581 000 1032000 581 000 000

Shareholding at the beginning of the year Shareholding at the end of the year

Omansh Enterprises Limited Annual Report 2016-2017 25

C Change in Promotersrsquo Shareholding

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company companySAME AS MENTIONED IN ldquoBrdquo ABOVE

Shareholding at the beginning of the year Shareholding at the end of the year

D Shareholding Pattern of top ten Shareholders (other than Directors Promoters and Holders ofGDRs and ADRs)

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 NAU NIDH FINANCE LIMITED BODY 2500000 1408 2500000 1408

CORPORATE2 KAMALJIT GHAI INDIVIDUAL 250000 141 250000 1413 BHALINDER GHAI INDIVIDUAL 250000 141 250000 1414 HARMEET GHAI INDIVIDUAL 250000 141 250000 1415 GEETA CHADHA INDIVIDUAL 250000 141 250000 1416 MANAN NARANG INDIVIDUAL 250000 141 500000 2827 RAJIV CHADHA INDIVIDUAL 250000 141 250000 1418 NAVEEN NARANG INDIVIDUAL 250000 141 500000 2829 SUMITRA NARANG INDIVIDUAL 250000 141 500000 28210 SATISH CHANDER NARANG INDIVIDUAL 250000 141 500000 282

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

Omansh Enterprises Limited Annual Report 2016-2017 26

E Shareholding of Directors and Key Managerial Personnel

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 Radhey Shayam Whole Time Director 500 000 500 0002 Gaurav Mutre ja Director 14500 008 14500 008

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

V INDEBTEDNESSParticulars Secured Loans Unsecured Deposi ts Total

excluding deposits Loans Indebtedness

VI REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL A Remuneration to Managing Director Whole-time Directors andor Manager

Gross Salary CommissionS Name of (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others Total CeilingNo MDWTD per provision perquisites in lieu of Option Equity profit as per

Manager contained us 17(2) salary the Actin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

NOT ANY

Indebtedness at the beginning of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

Change in Indebtedness during the financial yearAdditionReductionNet Change

Indebtedness at the end of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

NOT APPLICABLE

Omansh Enterprises Limited Annual Report 2016-2017 27

B Remuneration to other directors

Independent Directors Other Non-Executive DirectorS Name of Fee for Commission Others Total 1 Fee for Comm- Others Total Total Total Over-No Director attending attend- ission (2) (1+2) Mana- all

board ing gerial Ceilingcommittee board Remu- as permeetings commi- nerat- the Act

ttee ionmeet-ings

NOT ANY

C Remuneration to Key Managerial Personnel Other than MDManagerWTD

Gross Salary CommissionS Name of Key (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others TotalNo Managerial per provision perquisites in lieu of Option Equity profit

Personnel contained us 17(2) salaryin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

Not Any

Omansh Enterprises Limited Annual Report 2016-2017 28

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Manoj Ramesh Kumar Chauhan Seema KhanWhole Time Director Managing DirectorDIN 07835068 DIN 07639422

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

VII PENALTIES PUNISHMENT COMPOUNDING OF OFFENCES

Type Section of the Brief Detail of Authority [RDNCLT] Appeal made if anyCompanies Description Penalty Punishment Court] (give Details)

Act Compoundingfees imposed

A COMPANYPenaltyPunishment NOT ANYCompoundingB DIRECTORSPenaltyPunishment NOT ANYCompoundingC OTHER OFFICERS IN DEFAULTPenaltyPunishment NOT ANYCompounding

Omansh Enterprises Limited Annual Report 2016-2017 29

Annexure III

FORM NO MR-3SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED 31ST MARCH 2017[Pursuant to Section 204(1) of the Companies Act 2013 and Rule No9 of the

Companies (Appointment and Remuneration Personnel) Rules 2014]

ToThe MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034We have conducted the secretarial audit of the compliance of applicable statutoryprovisions and the adherence to good corporate practices by Omansh EnterprisesLimited (CIN L21011DL1974PLC241646) (hereinafter called ldquothe companyrdquo)Secretarial Audit was conducted in a manner that provided us a reasonable basisfor evaluating the corporate conductsstatutory compliances and expressing ouropinion thereonBased on our verification of Omansh Enterprises Limited books papers minutebooks forms and returns filed and other records maintained by the company andalso the information provided by the Company its officers agents and authorizedrepresentatives during the conduct of the Secretarial Audit we hereby report thatin our opinion the Company has during the audit period covering the financialyear ended on March 31 2017 complied with the statutory provisions listedhereunder and also that the Company has proper Board processes and compliancemechanism in place to the extent in the manner and subject to the reportingmade hereinafterWe have examined the books papers minute books forms and returns filedand other records maintained by Omansh Enterprises Limited for the financialyear ended on March 31 2017 according to the provisions of

1 The Companies Act 2013 (the Act) and the rules made thereunder2 The Securities Contracts (Regulation) Act 1956 (lsquoSCRArsquo) and the rules made

thereunder3 The Depositories Act 1996 and the Regulations and Bye-laws framed

thereunder4 Foreign Exchange Management Act 1999 and the rules and regulations made

thereunder to the extent of Foreign Direct Investment Overseas DirectInvestment and External Commercial Borrowings (During the period underreview the Company has not entered into any transaction requiring

Omansh Enterprises Limited Annual Report 2016-2017 30

compliances with the Foreign Exchange Management Act 1999 and therules and regulations made thereunder to the extent of Foreign DirectInvestment Overseas Direct Investment and External CommercialBorrowings)

5 The Securities and Exchange Board of India (Substantial Acquisition of Sharesand Takeovers) Regulations 2011

6 The Securities and Exchange Board of India (Prohibition of Insider Trading)Regulations 2015

7 The Securities and Exchange Board of India (Issue of Capital and DisclosureRequirements) Regulations 2009

8 The Securities and Exchange Board of India (Employee Stock Option Schemeand Employee Stock Purchase Scheme) Guidelines 1999 (During the periodunder review the Company has not entered into any transaction requiringcompliances with the Securities and Exchange Board of India (EmployeeStock Option Scheme and Employee Stock Purchase Scheme)Guidelines 1999)

9 The Securities and Exchange Board of India (Issue and Listing of DebtSecurities) Regulations 2008 (During the period under review theCompany has not entered into any transaction requiring complianceswith the Securities and Exchange Board of India (Issue and Listing ofDebt Securities) Regulations 2008)

10 The Securities and Exchange Board of India (Registrars to an Issue andShare Transfer Agents) Regulations 1993 regarding the Companies Act anddealing with client

11 The Securities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009)

12 The Securities and Exchange Board of India (Buyback of Securities)Regulations 1998 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Buyback of Securities)Regulations 1998)

OTHER APPLICABLE LAWS

With respect to the compliance system prevailing in the Company and onexamination of the relevant documents and records in pursuance thereof on testcheck basis the Company has complied with the following laws applicable to theCompany

Omansh Enterprises Limited Annual Report 2016-2017 31

1 Indian Contract Act 18722 Income Tax Act 1961 to the extent of Tax Deducted at Source under various

Section and TDS Returns filed3 Indirect Tax Laws relating to collections deductions wherever applicable

payments made and returns filedWe have also examined compliance with the applicable clauses of thefollowing

1 Secretarial Standards issued by The Institute of Company Secretaries of India2 The Listing Agreements entered into by the Company with BSE Ltd pursuant

to SEBI (Listing Obligation and Disclosure Requirement) Regulations 2015During the period under review the Company has complied with the provisions ofthe Act Rules Regulations Guidelines Standards etc mentioned aboveWe further report that

The Board of Directors of the Company is duly constituted with proper balance ofExecutive Directors Non-Executive Directors and Independent Directors Thechanges in the composition of the Board of Directors that took place during theperiod under review were carried out in compliance with the provisions of the ActAdequate notice is given to all directors to schedule the Board Meetings agendaand detailed notes on agenda were sent at least seven days in advance and asystem exists for seeking and obtaining further information and clarifications onthe agenda items before the meeting and for meaningful participation at themeetingMajority decision is carried unanimously however the dissenting membersrsquo viewsif any are captured and recorded as part of the minutesWe further report that there are adequate systems and processes in the companycommensurate with the size and operations of the company to monitor and ensurecompliance with applicable laws rules regulations and guidelinesWe further report that during the audit period

1 During the financial year ended March 31 2017 the Company has notappointed Company Secretary (CS) and Chief Financial Officer (CFO) on theBoard of the Company in compliance with Section 203 of the Companies Act2013 however the Company has appointed CS and CFO wef May 292017 and September 4 2017 respectively

2 The Company has not appointed an Internal Auditor in compliance withprovision of Section 138 of Companies Act 2013

3 There were instances of delay in filing the Forms as required to be filed withRegistrar of Companies Delhi and the Company has paid additional fees forthe same

Note This report is to be read with our letter of even date which annexed asAnnexure A and forms an integral part of this report

Omansh Enterprises Limited Annual Report 2016-2017 32

Annexure A to the Secretarial Audit Report

The MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034

1 We have not verified the correctness and appropriateness of financial recordsand Books of Accounts of the Company

2 Where ever required we have obtained the Management representation aboutthe compliance of laws rules and regulations and happening of events etc

3 The compliance of the provisions of Corporate and other applicable lawsrules regulations standards is the responsibility of management Ourexamination was limited to the verification of procedures on the random testbasis

4 We have followed the audit practices and processes as were appropriate toobtain reasonable assurance about the correctness of the contents of thesecretarial records The verification was done on the random test basis toensure that correct facts are reflected in secretarial records We believe thatthe processes and practices we followed provide a reasonable basis for ouropinion

5 The Secretarial Audit report is neither an assurance as to the future viabilityof the company nor of the efficacy or effectiveness with which the managementhas conducted the affairs of the Company

For Amit R Dadheech amp Associates

Amit R DadheechM No 22889 CP No 8952Mumbai September 4 2017

MANAGEMENT DISCUSSION AND ANALYSIS

Your Directors are pleased to present the Management Discussion and AnalysisReports for the year ended March 31 2017 as underbull Overview

The Indian textile industry is one the largest and oldest sectors in the country andamong the most important in the economy in terms of output investment andemployment The sector employs nearly 45 million people directly and it is one ofthe largest sources of employment generation in the country The textile industrycontributes to 10 of manufacturing production 2 of Indiarsquos GDP and to 13 ofthe countryrsquos export earnings With direct linkages to the rural economy and theagriculture sector it has been estimated that one of every six households in thecountry depends on this sector either directly or indirectly for its livelihoodbull Industry Structure

Raw material costs have been increasing globally coupled with a shortage ofskilled workers While a shift is taking place of textiles industries from China andBangladesh to India the industrial climate in India has also become adverse dueto regular increases in input costs Any further appreciation of the Rupee willadversely affect exports from India Though the spinning industry has faredsomewhat better those with a presence in weaving processing or even compositebusinesses are facing the heat due to increases in input cost without being ableto pass on such higher costs to customers as the market is simply unable toabsorb the samebull Opportunities and Threat

There is good scope for growth for the textile industry as Indiarsquos share in theglobal trade in textiles is weak compared to other countries The free tradeenvironment is a great opportunity for the Indian textile industry to increase itsshare in the global market Chinese exports are slowing down on account of variousfactors inclusive of increase in domestic demand and rising costs This is a goodopportunity of which our textile industry should make use but smaller countrieslike Bangladesh Sri Lanka Pakistan Turkey and Vietnam etc are becomingformidable challengersLack of uninterrupted power increased power costs higher transaction costshigh cost of labour is hindering the progress However we are making all outefforts to cope with all these challenges by continuous efforts at cost reductionprocess improvements diversification of products and improving productivity byimproving efficienciesbull Business operations

The Company is engaged in the business of Textile industry During the yearunder review the industry faced various challenges due to global and economicslowdown and increasing rates of interest rates But looking at the huge potentialin India for Textile the company is hopeful of reenter into this sector The growthin the sector is very good and Management expects better results in forth comingyearOmansh Enterprises Limited Annual Report 2016-2017 33

bull Outlook

In light of the new and vibrant management of the company and steady growth inthe operations of the company and looking at the huge demand for residential aswell as commercial space in Delhi the company is hopeful of its upwardperformance the future growth for the benefit of its stakeholders at largebull Internal control System

The company has an effective internal control environment which ensures thatoperation are managed efficiently and effectively assets are safeguardedregulatory are complied with and transactions are recorded after appropriateauthorization The Company has an adequate internal control systemcommensurate with the size of the company and the nature of its business whichensures that functioning of the Company is managed efficiently and effectivelyassets are safeguarded regulatory compliances are complied with and transactionsare recorded after appropriate authorizationbull Human relations

Human resources have always been most valuable assets for Omansh EnterprisesLimited During the year the company has once again gained the confidence of itsHuman Resource as well and company constantly seeks to attract and retain thebest available talent Human resources management incorporates a process drivenapproach that invest regularly in the extensive training programs The Companycontinued to enjoy healthy industrial relations during the yearbull Forward Looking and Cautionary Statements

Management Discussion and Analysis contains forward-looking statementsconcerning the Companyrsquos future plans strategies and performance Theseforward-looking statements are not historical facts rather they representassumptions and beliefs based on economic financial and competitive datacurrently available Furthermore they are subject to a number of risks anduncertainties that without limitation relate to economic conditions fiercecompetition in the information service industry customer demand tax rulesregulations and other factors Readers of this annual report are cautioned not toplace undue reliance on these forward-looking statements The Company thereforewishes to caution readers that actual results may differ materially

On behalf of Board of Directorsof Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanManaging Director Wholetime DirectorDIN 07639422 DIN 07835068

DateSeptember 4 2017Place New Delhi

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 34

Independent Auditorrsquos Report

To the Members of Omansh Enterprises Limited

Report on the Financial Statements

We have audited the accompanying standalone financial statements of OmanshEnterprises Limited (ldquothe Companyrdquo) which comprise the Balance Sheet as atMarch 31 2017 the Statement of Profit and Loss and Cash Flow Statement for theyear then ended and a summary of significant accounting policies and otherexplanatory information

Managementrsquos Responsibility for the Financial Statements

The Companyrsquos Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 (ldquothe Actrdquo) with respect to the preparation ofthese standalone financial statements that give a true and fair view of the financialposition financial performance and cash flows of the Company in accordancewith accounting principles generally accepted in India including the AccountingStandards specified under section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014 and the Companies (Accounting Standards) AmendmentRules 2016 This responsibility includes maintenance of adequate accountingrecords in accordance with the provisions of the Act for safeguarding of the assetsof the Company and for preventing and detecting frauds and other irregularitiesselection and application of appropriate accounting policies making judgmentsand estimates that are reasonable and prudent and the design implementationand maintenance of adequate internal financial control that were operatingeffectively for ensuring the accuracy and completeness of the accounting recordsrelevant to the preparation and presentation of the financial statements that givea true and fair view and are free from material misstatement whether due to fraudor error

Auditorrsquos Responsibility

Our responsibility is to express an opinion on these standalone financial statementsbased on our audit We have taken into account the provisions of the Act theaccounting and auditing standards and matters which are required to be includedin the audit report under the provisions of the Act and the Rules made thereunderWe conducted our audit in accordance with the Standards on Auditing issued bythe Institute of Chartered Accountants of India as specified under Section 143(10)of the Act Those Standards require that we comply with ethical requirements andplan and perform the audit to obtain reasonable assurance about whether thefinancial statements are free from material misstatement

An audit involves performing procedures to obtain audit evidence about theamounts and disclosures in the financial statements The procedures selecteddepend on the auditorrsquos judgment including the assessment of the risks of materialmisstatement of the financial statements whether due to fraud or error In making

Omansh Enterprises Limited Annual Report 2016-2017 35

those risk assessments the auditor considers internal financial control relevantto the Companyrsquos preparation of the financial statements that give a true and fairview in order to design audit procedures that are appropriate in the circumstancesAn audit also includes evaluating the appropriateness of accounting policies usedand the reasonableness of the accounting estimates made by the CompanyrsquosDirectors as well as evaluating the overall presentation of the financial statementsWe believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the standalone financial statements

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the standalone financial statements give the information required bythe Act in the manner so required and give a true and fair view in conformity withthe accounting principles generally accepted in India of the state of affairs of theCompany as at 31st March 2017 its profit and its cash flows for the year endedon that date

Report on Other Legal and Regulatory Requirements

1 As required by the Companies (Auditorrsquos report) Order 2016 (ldquothe Orderrdquo)issued by the Central Government of India in terms of sub-section (11) ofSection 143 of the Act we give in the Annexure 1 a statement on the mattersspecified 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 whichto the best of our knowledge and belief were necessary for the purposeof our audit

b) In our opinion proper books of account as required by law have beenkept by the Company so far as it appears from our examination of thosebooks

c) The Balance Sheet Statement of Profit and Loss and Cash FlowStatement dealt with by this Report are in agreement with the books ofaccount

d) In our opinion the aforesaid standalone financial statements comply withthe Accounting Standards specified under Section 133 of the Act readwith Rule 7 of the Companies (Accounts) Rules 2014 and the Companies(Accounting Standards) Amendment Rules 2016

e) On the basis of written representations received from the directors as on31st March 2017 and taken on record by the Board of Directors none ofthe directors is disqualified as on 31st March 2017 from being appointedas a director in terms of Section 164(2) of the Act

Omansh Enterprises Limited Annual Report 2016-2017 36

f) With respect to the adequacy of the internal financial controls overfinancial reporting of the Company and the operating effectiveness ofsuch controls refer to our separate Report in ldquoAnnexure 2rdquo to this report

g) With respect to the other matters to be included in the Auditorrsquos Reportin accordance with Rule 11 of the Companies (Audit and Auditors) Rules2014 in our opinion and to the best of our information and according tothe explanations given to us

i The Company does not have any pending litigations which wouldimpact its financial position

ii The Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeablelosses

iii There has not been an occasion in which the company during theyear under report to transfer any sum to the Investor Education andProtection Fund Hence the question of delay in transferring suchsum does not arise

iv The Company has provided requisite disclosures in Note No 27 tothese standalone financial statements as to the holding of SpecifiedBank Notes on November 8 2016 to December 30 2016 as well asdealings in Specified Bank Notes during the period from November8 2016 to December 30 2016 Based on our audit procedures andrelying on the management representation regarding the holdingand nature of cash transactions including Specified Bank Noteswe report that these disclosures are in accordance with the books ofaccounts maintained by the Company and as produced to us by theManagement

For Satyendra Mrinal amp AssociatesChartered Accountants

Firm Registration Number 017068N

SK JainPartner

Membership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 37

Annexure 1 referred to in paragraph 1 under the heading ldquoReport on OtherLegal and Regulatory Requirementsrdquo of our Report of even date

(i) (a) The Company has maintained proper records showing fullparticulars including quantitative details and situation of fixedassets

(b) All fixed assets have been physically verified by the managementat regular intervals as informed to us no material discrepancieswere noticed on such verification

(c) According to the information and explanations given by themanagement the Company has not acquired any immovableproperty during the year under audit no comments under thesub-clause are required

(ii) The Company does not have any inventory and accordingly therequirements under paragraph 3(ii) of the Order are not applicable to theCompany

(iii) According to the information and explanation given to us the Companyhas not granted any loans secured or unsecured to companies firmsLimited Liability Partnerships or other parties covered in the registermaintained under Section 189 of the Act and hence clause 3(iii)(a) (b)and (c) of the Order are not applicable to the Company and hence notcommented upon

(iv) In our opinion and according to the information and explanations givento us there are no loans investments guarantees and securities grantedin respect of which provisions of Section 185 and 186 of the Act areapplicable and hence not commented upon

(v) The Company has not accepted any deposits within the meaning ofSections 73 to 76 of the Act and the Companies (Acceptance of Deposits)Rules 2014 (as amended) Accordingly the provisions of clause 3(v) ofthe Order are not applicable

(vi) To the best of our knowledge and as explained the Central Governmenthas not specified the maintenance of cost records under Section 148(1)of the Act for the productsservices of the Company

(vii) (a) According to the information and explanations given to us andbased on the records of the company examined by us thecompany is regular in depositing the undisputed statutory duesincluding income-tax and other statutory dues as applicablewith the appropriate authorities in India

(b) According to the information and explanations given to us andbased on the records of the company examined by us thereare no dues of Income tax which have not been deposited onaccount of any disputes However the remaining taxes specifiedunder the said sub-clause are not applicable to the company

Omansh Enterprises Limited Annual Report 2016-2017 38

(viii) In our opinion and according to the information and explanations givenby the management the Company has not availed of any loans from anyfinancial institution bank or government and not issued any debentures

(ix) In our opinion and according to the information and explanations givenby the management the Company has not raised any money by way ofinitial public offer or further public offer (including debt instruments) andthe company has not raisedtaken any term loan

(x) Based upon the audit procedures performed for the purpose of reportingthe true and fair view of the financial statements and according to theinformation and explanations given by the management we report thatno fraud by the company or no fraud on the company by the officers andemployees of the Company has been noticed or reported during the year

(xi) According to the information and explanations given by the managementthe company has complied with the provisions of Section 197 read withSchedule V of the Companies Act 2013

(xii) In our opinion the Company is not a nidhi company Therefore theprovisions of clause 3(xii) of the order are not applicable to the Companyand hence not commented upon

(xiii) According to the information and explanations given by the managementthere were no transactions with the related parties during the year hencenot commented upon

(xiv) According to the information and explanations given to us and on anoverall examination of the Balance Sheet the Company has not madeany preferential allotment or private placement of shares or fully or partlyconvertible debentures during the year under review and hence reportingrequirements under clause 3(xiv) are not applicable to the Company andnot commented upon

(xv) According to the information and explanations given by the managementthe Company has not entered into any non-cash transactions with thedirectors or persons connected with him as referred to in Section 192 ofCompanies Act 2013

(xvi) According to the information and explanations given to us the provisionsof Section 45-IA of the Reserve Bank of India Act 1934 are not applicableto the Company

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 39

ANNEXURE 2 TO THE INDEPENDENT AUDITORrsquoS REPORT OF EVEN DATEON THE STANDALONE FINANCIAL STATEMENTS OF OMANSHENTERPRISES LIMITED

Report on the Internal Financial Controls under Clause (i) of Sub-section 3of Section 143 of the Companies Act 2013 (ldquothe Actrdquo)

To the Members of Omansh Enterprises Limited

We have audited the internal financial controls over financial reporting of OmanshEnterprises Limited (ldquothe Companyrdquo) as of 31st March 2017 in conjunction withour audit of the standalone financial statements of the Company for the year endedon that date

Managementrsquos Responsibility for Internal Financial Controls

The Companyrsquos Management is responsible for establishing and maintaininginternal financial controls based on the internal control over financial reportingcriteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial ControlsOver Financial Reporting issued by the Institute of Chartered Accountants of IndiaThese responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuringthe orderly and efficient conduct of its business including adherence to theCompanyrsquos policies the safeguarding of its assets the prevention and detectionof frauds and errors the accuracy and completeness of the accounting recordsand the timely preparation of reliable financial information as required under theCompanies Act 2013 (lsquothe Actrsquo)

Auditorrsquos Responsibility

Our responsibility is to express an opinion on the Companyrsquos internal financialcontrols over financial reporting based on our audit We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting (the ldquoGuidance Noterdquo) and the Standards on Auditing asspecified under section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls both applicable to an audit of Internal Financial Controlsand both issued by the Institute of Chartered Accountants of India ThoseStandards and the Guidance Note require that we comply with ethical requirementsand plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects

Our audit involves performing procedures to obtain audit evidence about theadequacy of the internal financial controls system over financial reporting andtheir operating effectiveness Our audit of internal financial controls over financialreporting included obtaining an understanding of internal financial controls overfinancial reporting assessing the risk that a material weakness exists and testing

Omansh Enterprises Limited Annual Report 2016-2017 40

and evaluating the design and operating effectiveness of internal control basedon the assessed risk The procedures selected depend on the auditorrsquos judgementincluding the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error

We believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the internal financial controls systemover financial reporting

Meaning of Internal Financial Controls Over Financial Reporting

A companyrsquos internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles A companyrsquos internal financialcontrol over financial reporting includes those policies and procedures that (1)pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company (2)provide reasonable assurance that transactions are recorded as necessary topermit preparation of financial statements in accordance with generally acceptedaccounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorisations of management and directorsof the company and (3) provide reasonable assurance regarding prevention ortimely detection of unauthorised acquisition use or disposition of the companyrsquosassets 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 financialreporting including the possibility of collusion or improper management overrideof controls material misstatements due to error or fraud may occur and not bedetected Also projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes inconditions or that the degree of compliance with the policies or procedures maydeteriorate

Omansh Enterprises Limited Annual Report 2016-2017 41

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at 31st March 2017 basedon the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls Over Financial Reporting issued bythe Institute of Chartered Accountants of India

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 42

Amount in Particulars Note As At As At

No 31032017 31032016

OMANSH ENTERPRISES LIMITEDRegd off SHOP NO QD-37 DDA MARKET PITAMPURA NEW DELHI-110034

BALANCE SHEET AS AT 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I EQUITY AND LIABILITIES(1) Shareholderrsquos Funds

(a) Share Capital 2 3550000000 3550000000(b) Reserves and Surplus 3 90954266 68038074(c) Money received against share warrants - 3640954266 - 3618038074

(2) Share application money pending allotment - -(3) Non-Current Liabilities

(a) Long-term borrowings - -(b) Deferred tax liabilities (Net) 121300 -(c) Other Long term liabilities - -(d) Long term provisions - 121300 - -

(4) Current Liabilities(a) Short-term borrowings - -(b) Trade payables 4 2658855175 2385034725(c) Other current liabilities 5 13400000 31328100(d) Short-term provisions - 2672255175 - 2416362825

Total 6313330741 6034400899II ASSETS(1) Non-current assets

(a) Fixed assets (i) Tangible assets 6 2888600 4902500 (ii) Intangible assets - - (iii) Capital work-in-progress - - (iv) Intangible assets under development - -(b) Non-current investments 7 801500000 801500000(c) Deferred tax assets (net) - 413300(d) Long term loans and advances 8 910000000 1232160100(e) Other non-current assets - 1714388600 - 2038975900

(2) Current assets(a) Current investments - -(b) Inventories - -(c) Trade receivables 9 4311808246 3931054446(d) Cash and cash equivalents 10 262853595 19436253(e) Short-term loans and advances 11 10054300 16482300(f) Other current assets 12 14226000 4598942141 28452000 3995424999

Total 6313330741 6034400899Significant Accounting PoliciesNotes on financial Statements 1-27

Omansh Enterprises Limited Annual Report 2016-2017 43

Amount in

Particulars Note 2016-17 2015-16No

OMANSH ENTERPRISES LIMITED

STATEMENT OF PROFIT amp LOSS FOR THE YEAR ENDED 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I Revenue from operations 20 1735111517 2138004325II Other Income 21 598242 165707300III Total Revenue I+II 1735709759 2303711625IV Expenses

Purchase of Stock-in-Trade (Net of Return) 1556101986 2019177290Changes in inventories of finished goods work-in-progress and Stock-in-Trade - -Employee benefit expense 22 38500000 92100000Financial costs 23 - 371112Depreciation and amortization expense 24 16239900 22358900Other expenses 25 91717081 130240960

IV Total Expenses 1702558967 2264248262V Profit before exceptional and extraordinary items and tax III-IV 33150792 39463363VI Exceptional Items - -VII Profit before extraordinary items and tax V-VI 33150792 39463363VIII Extraordinary Items - -IX Profit before tax VII-VIII 33150792 39463363X Tax expense

(1) Current tax 9700000 11638100(2) Deferred tax 534600 27512500

XI Profit(Loss) from the perid from continuing operations IX-X 22916192 312763XII Profit(Loss) from discontinuing operations - -XIII Tax expense of discounting operations - -XIV Profit(Loss) from Discontinuing operations XII-XIII - -XV Profit(Loss) for the period XI+XIV 22916192 312763XVI Earning per equity share 26

(1) Basic 001 000(2) Diluted 001 000

Omansh Enterprises Limited Annual Report 2016-2017 44

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2017(Amount in )

Particulars 2016-17 2015-16A Cash Flow from Operating Activities

Profit(Loss) before Taxation 331508 394634Adjustments for Depreciation 20139 81329Preliminary expenses 142260 142260Loss (Profit) on Sale of assets - -Finance cost - 3711Interest Income - -Operating Profit(Loss) before Working Capital Changes 493907 621934Adjustments for Trade and Other Receivables (3807538) 198975Inventories - -Loans and Advances 3285881 (4365027)Trade and Other Payables 2558924 859666Provisions - -Other current Assets - 6837Cash Generated from Operations 2531173 (2677615)Direct Tax Paid (97000) (116381)Net Cash generated from Operating Activities 2434173 (2793996)

B Cash Flow from Investing ActivitiesPurchase of Fixed Assets - -Sale of assets - -Investments - -Interest Income - -Net Cash used in Investing Activities - -

C Cash Flow from Financing ActivitiesProceeds of Borrowings - -Finance cost - (3711)Net Cash generated from in Financing Activities - (3711)Net Increase(Decrease) in Cash and Cash Equivalents (A+B+C) 2434173 (2797708)Cash and Cash Equivalents Opening 194362 2992070Cash and Cash Equivalents Closing 2628536 194362

Notes1 The above Cash Flow Statement has been prepared under the indirect method as set out in the Accounting Standard on Cash Flow Statement

(AS-3)2 Figures in Brackets indicate Cash Outflow3 Previous Year rsquos figures have been recast regrouped and restated where ever necessary

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 45

Notes Forming Part of Financial Statements

NOTE 1

A CORPORATE INFORMATION

The company is engaged in the business of trading in ClothClothingFabric in India the disclosure requirements of AccountingStandard-17 Segment Reporting are not applicable

B SIGNIFICANT ACCOUNTING POLICIES

I BASIS OF PREPARATION

The accompanying financial statements have been prepared andpresented as a going concern under historical cost convention onthe accrual basis of accounting unless otherwise stated inaccordance with the generally accepted accounting principles inIndia (Indian GAAP) and comply with the Accounting Standardsspecified under Section 133 of the Companies Act 2013 (The Act)read with paragraph 7 of the Companies (Accounts) Rules 2014and relevant provisions of the Companies Act 2013

The accounting policies have been consistently applied by theCompany and are consistent with those used in the previous year

All assets and liabilities have been classified as current or non-current as per the Companyrsquos normal operating cycle and othercriteria set out in the Schedule III of the Companies Act 2013Based on the nature of products and the time between theacquisition of assets for processing and their realisation in cashand cash equivalents the Company has ascertained its operatingcycle as up to twelve months for the purpose of currentnon-currentclassification of assets and liabilities

II USE OF ESTIMATES

The preparation of financial statements in conformity with IndianGAAP requires the management to make judgements estimatesand assumptions that affect the reported amounts of revenuesexpenses assets and liabilities and disclosure of contingentliabilities at the end of the reporting period Although these

Omansh Enterprises Limited Annual Report 2016-2017 46

estimates are based on the managementrsquos best knowledge ofcurrent events and actions uncertainty about these assumptionsand estimates could result in the outcomes requiring a materialadjustment to the carrying amounts of assets or liabilities in futureperiods

Significant estimates used by the management in the preparationof these financial statements include the useful life of fixed assetsand intangible assets and provisions for doubtful debtsadvancesDifference if any between the actual results and estimates arerecognized in the period in which the results are knownmaterialized

III FIXED ASSETS AND DEPRECIATION

Fixed assets are recorded at cost of acquisition and installationincluding freight duties levies less accumulated depreciation Costof acquisition includes rates taxes and any other directlyattributable cost for bringing the asset to its working condition forintended use

Depreciation on Tangible Fixed Assets is provided on Written DownValue method using the rates arrived at based on the useful livesas specified in the Schedule II of the Companies Act 2013 orestimated by the management The Company has used thefollowing useful life to provide depreciation on its fixed assets

Omansh Enterprises Limited Annual Report 2016-2017 47

(a) Assets where useful life is same as Schedule II

Assets Useful Life as Prescribedby Schedule II of theCompanies Act 2013

Factory Building 30 years

Plant amp Machinery (other thancontinuous process plant notcovered under specific industries) 15 years

Furniture amp Fittings 10 years

Motor Cycles scooters and other mopeds 10 years

Vehicles (Motor Cars) 8 years

Office Equipments 5 years

Computer printers amp data processing units 3 years

Electrical Installations 10 years

(b) Assets where useful life differ from Schedule II

Fixed Assets individually costing less than Rupees five thousandare fully depreciated in the year of purchase

(c) Depreciation

Depreciation on the Fixed Assets addeddisposed offdiscardedduring the year is provided on pro-rata basis with reference to thedate of additiondisposaldiscarding and in the case of capitalisationof any asset depreciation is charged from the date the same isreadyput to use to the Statement of Profit and Loss

IV INTANGIBLE ASSETS AND AMORTISATION

Intangible Assets are stated at acquisition cost net of accumulatedamortisation and accumulated impairment losses if any Intangibleassets are amortised on a straight-line basis over their estimateduseful lives

Omansh Enterprises Limited Annual Report 2016-2017 48

The Company amortises miscellaneous expenditure representingthe Companyrsquos formation expenses over a period of 5 yearsFurther the cost of Direct Listing of Equity Shares on BSE Limitedhas also been included in the same

V BORROWING COSTS

Borrowing Costs attributable to acquisition and construction ofqualifying assets are capitalised as a part of the cost of such assetsup to the date when such assets are ready for its intended useOther borrowing costs are charged to the Statement of Profit andLoss in the period in which they are incurred

VI FOREIGN CURRENCY TRANSACTIONS

The Company has not dealt with any foreign currency transactionduring the Financial Year

VII INVESTMENTS

Investments which are readily realisable and intended to be heldfor not more than one year from the date on which such investmentsare made are classified as current investments All otherinvestments are classified as long-term investments

Investments are recorded at cost on the date of purchase whichinclude acquisition charges such as brokerage stamp duty taxesetc Current Investments are stated at lower of cost and netrealisable value Long-term investments are stated at cost afterdeducting provisions made if any for other than temporarydiminution in the value

VIII REVENUE RECOGNITION

Revenue is recognised to the extent that it is probable that theeconomic benefits will flow to the Company and can be reliablymeasured

Revenue from sale of products is recognised when the significantrisks and rewards of ownership of the goods have passed to thebuyer Sale of goods are recorded net of trade discounts rebatesSales Tax Value Added Tax and gross of Excise Duty

Omansh Enterprises Limited Annual Report 2016-2017 49

Interest income is recognized on a time proportion basis takinginto account the amount outstanding and the rate applicable

Dividend income on investments is accounted for on receipt of thesame

All expenses and income to the extent considered payable andreceivable respectively unless specifically stated be otherwise areaccounted for on mercantile basis

IX RETIREMENT AND OTHER EMPLOYEE BENEFITS

(a) Provident Fund

Provision of Provident Fund is not applicable to theCompany

(b) Gratuity

No provision for gratuity has been made as there is noamount due towards Gratuity payable

(c) Compensated Leaves

Unutilized leave of staff lapses as at the year end and isnot encashable Accordingly no provision is made forcompensated Leaves

X TAXATION

Tax expense comprises of current and deferred tax

Current Tax

Provision for current tax is made after taking into considerationbenefits admissible under the provisions of the Income-tax Act1961 Minimum Alternative Tax (MAT) credit is recognized wherethere is convincing evidence that the same can be utilized in future

Current tax assets and current tax liabilities are offset when thereis a legally enforceable right to set off the recognized amounts andthere is an intention to settle the asset and the liability on a netbasis

Omansh Enterprises Limited Annual Report 2016-2017 50

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 25: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

Omansh Enterprises Limited Annual Report 2016-2017 22

lsquoAnnexure-IIrsquoForm No MGT-9

EXTRACT OF ANNUAL RETURNAs on the financial year ended on 31032017

[Pursuant to Section 92(3) of the Companies Act 2013 and rule 12(1)of the Companies (Management and Administration) Rules 2014]

I REGISTRATION AND OTHER DETAILS

i) CIN L21011DL1974PLC241646ii) Registration Date 20031974iii) Name of the Company OMANSH ENTERPRISES LIMITEDiv) Category Sub-Category of the Company Public Company Limited by Shares amp Having Share Capitalv) Address of the Registered office and contact details SHOP NO 37 QD BLOCK DDA MARKET

PITAMPURA NEW DELHI - 110034Email infoomanshenterprisescom

vi) Whether listed company Yesvii) Name and Address of Registrar amp Transfer Agents ( RTA )

Name of Registrar amp Transfer Agents Skyline Financial Services Private LimitedAddress D-153 A 1st Floor Okhla Industrial Area Phase-ITown City New DelhiState DelhiPin Code 110020Telephone +91-(0)11-6473 2681 6473 2682Fax Number +91-(0)11-2681 2682Email Address adminskylinertacom

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-SNo Name and Description of NIC Code of the to total turnover

main products services Product service of the company1 Whole sale of textiles and clothing 46411 9892

III PARTICULARS OF HOLDING SUBSIDIARY AND ASSOCIATE COMPANIES No of companies for which information is being filloed = NILSNo Name and Address of the Company CINGLN Holding of shares held Applicable Section

SubsidiaryAssociates

Not applicable

Omansh Enterprises Limited Annual Report 2016-2017 23

No of Shares held at the beginning of the year No of Shares held at the end of the year

C at eg o r y o f D e ma t P h y s i ca l T o t a l o f D e ma t P h y s i ca l T o t a l o f C h a n g eS h a r e h o ld er s Tot al S hares Tot al S hares d ur in g t he year

A Promoters(1) Indiana) IndividualHUF 3114500 0 3114500 1755 3114500 0 3114500 1755 000b) Central Govt 0 0 0 000 0 0 000 000 000c) State Govt (s) 0 0 0 000 0 0 000 000 000d) Bodies Corp 4532000 0 4532000 2553 4532000 0 4532000 2553 000e) Banks FI 0 0 0 000 0 0 000 000 000f) Any Otherhellip 0 0 0 000 0 0 000 000 000Sub-total (A) (1)- 7646500 0 7646500 4308 7646500 0 7646500 4308 000(2) Foreign 0 0 0 000 0 0 0 000 000a) NRIs - Individuals 0 0 0 000 0 0 0 000 000b) Other ndash Individuals 0 0 0 000 0 0 0 000 000c) Bodies Corp 0 0 0 000 0 0 0 000 000d) Banks FI 0 0 0 000 0 0 0 000 000e) Any Otherhellip 0 0 0 000 0 0 0 000 000Sub-total (A) (2)- 0 0 0 000 0 0 0 000 000Total shareholding of Promoter(A) = (A)(1)+(A)(2) 7646500 0 7646500 4308 7646500 0 7646500 4308 000B Public Shareholding 1 Insti tutions a) Mutual Funds 0 0 0 000 0 0 0 000 000b) Banks FI 0 0 0 000 0 0 0 000 000c) Central Govt 0 0 0 000 0 0 0 000 000d) State Govt(s) 0 0 0 000 0 0 0 000 000e) Venture Capital Funds 0 0 0 000 0 0 0 000 000f) Insurance Companies 0 0 0 000 0 0 0 000 000g) FIIs 0 0 0 000 0 0 0 000 000h) Foreign Venture Capital Funds 0 0 0 000 0 0 0 000 000i) Others (specify) 0 0 0 000 0 0 0 000 000Sub-total (B)(1)- 0 0 0 000 0 0 0 000 0002 Non-Institutions a) Bodies Corp i) Indian 3296183 25000 3321183 1871 2695355 25000 2720355 1533 -338ii) Overseas 0 0 0 000 0 0 0 000 000b) Individuals i) Individual shareholdersholding nominal share capitalupto Rs 1 lakh 1688546 410000 2098546 1182 718726 409050 1127776 635 -547ii) Individual shareholdersholding nominal sharecapital in excess of Rs 1 lakh ldquo 3745717 616000 4361717 2457 5227885 616000 5843885 3292 835c) Others (specify) 321054 1000 322054 181 410484 1000 411484 232 051Sub-total (B)(2)- 9051500 1052000 10103500 5692 9052450 1051050 10103500 5692 000Total Public Shareholding(B)=(B)(1)+(B)(2) 9051500 1052000 10103500 5692 9052450 1051050 10103500 5692 000C Shares held by Custodianfor GDRs amp ADRs 0 0 0 000 0 0 0 000 000Grand Total (A+B+C) 16698000 1052000 17750000 10000 16698950 1051050 17750000 10000 000

IV SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)A Category-wise Share Holding

Omansh Enterprises Limited Annual Report 2016-2017 24

B Shareholding of Promoters

S Shareholder rsquos Name No of of of shares No of of of shares changeNo Shares tota l pledged Shares tota l pledged in share

Shares encum- shares of encum- hold-of the bered to the bered to ing during

company tota lshares company tota lshares the year1 Mr Gaurav Mutreja 14500 008 000 14500 008 000 0002 Mr Chander Bhan 100000 056 000 100000 056 000 0003 Ms Atharva Professsional Consultants LLP 500000 282 000 500000 282 000 0004 Ms JK Lrsquoatelier Limited 2500000 1408 000 2500000 1408 000 0005 Mr Gaurav Bhatia 50000 028 000 50000 028 000 0006 Ms Gaurav Sukhija (HUF) 250000 141 000 250000 141 000 0007 Ms Komal Sukhi ja 250000 141 000 250000 141 000 0008 Ms Mukesh Sukhija (HUF) 50000 028 000 50000 028 000 0009 Ms Neelam Bhatia 600000 338 000 600000 338 000 00010 Ms Neelam Rani 100000 056 000 100000 056 000 00011 Mr Om Prakash Sukhi ja 700000 394 000 700000 394 000 00012 Ms Pooja Bhatia 150000 085 000 150000 085 000 00013 Ms Raj Kanta Sukhi ja 250000 141 000 250000 141 000 00014 Ms Rashmi Sukhi ja 550000 310 000 550000 310 000 00015 Ms Shi lpa Bhatia 50000 028 000 50000 028 000 00016 Ms Achyut Properties Private Limited 500000 282 000 500000 282 000 00017 Ms Ranji tgarh Finance Company PrivateLimited 1032000 581 000 1032000 581 000 000

Shareholding at the beginning of the year Shareholding at the end of the year

Omansh Enterprises Limited Annual Report 2016-2017 25

C Change in Promotersrsquo Shareholding

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company companySAME AS MENTIONED IN ldquoBrdquo ABOVE

Shareholding at the beginning of the year Shareholding at the end of the year

D Shareholding Pattern of top ten Shareholders (other than Directors Promoters and Holders ofGDRs and ADRs)

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 NAU NIDH FINANCE LIMITED BODY 2500000 1408 2500000 1408

CORPORATE2 KAMALJIT GHAI INDIVIDUAL 250000 141 250000 1413 BHALINDER GHAI INDIVIDUAL 250000 141 250000 1414 HARMEET GHAI INDIVIDUAL 250000 141 250000 1415 GEETA CHADHA INDIVIDUAL 250000 141 250000 1416 MANAN NARANG INDIVIDUAL 250000 141 500000 2827 RAJIV CHADHA INDIVIDUAL 250000 141 250000 1418 NAVEEN NARANG INDIVIDUAL 250000 141 500000 2829 SUMITRA NARANG INDIVIDUAL 250000 141 500000 28210 SATISH CHANDER NARANG INDIVIDUAL 250000 141 500000 282

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

Omansh Enterprises Limited Annual Report 2016-2017 26

E Shareholding of Directors and Key Managerial Personnel

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 Radhey Shayam Whole Time Director 500 000 500 0002 Gaurav Mutre ja Director 14500 008 14500 008

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

V INDEBTEDNESSParticulars Secured Loans Unsecured Deposi ts Total

excluding deposits Loans Indebtedness

VI REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL A Remuneration to Managing Director Whole-time Directors andor Manager

Gross Salary CommissionS Name of (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others Total CeilingNo MDWTD per provision perquisites in lieu of Option Equity profit as per

Manager contained us 17(2) salary the Actin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

NOT ANY

Indebtedness at the beginning of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

Change in Indebtedness during the financial yearAdditionReductionNet Change

Indebtedness at the end of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

NOT APPLICABLE

Omansh Enterprises Limited Annual Report 2016-2017 27

B Remuneration to other directors

Independent Directors Other Non-Executive DirectorS Name of Fee for Commission Others Total 1 Fee for Comm- Others Total Total Total Over-No Director attending attend- ission (2) (1+2) Mana- all

board ing gerial Ceilingcommittee board Remu- as permeetings commi- nerat- the Act

ttee ionmeet-ings

NOT ANY

C Remuneration to Key Managerial Personnel Other than MDManagerWTD

Gross Salary CommissionS Name of Key (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others TotalNo Managerial per provision perquisites in lieu of Option Equity profit

Personnel contained us 17(2) salaryin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

Not Any

Omansh Enterprises Limited Annual Report 2016-2017 28

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Manoj Ramesh Kumar Chauhan Seema KhanWhole Time Director Managing DirectorDIN 07835068 DIN 07639422

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

VII PENALTIES PUNISHMENT COMPOUNDING OF OFFENCES

Type Section of the Brief Detail of Authority [RDNCLT] Appeal made if anyCompanies Description Penalty Punishment Court] (give Details)

Act Compoundingfees imposed

A COMPANYPenaltyPunishment NOT ANYCompoundingB DIRECTORSPenaltyPunishment NOT ANYCompoundingC OTHER OFFICERS IN DEFAULTPenaltyPunishment NOT ANYCompounding

Omansh Enterprises Limited Annual Report 2016-2017 29

Annexure III

FORM NO MR-3SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED 31ST MARCH 2017[Pursuant to Section 204(1) of the Companies Act 2013 and Rule No9 of the

Companies (Appointment and Remuneration Personnel) Rules 2014]

ToThe MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034We have conducted the secretarial audit of the compliance of applicable statutoryprovisions and the adherence to good corporate practices by Omansh EnterprisesLimited (CIN L21011DL1974PLC241646) (hereinafter called ldquothe companyrdquo)Secretarial Audit was conducted in a manner that provided us a reasonable basisfor evaluating the corporate conductsstatutory compliances and expressing ouropinion thereonBased on our verification of Omansh Enterprises Limited books papers minutebooks forms and returns filed and other records maintained by the company andalso the information provided by the Company its officers agents and authorizedrepresentatives during the conduct of the Secretarial Audit we hereby report thatin our opinion the Company has during the audit period covering the financialyear ended on March 31 2017 complied with the statutory provisions listedhereunder and also that the Company has proper Board processes and compliancemechanism in place to the extent in the manner and subject to the reportingmade hereinafterWe have examined the books papers minute books forms and returns filedand other records maintained by Omansh Enterprises Limited for the financialyear ended on March 31 2017 according to the provisions of

1 The Companies Act 2013 (the Act) and the rules made thereunder2 The Securities Contracts (Regulation) Act 1956 (lsquoSCRArsquo) and the rules made

thereunder3 The Depositories Act 1996 and the Regulations and Bye-laws framed

thereunder4 Foreign Exchange Management Act 1999 and the rules and regulations made

thereunder to the extent of Foreign Direct Investment Overseas DirectInvestment and External Commercial Borrowings (During the period underreview the Company has not entered into any transaction requiring

Omansh Enterprises Limited Annual Report 2016-2017 30

compliances with the Foreign Exchange Management Act 1999 and therules and regulations made thereunder to the extent of Foreign DirectInvestment Overseas Direct Investment and External CommercialBorrowings)

5 The Securities and Exchange Board of India (Substantial Acquisition of Sharesand Takeovers) Regulations 2011

6 The Securities and Exchange Board of India (Prohibition of Insider Trading)Regulations 2015

7 The Securities and Exchange Board of India (Issue of Capital and DisclosureRequirements) Regulations 2009

8 The Securities and Exchange Board of India (Employee Stock Option Schemeand Employee Stock Purchase Scheme) Guidelines 1999 (During the periodunder review the Company has not entered into any transaction requiringcompliances with the Securities and Exchange Board of India (EmployeeStock Option Scheme and Employee Stock Purchase Scheme)Guidelines 1999)

9 The Securities and Exchange Board of India (Issue and Listing of DebtSecurities) Regulations 2008 (During the period under review theCompany has not entered into any transaction requiring complianceswith the Securities and Exchange Board of India (Issue and Listing ofDebt Securities) Regulations 2008)

10 The Securities and Exchange Board of India (Registrars to an Issue andShare Transfer Agents) Regulations 1993 regarding the Companies Act anddealing with client

11 The Securities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009)

12 The Securities and Exchange Board of India (Buyback of Securities)Regulations 1998 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Buyback of Securities)Regulations 1998)

OTHER APPLICABLE LAWS

With respect to the compliance system prevailing in the Company and onexamination of the relevant documents and records in pursuance thereof on testcheck basis the Company has complied with the following laws applicable to theCompany

Omansh Enterprises Limited Annual Report 2016-2017 31

1 Indian Contract Act 18722 Income Tax Act 1961 to the extent of Tax Deducted at Source under various

Section and TDS Returns filed3 Indirect Tax Laws relating to collections deductions wherever applicable

payments made and returns filedWe have also examined compliance with the applicable clauses of thefollowing

1 Secretarial Standards issued by The Institute of Company Secretaries of India2 The Listing Agreements entered into by the Company with BSE Ltd pursuant

to SEBI (Listing Obligation and Disclosure Requirement) Regulations 2015During the period under review the Company has complied with the provisions ofthe Act Rules Regulations Guidelines Standards etc mentioned aboveWe further report that

The Board of Directors of the Company is duly constituted with proper balance ofExecutive Directors Non-Executive Directors and Independent Directors Thechanges in the composition of the Board of Directors that took place during theperiod under review were carried out in compliance with the provisions of the ActAdequate notice is given to all directors to schedule the Board Meetings agendaand detailed notes on agenda were sent at least seven days in advance and asystem exists for seeking and obtaining further information and clarifications onthe agenda items before the meeting and for meaningful participation at themeetingMajority decision is carried unanimously however the dissenting membersrsquo viewsif any are captured and recorded as part of the minutesWe further report that there are adequate systems and processes in the companycommensurate with the size and operations of the company to monitor and ensurecompliance with applicable laws rules regulations and guidelinesWe further report that during the audit period

1 During the financial year ended March 31 2017 the Company has notappointed Company Secretary (CS) and Chief Financial Officer (CFO) on theBoard of the Company in compliance with Section 203 of the Companies Act2013 however the Company has appointed CS and CFO wef May 292017 and September 4 2017 respectively

2 The Company has not appointed an Internal Auditor in compliance withprovision of Section 138 of Companies Act 2013

3 There were instances of delay in filing the Forms as required to be filed withRegistrar of Companies Delhi and the Company has paid additional fees forthe same

Note This report is to be read with our letter of even date which annexed asAnnexure A and forms an integral part of this report

Omansh Enterprises Limited Annual Report 2016-2017 32

Annexure A to the Secretarial Audit Report

The MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034

1 We have not verified the correctness and appropriateness of financial recordsand Books of Accounts of the Company

2 Where ever required we have obtained the Management representation aboutthe compliance of laws rules and regulations and happening of events etc

3 The compliance of the provisions of Corporate and other applicable lawsrules regulations standards is the responsibility of management Ourexamination was limited to the verification of procedures on the random testbasis

4 We have followed the audit practices and processes as were appropriate toobtain reasonable assurance about the correctness of the contents of thesecretarial records The verification was done on the random test basis toensure that correct facts are reflected in secretarial records We believe thatthe processes and practices we followed provide a reasonable basis for ouropinion

5 The Secretarial Audit report is neither an assurance as to the future viabilityof the company nor of the efficacy or effectiveness with which the managementhas conducted the affairs of the Company

For Amit R Dadheech amp Associates

Amit R DadheechM No 22889 CP No 8952Mumbai September 4 2017

MANAGEMENT DISCUSSION AND ANALYSIS

Your Directors are pleased to present the Management Discussion and AnalysisReports for the year ended March 31 2017 as underbull Overview

The Indian textile industry is one the largest and oldest sectors in the country andamong the most important in the economy in terms of output investment andemployment The sector employs nearly 45 million people directly and it is one ofthe largest sources of employment generation in the country The textile industrycontributes to 10 of manufacturing production 2 of Indiarsquos GDP and to 13 ofthe countryrsquos export earnings With direct linkages to the rural economy and theagriculture sector it has been estimated that one of every six households in thecountry depends on this sector either directly or indirectly for its livelihoodbull Industry Structure

Raw material costs have been increasing globally coupled with a shortage ofskilled workers While a shift is taking place of textiles industries from China andBangladesh to India the industrial climate in India has also become adverse dueto regular increases in input costs Any further appreciation of the Rupee willadversely affect exports from India Though the spinning industry has faredsomewhat better those with a presence in weaving processing or even compositebusinesses are facing the heat due to increases in input cost without being ableto pass on such higher costs to customers as the market is simply unable toabsorb the samebull Opportunities and Threat

There is good scope for growth for the textile industry as Indiarsquos share in theglobal trade in textiles is weak compared to other countries The free tradeenvironment is a great opportunity for the Indian textile industry to increase itsshare in the global market Chinese exports are slowing down on account of variousfactors inclusive of increase in domestic demand and rising costs This is a goodopportunity of which our textile industry should make use but smaller countrieslike Bangladesh Sri Lanka Pakistan Turkey and Vietnam etc are becomingformidable challengersLack of uninterrupted power increased power costs higher transaction costshigh cost of labour is hindering the progress However we are making all outefforts to cope with all these challenges by continuous efforts at cost reductionprocess improvements diversification of products and improving productivity byimproving efficienciesbull Business operations

The Company is engaged in the business of Textile industry During the yearunder review the industry faced various challenges due to global and economicslowdown and increasing rates of interest rates But looking at the huge potentialin India for Textile the company is hopeful of reenter into this sector The growthin the sector is very good and Management expects better results in forth comingyearOmansh Enterprises Limited Annual Report 2016-2017 33

bull Outlook

In light of the new and vibrant management of the company and steady growth inthe operations of the company and looking at the huge demand for residential aswell as commercial space in Delhi the company is hopeful of its upwardperformance the future growth for the benefit of its stakeholders at largebull Internal control System

The company has an effective internal control environment which ensures thatoperation are managed efficiently and effectively assets are safeguardedregulatory are complied with and transactions are recorded after appropriateauthorization The Company has an adequate internal control systemcommensurate with the size of the company and the nature of its business whichensures that functioning of the Company is managed efficiently and effectivelyassets are safeguarded regulatory compliances are complied with and transactionsare recorded after appropriate authorizationbull Human relations

Human resources have always been most valuable assets for Omansh EnterprisesLimited During the year the company has once again gained the confidence of itsHuman Resource as well and company constantly seeks to attract and retain thebest available talent Human resources management incorporates a process drivenapproach that invest regularly in the extensive training programs The Companycontinued to enjoy healthy industrial relations during the yearbull Forward Looking and Cautionary Statements

Management Discussion and Analysis contains forward-looking statementsconcerning the Companyrsquos future plans strategies and performance Theseforward-looking statements are not historical facts rather they representassumptions and beliefs based on economic financial and competitive datacurrently available Furthermore they are subject to a number of risks anduncertainties that without limitation relate to economic conditions fiercecompetition in the information service industry customer demand tax rulesregulations and other factors Readers of this annual report are cautioned not toplace undue reliance on these forward-looking statements The Company thereforewishes to caution readers that actual results may differ materially

On behalf of Board of Directorsof Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanManaging Director Wholetime DirectorDIN 07639422 DIN 07835068

DateSeptember 4 2017Place New Delhi

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 34

Independent Auditorrsquos Report

To the Members of Omansh Enterprises Limited

Report on the Financial Statements

We have audited the accompanying standalone financial statements of OmanshEnterprises Limited (ldquothe Companyrdquo) which comprise the Balance Sheet as atMarch 31 2017 the Statement of Profit and Loss and Cash Flow Statement for theyear then ended and a summary of significant accounting policies and otherexplanatory information

Managementrsquos Responsibility for the Financial Statements

The Companyrsquos Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 (ldquothe Actrdquo) with respect to the preparation ofthese standalone financial statements that give a true and fair view of the financialposition financial performance and cash flows of the Company in accordancewith accounting principles generally accepted in India including the AccountingStandards specified under section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014 and the Companies (Accounting Standards) AmendmentRules 2016 This responsibility includes maintenance of adequate accountingrecords in accordance with the provisions of the Act for safeguarding of the assetsof the Company and for preventing and detecting frauds and other irregularitiesselection and application of appropriate accounting policies making judgmentsand estimates that are reasonable and prudent and the design implementationand maintenance of adequate internal financial control that were operatingeffectively for ensuring the accuracy and completeness of the accounting recordsrelevant to the preparation and presentation of the financial statements that givea true and fair view and are free from material misstatement whether due to fraudor error

Auditorrsquos Responsibility

Our responsibility is to express an opinion on these standalone financial statementsbased on our audit We have taken into account the provisions of the Act theaccounting and auditing standards and matters which are required to be includedin the audit report under the provisions of the Act and the Rules made thereunderWe conducted our audit in accordance with the Standards on Auditing issued bythe Institute of Chartered Accountants of India as specified under Section 143(10)of the Act Those Standards require that we comply with ethical requirements andplan and perform the audit to obtain reasonable assurance about whether thefinancial statements are free from material misstatement

An audit involves performing procedures to obtain audit evidence about theamounts and disclosures in the financial statements The procedures selecteddepend on the auditorrsquos judgment including the assessment of the risks of materialmisstatement of the financial statements whether due to fraud or error In making

Omansh Enterprises Limited Annual Report 2016-2017 35

those risk assessments the auditor considers internal financial control relevantto the Companyrsquos preparation of the financial statements that give a true and fairview in order to design audit procedures that are appropriate in the circumstancesAn audit also includes evaluating the appropriateness of accounting policies usedand the reasonableness of the accounting estimates made by the CompanyrsquosDirectors as well as evaluating the overall presentation of the financial statementsWe believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the standalone financial statements

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the standalone financial statements give the information required bythe Act in the manner so required and give a true and fair view in conformity withthe accounting principles generally accepted in India of the state of affairs of theCompany as at 31st March 2017 its profit and its cash flows for the year endedon that date

Report on Other Legal and Regulatory Requirements

1 As required by the Companies (Auditorrsquos report) Order 2016 (ldquothe Orderrdquo)issued by the Central Government of India in terms of sub-section (11) ofSection 143 of the Act we give in the Annexure 1 a statement on the mattersspecified 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 whichto the best of our knowledge and belief were necessary for the purposeof our audit

b) In our opinion proper books of account as required by law have beenkept by the Company so far as it appears from our examination of thosebooks

c) The Balance Sheet Statement of Profit and Loss and Cash FlowStatement dealt with by this Report are in agreement with the books ofaccount

d) In our opinion the aforesaid standalone financial statements comply withthe Accounting Standards specified under Section 133 of the Act readwith Rule 7 of the Companies (Accounts) Rules 2014 and the Companies(Accounting Standards) Amendment Rules 2016

e) On the basis of written representations received from the directors as on31st March 2017 and taken on record by the Board of Directors none ofthe directors is disqualified as on 31st March 2017 from being appointedas a director in terms of Section 164(2) of the Act

Omansh Enterprises Limited Annual Report 2016-2017 36

f) With respect to the adequacy of the internal financial controls overfinancial reporting of the Company and the operating effectiveness ofsuch controls refer to our separate Report in ldquoAnnexure 2rdquo to this report

g) With respect to the other matters to be included in the Auditorrsquos Reportin accordance with Rule 11 of the Companies (Audit and Auditors) Rules2014 in our opinion and to the best of our information and according tothe explanations given to us

i The Company does not have any pending litigations which wouldimpact its financial position

ii The Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeablelosses

iii There has not been an occasion in which the company during theyear under report to transfer any sum to the Investor Education andProtection Fund Hence the question of delay in transferring suchsum does not arise

iv The Company has provided requisite disclosures in Note No 27 tothese standalone financial statements as to the holding of SpecifiedBank Notes on November 8 2016 to December 30 2016 as well asdealings in Specified Bank Notes during the period from November8 2016 to December 30 2016 Based on our audit procedures andrelying on the management representation regarding the holdingand nature of cash transactions including Specified Bank Noteswe report that these disclosures are in accordance with the books ofaccounts maintained by the Company and as produced to us by theManagement

For Satyendra Mrinal amp AssociatesChartered Accountants

Firm Registration Number 017068N

SK JainPartner

Membership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 37

Annexure 1 referred to in paragraph 1 under the heading ldquoReport on OtherLegal and Regulatory Requirementsrdquo of our Report of even date

(i) (a) The Company has maintained proper records showing fullparticulars including quantitative details and situation of fixedassets

(b) All fixed assets have been physically verified by the managementat regular intervals as informed to us no material discrepancieswere noticed on such verification

(c) According to the information and explanations given by themanagement the Company has not acquired any immovableproperty during the year under audit no comments under thesub-clause are required

(ii) The Company does not have any inventory and accordingly therequirements under paragraph 3(ii) of the Order are not applicable to theCompany

(iii) According to the information and explanation given to us the Companyhas not granted any loans secured or unsecured to companies firmsLimited Liability Partnerships or other parties covered in the registermaintained under Section 189 of the Act and hence clause 3(iii)(a) (b)and (c) of the Order are not applicable to the Company and hence notcommented upon

(iv) In our opinion and according to the information and explanations givento us there are no loans investments guarantees and securities grantedin respect of which provisions of Section 185 and 186 of the Act areapplicable and hence not commented upon

(v) The Company has not accepted any deposits within the meaning ofSections 73 to 76 of the Act and the Companies (Acceptance of Deposits)Rules 2014 (as amended) Accordingly the provisions of clause 3(v) ofthe Order are not applicable

(vi) To the best of our knowledge and as explained the Central Governmenthas not specified the maintenance of cost records under Section 148(1)of the Act for the productsservices of the Company

(vii) (a) According to the information and explanations given to us andbased on the records of the company examined by us thecompany is regular in depositing the undisputed statutory duesincluding income-tax and other statutory dues as applicablewith the appropriate authorities in India

(b) According to the information and explanations given to us andbased on the records of the company examined by us thereare no dues of Income tax which have not been deposited onaccount of any disputes However the remaining taxes specifiedunder the said sub-clause are not applicable to the company

Omansh Enterprises Limited Annual Report 2016-2017 38

(viii) In our opinion and according to the information and explanations givenby the management the Company has not availed of any loans from anyfinancial institution bank or government and not issued any debentures

(ix) In our opinion and according to the information and explanations givenby the management the Company has not raised any money by way ofinitial public offer or further public offer (including debt instruments) andthe company has not raisedtaken any term loan

(x) Based upon the audit procedures performed for the purpose of reportingthe true and fair view of the financial statements and according to theinformation and explanations given by the management we report thatno fraud by the company or no fraud on the company by the officers andemployees of the Company has been noticed or reported during the year

(xi) According to the information and explanations given by the managementthe company has complied with the provisions of Section 197 read withSchedule V of the Companies Act 2013

(xii) In our opinion the Company is not a nidhi company Therefore theprovisions of clause 3(xii) of the order are not applicable to the Companyand hence not commented upon

(xiii) According to the information and explanations given by the managementthere were no transactions with the related parties during the year hencenot commented upon

(xiv) According to the information and explanations given to us and on anoverall examination of the Balance Sheet the Company has not madeany preferential allotment or private placement of shares or fully or partlyconvertible debentures during the year under review and hence reportingrequirements under clause 3(xiv) are not applicable to the Company andnot commented upon

(xv) According to the information and explanations given by the managementthe Company has not entered into any non-cash transactions with thedirectors or persons connected with him as referred to in Section 192 ofCompanies Act 2013

(xvi) According to the information and explanations given to us the provisionsof Section 45-IA of the Reserve Bank of India Act 1934 are not applicableto the Company

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 39

ANNEXURE 2 TO THE INDEPENDENT AUDITORrsquoS REPORT OF EVEN DATEON THE STANDALONE FINANCIAL STATEMENTS OF OMANSHENTERPRISES LIMITED

Report on the Internal Financial Controls under Clause (i) of Sub-section 3of Section 143 of the Companies Act 2013 (ldquothe Actrdquo)

To the Members of Omansh Enterprises Limited

We have audited the internal financial controls over financial reporting of OmanshEnterprises Limited (ldquothe Companyrdquo) as of 31st March 2017 in conjunction withour audit of the standalone financial statements of the Company for the year endedon that date

Managementrsquos Responsibility for Internal Financial Controls

The Companyrsquos Management is responsible for establishing and maintaininginternal financial controls based on the internal control over financial reportingcriteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial ControlsOver Financial Reporting issued by the Institute of Chartered Accountants of IndiaThese responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuringthe orderly and efficient conduct of its business including adherence to theCompanyrsquos policies the safeguarding of its assets the prevention and detectionof frauds and errors the accuracy and completeness of the accounting recordsand the timely preparation of reliable financial information as required under theCompanies Act 2013 (lsquothe Actrsquo)

Auditorrsquos Responsibility

Our responsibility is to express an opinion on the Companyrsquos internal financialcontrols over financial reporting based on our audit We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting (the ldquoGuidance Noterdquo) and the Standards on Auditing asspecified under section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls both applicable to an audit of Internal Financial Controlsand both issued by the Institute of Chartered Accountants of India ThoseStandards and the Guidance Note require that we comply with ethical requirementsand plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects

Our audit involves performing procedures to obtain audit evidence about theadequacy of the internal financial controls system over financial reporting andtheir operating effectiveness Our audit of internal financial controls over financialreporting included obtaining an understanding of internal financial controls overfinancial reporting assessing the risk that a material weakness exists and testing

Omansh Enterprises Limited Annual Report 2016-2017 40

and evaluating the design and operating effectiveness of internal control basedon the assessed risk The procedures selected depend on the auditorrsquos judgementincluding the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error

We believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the internal financial controls systemover financial reporting

Meaning of Internal Financial Controls Over Financial Reporting

A companyrsquos internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles A companyrsquos internal financialcontrol over financial reporting includes those policies and procedures that (1)pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company (2)provide reasonable assurance that transactions are recorded as necessary topermit preparation of financial statements in accordance with generally acceptedaccounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorisations of management and directorsof the company and (3) provide reasonable assurance regarding prevention ortimely detection of unauthorised acquisition use or disposition of the companyrsquosassets 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 financialreporting including the possibility of collusion or improper management overrideof controls material misstatements due to error or fraud may occur and not bedetected Also projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes inconditions or that the degree of compliance with the policies or procedures maydeteriorate

Omansh Enterprises Limited Annual Report 2016-2017 41

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at 31st March 2017 basedon the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls Over Financial Reporting issued bythe Institute of Chartered Accountants of India

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 42

Amount in Particulars Note As At As At

No 31032017 31032016

OMANSH ENTERPRISES LIMITEDRegd off SHOP NO QD-37 DDA MARKET PITAMPURA NEW DELHI-110034

BALANCE SHEET AS AT 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I EQUITY AND LIABILITIES(1) Shareholderrsquos Funds

(a) Share Capital 2 3550000000 3550000000(b) Reserves and Surplus 3 90954266 68038074(c) Money received against share warrants - 3640954266 - 3618038074

(2) Share application money pending allotment - -(3) Non-Current Liabilities

(a) Long-term borrowings - -(b) Deferred tax liabilities (Net) 121300 -(c) Other Long term liabilities - -(d) Long term provisions - 121300 - -

(4) Current Liabilities(a) Short-term borrowings - -(b) Trade payables 4 2658855175 2385034725(c) Other current liabilities 5 13400000 31328100(d) Short-term provisions - 2672255175 - 2416362825

Total 6313330741 6034400899II ASSETS(1) Non-current assets

(a) Fixed assets (i) Tangible assets 6 2888600 4902500 (ii) Intangible assets - - (iii) Capital work-in-progress - - (iv) Intangible assets under development - -(b) Non-current investments 7 801500000 801500000(c) Deferred tax assets (net) - 413300(d) Long term loans and advances 8 910000000 1232160100(e) Other non-current assets - 1714388600 - 2038975900

(2) Current assets(a) Current investments - -(b) Inventories - -(c) Trade receivables 9 4311808246 3931054446(d) Cash and cash equivalents 10 262853595 19436253(e) Short-term loans and advances 11 10054300 16482300(f) Other current assets 12 14226000 4598942141 28452000 3995424999

Total 6313330741 6034400899Significant Accounting PoliciesNotes on financial Statements 1-27

Omansh Enterprises Limited Annual Report 2016-2017 43

Amount in

Particulars Note 2016-17 2015-16No

OMANSH ENTERPRISES LIMITED

STATEMENT OF PROFIT amp LOSS FOR THE YEAR ENDED 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I Revenue from operations 20 1735111517 2138004325II Other Income 21 598242 165707300III Total Revenue I+II 1735709759 2303711625IV Expenses

Purchase of Stock-in-Trade (Net of Return) 1556101986 2019177290Changes in inventories of finished goods work-in-progress and Stock-in-Trade - -Employee benefit expense 22 38500000 92100000Financial costs 23 - 371112Depreciation and amortization expense 24 16239900 22358900Other expenses 25 91717081 130240960

IV Total Expenses 1702558967 2264248262V Profit before exceptional and extraordinary items and tax III-IV 33150792 39463363VI Exceptional Items - -VII Profit before extraordinary items and tax V-VI 33150792 39463363VIII Extraordinary Items - -IX Profit before tax VII-VIII 33150792 39463363X Tax expense

(1) Current tax 9700000 11638100(2) Deferred tax 534600 27512500

XI Profit(Loss) from the perid from continuing operations IX-X 22916192 312763XII Profit(Loss) from discontinuing operations - -XIII Tax expense of discounting operations - -XIV Profit(Loss) from Discontinuing operations XII-XIII - -XV Profit(Loss) for the period XI+XIV 22916192 312763XVI Earning per equity share 26

(1) Basic 001 000(2) Diluted 001 000

Omansh Enterprises Limited Annual Report 2016-2017 44

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2017(Amount in )

Particulars 2016-17 2015-16A Cash Flow from Operating Activities

Profit(Loss) before Taxation 331508 394634Adjustments for Depreciation 20139 81329Preliminary expenses 142260 142260Loss (Profit) on Sale of assets - -Finance cost - 3711Interest Income - -Operating Profit(Loss) before Working Capital Changes 493907 621934Adjustments for Trade and Other Receivables (3807538) 198975Inventories - -Loans and Advances 3285881 (4365027)Trade and Other Payables 2558924 859666Provisions - -Other current Assets - 6837Cash Generated from Operations 2531173 (2677615)Direct Tax Paid (97000) (116381)Net Cash generated from Operating Activities 2434173 (2793996)

B Cash Flow from Investing ActivitiesPurchase of Fixed Assets - -Sale of assets - -Investments - -Interest Income - -Net Cash used in Investing Activities - -

C Cash Flow from Financing ActivitiesProceeds of Borrowings - -Finance cost - (3711)Net Cash generated from in Financing Activities - (3711)Net Increase(Decrease) in Cash and Cash Equivalents (A+B+C) 2434173 (2797708)Cash and Cash Equivalents Opening 194362 2992070Cash and Cash Equivalents Closing 2628536 194362

Notes1 The above Cash Flow Statement has been prepared under the indirect method as set out in the Accounting Standard on Cash Flow Statement

(AS-3)2 Figures in Brackets indicate Cash Outflow3 Previous Year rsquos figures have been recast regrouped and restated where ever necessary

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 45

Notes Forming Part of Financial Statements

NOTE 1

A CORPORATE INFORMATION

The company is engaged in the business of trading in ClothClothingFabric in India the disclosure requirements of AccountingStandard-17 Segment Reporting are not applicable

B SIGNIFICANT ACCOUNTING POLICIES

I BASIS OF PREPARATION

The accompanying financial statements have been prepared andpresented as a going concern under historical cost convention onthe accrual basis of accounting unless otherwise stated inaccordance with the generally accepted accounting principles inIndia (Indian GAAP) and comply with the Accounting Standardsspecified under Section 133 of the Companies Act 2013 (The Act)read with paragraph 7 of the Companies (Accounts) Rules 2014and relevant provisions of the Companies Act 2013

The accounting policies have been consistently applied by theCompany and are consistent with those used in the previous year

All assets and liabilities have been classified as current or non-current as per the Companyrsquos normal operating cycle and othercriteria set out in the Schedule III of the Companies Act 2013Based on the nature of products and the time between theacquisition of assets for processing and their realisation in cashand cash equivalents the Company has ascertained its operatingcycle as up to twelve months for the purpose of currentnon-currentclassification of assets and liabilities

II USE OF ESTIMATES

The preparation of financial statements in conformity with IndianGAAP requires the management to make judgements estimatesand assumptions that affect the reported amounts of revenuesexpenses assets and liabilities and disclosure of contingentliabilities at the end of the reporting period Although these

Omansh Enterprises Limited Annual Report 2016-2017 46

estimates are based on the managementrsquos best knowledge ofcurrent events and actions uncertainty about these assumptionsand estimates could result in the outcomes requiring a materialadjustment to the carrying amounts of assets or liabilities in futureperiods

Significant estimates used by the management in the preparationof these financial statements include the useful life of fixed assetsand intangible assets and provisions for doubtful debtsadvancesDifference if any between the actual results and estimates arerecognized in the period in which the results are knownmaterialized

III FIXED ASSETS AND DEPRECIATION

Fixed assets are recorded at cost of acquisition and installationincluding freight duties levies less accumulated depreciation Costof acquisition includes rates taxes and any other directlyattributable cost for bringing the asset to its working condition forintended use

Depreciation on Tangible Fixed Assets is provided on Written DownValue method using the rates arrived at based on the useful livesas specified in the Schedule II of the Companies Act 2013 orestimated by the management The Company has used thefollowing useful life to provide depreciation on its fixed assets

Omansh Enterprises Limited Annual Report 2016-2017 47

(a) Assets where useful life is same as Schedule II

Assets Useful Life as Prescribedby Schedule II of theCompanies Act 2013

Factory Building 30 years

Plant amp Machinery (other thancontinuous process plant notcovered under specific industries) 15 years

Furniture amp Fittings 10 years

Motor Cycles scooters and other mopeds 10 years

Vehicles (Motor Cars) 8 years

Office Equipments 5 years

Computer printers amp data processing units 3 years

Electrical Installations 10 years

(b) Assets where useful life differ from Schedule II

Fixed Assets individually costing less than Rupees five thousandare fully depreciated in the year of purchase

(c) Depreciation

Depreciation on the Fixed Assets addeddisposed offdiscardedduring the year is provided on pro-rata basis with reference to thedate of additiondisposaldiscarding and in the case of capitalisationof any asset depreciation is charged from the date the same isreadyput to use to the Statement of Profit and Loss

IV INTANGIBLE ASSETS AND AMORTISATION

Intangible Assets are stated at acquisition cost net of accumulatedamortisation and accumulated impairment losses if any Intangibleassets are amortised on a straight-line basis over their estimateduseful lives

Omansh Enterprises Limited Annual Report 2016-2017 48

The Company amortises miscellaneous expenditure representingthe Companyrsquos formation expenses over a period of 5 yearsFurther the cost of Direct Listing of Equity Shares on BSE Limitedhas also been included in the same

V BORROWING COSTS

Borrowing Costs attributable to acquisition and construction ofqualifying assets are capitalised as a part of the cost of such assetsup to the date when such assets are ready for its intended useOther borrowing costs are charged to the Statement of Profit andLoss in the period in which they are incurred

VI FOREIGN CURRENCY TRANSACTIONS

The Company has not dealt with any foreign currency transactionduring the Financial Year

VII INVESTMENTS

Investments which are readily realisable and intended to be heldfor not more than one year from the date on which such investmentsare made are classified as current investments All otherinvestments are classified as long-term investments

Investments are recorded at cost on the date of purchase whichinclude acquisition charges such as brokerage stamp duty taxesetc Current Investments are stated at lower of cost and netrealisable value Long-term investments are stated at cost afterdeducting provisions made if any for other than temporarydiminution in the value

VIII REVENUE RECOGNITION

Revenue is recognised to the extent that it is probable that theeconomic benefits will flow to the Company and can be reliablymeasured

Revenue from sale of products is recognised when the significantrisks and rewards of ownership of the goods have passed to thebuyer Sale of goods are recorded net of trade discounts rebatesSales Tax Value Added Tax and gross of Excise Duty

Omansh Enterprises Limited Annual Report 2016-2017 49

Interest income is recognized on a time proportion basis takinginto account the amount outstanding and the rate applicable

Dividend income on investments is accounted for on receipt of thesame

All expenses and income to the extent considered payable andreceivable respectively unless specifically stated be otherwise areaccounted for on mercantile basis

IX RETIREMENT AND OTHER EMPLOYEE BENEFITS

(a) Provident Fund

Provision of Provident Fund is not applicable to theCompany

(b) Gratuity

No provision for gratuity has been made as there is noamount due towards Gratuity payable

(c) Compensated Leaves

Unutilized leave of staff lapses as at the year end and isnot encashable Accordingly no provision is made forcompensated Leaves

X TAXATION

Tax expense comprises of current and deferred tax

Current Tax

Provision for current tax is made after taking into considerationbenefits admissible under the provisions of the Income-tax Act1961 Minimum Alternative Tax (MAT) credit is recognized wherethere is convincing evidence that the same can be utilized in future

Current tax assets and current tax liabilities are offset when thereis a legally enforceable right to set off the recognized amounts andthere is an intention to settle the asset and the liability on a netbasis

Omansh Enterprises Limited Annual Report 2016-2017 50

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 26: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

Omansh Enterprises Limited Annual Report 2016-2017 23

No of Shares held at the beginning of the year No of Shares held at the end of the year

C at eg o r y o f D e ma t P h y s i ca l T o t a l o f D e ma t P h y s i ca l T o t a l o f C h a n g eS h a r e h o ld er s Tot al S hares Tot al S hares d ur in g t he year

A Promoters(1) Indiana) IndividualHUF 3114500 0 3114500 1755 3114500 0 3114500 1755 000b) Central Govt 0 0 0 000 0 0 000 000 000c) State Govt (s) 0 0 0 000 0 0 000 000 000d) Bodies Corp 4532000 0 4532000 2553 4532000 0 4532000 2553 000e) Banks FI 0 0 0 000 0 0 000 000 000f) Any Otherhellip 0 0 0 000 0 0 000 000 000Sub-total (A) (1)- 7646500 0 7646500 4308 7646500 0 7646500 4308 000(2) Foreign 0 0 0 000 0 0 0 000 000a) NRIs - Individuals 0 0 0 000 0 0 0 000 000b) Other ndash Individuals 0 0 0 000 0 0 0 000 000c) Bodies Corp 0 0 0 000 0 0 0 000 000d) Banks FI 0 0 0 000 0 0 0 000 000e) Any Otherhellip 0 0 0 000 0 0 0 000 000Sub-total (A) (2)- 0 0 0 000 0 0 0 000 000Total shareholding of Promoter(A) = (A)(1)+(A)(2) 7646500 0 7646500 4308 7646500 0 7646500 4308 000B Public Shareholding 1 Insti tutions a) Mutual Funds 0 0 0 000 0 0 0 000 000b) Banks FI 0 0 0 000 0 0 0 000 000c) Central Govt 0 0 0 000 0 0 0 000 000d) State Govt(s) 0 0 0 000 0 0 0 000 000e) Venture Capital Funds 0 0 0 000 0 0 0 000 000f) Insurance Companies 0 0 0 000 0 0 0 000 000g) FIIs 0 0 0 000 0 0 0 000 000h) Foreign Venture Capital Funds 0 0 0 000 0 0 0 000 000i) Others (specify) 0 0 0 000 0 0 0 000 000Sub-total (B)(1)- 0 0 0 000 0 0 0 000 0002 Non-Institutions a) Bodies Corp i) Indian 3296183 25000 3321183 1871 2695355 25000 2720355 1533 -338ii) Overseas 0 0 0 000 0 0 0 000 000b) Individuals i) Individual shareholdersholding nominal share capitalupto Rs 1 lakh 1688546 410000 2098546 1182 718726 409050 1127776 635 -547ii) Individual shareholdersholding nominal sharecapital in excess of Rs 1 lakh ldquo 3745717 616000 4361717 2457 5227885 616000 5843885 3292 835c) Others (specify) 321054 1000 322054 181 410484 1000 411484 232 051Sub-total (B)(2)- 9051500 1052000 10103500 5692 9052450 1051050 10103500 5692 000Total Public Shareholding(B)=(B)(1)+(B)(2) 9051500 1052000 10103500 5692 9052450 1051050 10103500 5692 000C Shares held by Custodianfor GDRs amp ADRs 0 0 0 000 0 0 0 000 000Grand Total (A+B+C) 16698000 1052000 17750000 10000 16698950 1051050 17750000 10000 000

IV SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)A Category-wise Share Holding

Omansh Enterprises Limited Annual Report 2016-2017 24

B Shareholding of Promoters

S Shareholder rsquos Name No of of of shares No of of of shares changeNo Shares tota l pledged Shares tota l pledged in share

Shares encum- shares of encum- hold-of the bered to the bered to ing during

company tota lshares company tota lshares the year1 Mr Gaurav Mutreja 14500 008 000 14500 008 000 0002 Mr Chander Bhan 100000 056 000 100000 056 000 0003 Ms Atharva Professsional Consultants LLP 500000 282 000 500000 282 000 0004 Ms JK Lrsquoatelier Limited 2500000 1408 000 2500000 1408 000 0005 Mr Gaurav Bhatia 50000 028 000 50000 028 000 0006 Ms Gaurav Sukhija (HUF) 250000 141 000 250000 141 000 0007 Ms Komal Sukhi ja 250000 141 000 250000 141 000 0008 Ms Mukesh Sukhija (HUF) 50000 028 000 50000 028 000 0009 Ms Neelam Bhatia 600000 338 000 600000 338 000 00010 Ms Neelam Rani 100000 056 000 100000 056 000 00011 Mr Om Prakash Sukhi ja 700000 394 000 700000 394 000 00012 Ms Pooja Bhatia 150000 085 000 150000 085 000 00013 Ms Raj Kanta Sukhi ja 250000 141 000 250000 141 000 00014 Ms Rashmi Sukhi ja 550000 310 000 550000 310 000 00015 Ms Shi lpa Bhatia 50000 028 000 50000 028 000 00016 Ms Achyut Properties Private Limited 500000 282 000 500000 282 000 00017 Ms Ranji tgarh Finance Company PrivateLimited 1032000 581 000 1032000 581 000 000

Shareholding at the beginning of the year Shareholding at the end of the year

Omansh Enterprises Limited Annual Report 2016-2017 25

C Change in Promotersrsquo Shareholding

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company companySAME AS MENTIONED IN ldquoBrdquo ABOVE

Shareholding at the beginning of the year Shareholding at the end of the year

D Shareholding Pattern of top ten Shareholders (other than Directors Promoters and Holders ofGDRs and ADRs)

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 NAU NIDH FINANCE LIMITED BODY 2500000 1408 2500000 1408

CORPORATE2 KAMALJIT GHAI INDIVIDUAL 250000 141 250000 1413 BHALINDER GHAI INDIVIDUAL 250000 141 250000 1414 HARMEET GHAI INDIVIDUAL 250000 141 250000 1415 GEETA CHADHA INDIVIDUAL 250000 141 250000 1416 MANAN NARANG INDIVIDUAL 250000 141 500000 2827 RAJIV CHADHA INDIVIDUAL 250000 141 250000 1418 NAVEEN NARANG INDIVIDUAL 250000 141 500000 2829 SUMITRA NARANG INDIVIDUAL 250000 141 500000 28210 SATISH CHANDER NARANG INDIVIDUAL 250000 141 500000 282

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

Omansh Enterprises Limited Annual Report 2016-2017 26

E Shareholding of Directors and Key Managerial Personnel

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 Radhey Shayam Whole Time Director 500 000 500 0002 Gaurav Mutre ja Director 14500 008 14500 008

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

V INDEBTEDNESSParticulars Secured Loans Unsecured Deposi ts Total

excluding deposits Loans Indebtedness

VI REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL A Remuneration to Managing Director Whole-time Directors andor Manager

Gross Salary CommissionS Name of (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others Total CeilingNo MDWTD per provision perquisites in lieu of Option Equity profit as per

Manager contained us 17(2) salary the Actin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

NOT ANY

Indebtedness at the beginning of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

Change in Indebtedness during the financial yearAdditionReductionNet Change

Indebtedness at the end of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

NOT APPLICABLE

Omansh Enterprises Limited Annual Report 2016-2017 27

B Remuneration to other directors

Independent Directors Other Non-Executive DirectorS Name of Fee for Commission Others Total 1 Fee for Comm- Others Total Total Total Over-No Director attending attend- ission (2) (1+2) Mana- all

board ing gerial Ceilingcommittee board Remu- as permeetings commi- nerat- the Act

ttee ionmeet-ings

NOT ANY

C Remuneration to Key Managerial Personnel Other than MDManagerWTD

Gross Salary CommissionS Name of Key (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others TotalNo Managerial per provision perquisites in lieu of Option Equity profit

Personnel contained us 17(2) salaryin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

Not Any

Omansh Enterprises Limited Annual Report 2016-2017 28

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Manoj Ramesh Kumar Chauhan Seema KhanWhole Time Director Managing DirectorDIN 07835068 DIN 07639422

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

VII PENALTIES PUNISHMENT COMPOUNDING OF OFFENCES

Type Section of the Brief Detail of Authority [RDNCLT] Appeal made if anyCompanies Description Penalty Punishment Court] (give Details)

Act Compoundingfees imposed

A COMPANYPenaltyPunishment NOT ANYCompoundingB DIRECTORSPenaltyPunishment NOT ANYCompoundingC OTHER OFFICERS IN DEFAULTPenaltyPunishment NOT ANYCompounding

Omansh Enterprises Limited Annual Report 2016-2017 29

Annexure III

FORM NO MR-3SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED 31ST MARCH 2017[Pursuant to Section 204(1) of the Companies Act 2013 and Rule No9 of the

Companies (Appointment and Remuneration Personnel) Rules 2014]

ToThe MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034We have conducted the secretarial audit of the compliance of applicable statutoryprovisions and the adherence to good corporate practices by Omansh EnterprisesLimited (CIN L21011DL1974PLC241646) (hereinafter called ldquothe companyrdquo)Secretarial Audit was conducted in a manner that provided us a reasonable basisfor evaluating the corporate conductsstatutory compliances and expressing ouropinion thereonBased on our verification of Omansh Enterprises Limited books papers minutebooks forms and returns filed and other records maintained by the company andalso the information provided by the Company its officers agents and authorizedrepresentatives during the conduct of the Secretarial Audit we hereby report thatin our opinion the Company has during the audit period covering the financialyear ended on March 31 2017 complied with the statutory provisions listedhereunder and also that the Company has proper Board processes and compliancemechanism in place to the extent in the manner and subject to the reportingmade hereinafterWe have examined the books papers minute books forms and returns filedand other records maintained by Omansh Enterprises Limited for the financialyear ended on March 31 2017 according to the provisions of

1 The Companies Act 2013 (the Act) and the rules made thereunder2 The Securities Contracts (Regulation) Act 1956 (lsquoSCRArsquo) and the rules made

thereunder3 The Depositories Act 1996 and the Regulations and Bye-laws framed

thereunder4 Foreign Exchange Management Act 1999 and the rules and regulations made

thereunder to the extent of Foreign Direct Investment Overseas DirectInvestment and External Commercial Borrowings (During the period underreview the Company has not entered into any transaction requiring

Omansh Enterprises Limited Annual Report 2016-2017 30

compliances with the Foreign Exchange Management Act 1999 and therules and regulations made thereunder to the extent of Foreign DirectInvestment Overseas Direct Investment and External CommercialBorrowings)

5 The Securities and Exchange Board of India (Substantial Acquisition of Sharesand Takeovers) Regulations 2011

6 The Securities and Exchange Board of India (Prohibition of Insider Trading)Regulations 2015

7 The Securities and Exchange Board of India (Issue of Capital and DisclosureRequirements) Regulations 2009

8 The Securities and Exchange Board of India (Employee Stock Option Schemeand Employee Stock Purchase Scheme) Guidelines 1999 (During the periodunder review the Company has not entered into any transaction requiringcompliances with the Securities and Exchange Board of India (EmployeeStock Option Scheme and Employee Stock Purchase Scheme)Guidelines 1999)

9 The Securities and Exchange Board of India (Issue and Listing of DebtSecurities) Regulations 2008 (During the period under review theCompany has not entered into any transaction requiring complianceswith the Securities and Exchange Board of India (Issue and Listing ofDebt Securities) Regulations 2008)

10 The Securities and Exchange Board of India (Registrars to an Issue andShare Transfer Agents) Regulations 1993 regarding the Companies Act anddealing with client

11 The Securities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009)

12 The Securities and Exchange Board of India (Buyback of Securities)Regulations 1998 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Buyback of Securities)Regulations 1998)

OTHER APPLICABLE LAWS

With respect to the compliance system prevailing in the Company and onexamination of the relevant documents and records in pursuance thereof on testcheck basis the Company has complied with the following laws applicable to theCompany

Omansh Enterprises Limited Annual Report 2016-2017 31

1 Indian Contract Act 18722 Income Tax Act 1961 to the extent of Tax Deducted at Source under various

Section and TDS Returns filed3 Indirect Tax Laws relating to collections deductions wherever applicable

payments made and returns filedWe have also examined compliance with the applicable clauses of thefollowing

1 Secretarial Standards issued by The Institute of Company Secretaries of India2 The Listing Agreements entered into by the Company with BSE Ltd pursuant

to SEBI (Listing Obligation and Disclosure Requirement) Regulations 2015During the period under review the Company has complied with the provisions ofthe Act Rules Regulations Guidelines Standards etc mentioned aboveWe further report that

The Board of Directors of the Company is duly constituted with proper balance ofExecutive Directors Non-Executive Directors and Independent Directors Thechanges in the composition of the Board of Directors that took place during theperiod under review were carried out in compliance with the provisions of the ActAdequate notice is given to all directors to schedule the Board Meetings agendaand detailed notes on agenda were sent at least seven days in advance and asystem exists for seeking and obtaining further information and clarifications onthe agenda items before the meeting and for meaningful participation at themeetingMajority decision is carried unanimously however the dissenting membersrsquo viewsif any are captured and recorded as part of the minutesWe further report that there are adequate systems and processes in the companycommensurate with the size and operations of the company to monitor and ensurecompliance with applicable laws rules regulations and guidelinesWe further report that during the audit period

1 During the financial year ended March 31 2017 the Company has notappointed Company Secretary (CS) and Chief Financial Officer (CFO) on theBoard of the Company in compliance with Section 203 of the Companies Act2013 however the Company has appointed CS and CFO wef May 292017 and September 4 2017 respectively

2 The Company has not appointed an Internal Auditor in compliance withprovision of Section 138 of Companies Act 2013

3 There were instances of delay in filing the Forms as required to be filed withRegistrar of Companies Delhi and the Company has paid additional fees forthe same

Note This report is to be read with our letter of even date which annexed asAnnexure A and forms an integral part of this report

Omansh Enterprises Limited Annual Report 2016-2017 32

Annexure A to the Secretarial Audit Report

The MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034

1 We have not verified the correctness and appropriateness of financial recordsand Books of Accounts of the Company

2 Where ever required we have obtained the Management representation aboutthe compliance of laws rules and regulations and happening of events etc

3 The compliance of the provisions of Corporate and other applicable lawsrules regulations standards is the responsibility of management Ourexamination was limited to the verification of procedures on the random testbasis

4 We have followed the audit practices and processes as were appropriate toobtain reasonable assurance about the correctness of the contents of thesecretarial records The verification was done on the random test basis toensure that correct facts are reflected in secretarial records We believe thatthe processes and practices we followed provide a reasonable basis for ouropinion

5 The Secretarial Audit report is neither an assurance as to the future viabilityof the company nor of the efficacy or effectiveness with which the managementhas conducted the affairs of the Company

For Amit R Dadheech amp Associates

Amit R DadheechM No 22889 CP No 8952Mumbai September 4 2017

MANAGEMENT DISCUSSION AND ANALYSIS

Your Directors are pleased to present the Management Discussion and AnalysisReports for the year ended March 31 2017 as underbull Overview

The Indian textile industry is one the largest and oldest sectors in the country andamong the most important in the economy in terms of output investment andemployment The sector employs nearly 45 million people directly and it is one ofthe largest sources of employment generation in the country The textile industrycontributes to 10 of manufacturing production 2 of Indiarsquos GDP and to 13 ofthe countryrsquos export earnings With direct linkages to the rural economy and theagriculture sector it has been estimated that one of every six households in thecountry depends on this sector either directly or indirectly for its livelihoodbull Industry Structure

Raw material costs have been increasing globally coupled with a shortage ofskilled workers While a shift is taking place of textiles industries from China andBangladesh to India the industrial climate in India has also become adverse dueto regular increases in input costs Any further appreciation of the Rupee willadversely affect exports from India Though the spinning industry has faredsomewhat better those with a presence in weaving processing or even compositebusinesses are facing the heat due to increases in input cost without being ableto pass on such higher costs to customers as the market is simply unable toabsorb the samebull Opportunities and Threat

There is good scope for growth for the textile industry as Indiarsquos share in theglobal trade in textiles is weak compared to other countries The free tradeenvironment is a great opportunity for the Indian textile industry to increase itsshare in the global market Chinese exports are slowing down on account of variousfactors inclusive of increase in domestic demand and rising costs This is a goodopportunity of which our textile industry should make use but smaller countrieslike Bangladesh Sri Lanka Pakistan Turkey and Vietnam etc are becomingformidable challengersLack of uninterrupted power increased power costs higher transaction costshigh cost of labour is hindering the progress However we are making all outefforts to cope with all these challenges by continuous efforts at cost reductionprocess improvements diversification of products and improving productivity byimproving efficienciesbull Business operations

The Company is engaged in the business of Textile industry During the yearunder review the industry faced various challenges due to global and economicslowdown and increasing rates of interest rates But looking at the huge potentialin India for Textile the company is hopeful of reenter into this sector The growthin the sector is very good and Management expects better results in forth comingyearOmansh Enterprises Limited Annual Report 2016-2017 33

bull Outlook

In light of the new and vibrant management of the company and steady growth inthe operations of the company and looking at the huge demand for residential aswell as commercial space in Delhi the company is hopeful of its upwardperformance the future growth for the benefit of its stakeholders at largebull Internal control System

The company has an effective internal control environment which ensures thatoperation are managed efficiently and effectively assets are safeguardedregulatory are complied with and transactions are recorded after appropriateauthorization The Company has an adequate internal control systemcommensurate with the size of the company and the nature of its business whichensures that functioning of the Company is managed efficiently and effectivelyassets are safeguarded regulatory compliances are complied with and transactionsare recorded after appropriate authorizationbull Human relations

Human resources have always been most valuable assets for Omansh EnterprisesLimited During the year the company has once again gained the confidence of itsHuman Resource as well and company constantly seeks to attract and retain thebest available talent Human resources management incorporates a process drivenapproach that invest regularly in the extensive training programs The Companycontinued to enjoy healthy industrial relations during the yearbull Forward Looking and Cautionary Statements

Management Discussion and Analysis contains forward-looking statementsconcerning the Companyrsquos future plans strategies and performance Theseforward-looking statements are not historical facts rather they representassumptions and beliefs based on economic financial and competitive datacurrently available Furthermore they are subject to a number of risks anduncertainties that without limitation relate to economic conditions fiercecompetition in the information service industry customer demand tax rulesregulations and other factors Readers of this annual report are cautioned not toplace undue reliance on these forward-looking statements The Company thereforewishes to caution readers that actual results may differ materially

On behalf of Board of Directorsof Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanManaging Director Wholetime DirectorDIN 07639422 DIN 07835068

DateSeptember 4 2017Place New Delhi

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 34

Independent Auditorrsquos Report

To the Members of Omansh Enterprises Limited

Report on the Financial Statements

We have audited the accompanying standalone financial statements of OmanshEnterprises Limited (ldquothe Companyrdquo) which comprise the Balance Sheet as atMarch 31 2017 the Statement of Profit and Loss and Cash Flow Statement for theyear then ended and a summary of significant accounting policies and otherexplanatory information

Managementrsquos Responsibility for the Financial Statements

The Companyrsquos Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 (ldquothe Actrdquo) with respect to the preparation ofthese standalone financial statements that give a true and fair view of the financialposition financial performance and cash flows of the Company in accordancewith accounting principles generally accepted in India including the AccountingStandards specified under section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014 and the Companies (Accounting Standards) AmendmentRules 2016 This responsibility includes maintenance of adequate accountingrecords in accordance with the provisions of the Act for safeguarding of the assetsof the Company and for preventing and detecting frauds and other irregularitiesselection and application of appropriate accounting policies making judgmentsand estimates that are reasonable and prudent and the design implementationand maintenance of adequate internal financial control that were operatingeffectively for ensuring the accuracy and completeness of the accounting recordsrelevant to the preparation and presentation of the financial statements that givea true and fair view and are free from material misstatement whether due to fraudor error

Auditorrsquos Responsibility

Our responsibility is to express an opinion on these standalone financial statementsbased on our audit We have taken into account the provisions of the Act theaccounting and auditing standards and matters which are required to be includedin the audit report under the provisions of the Act and the Rules made thereunderWe conducted our audit in accordance with the Standards on Auditing issued bythe Institute of Chartered Accountants of India as specified under Section 143(10)of the Act Those Standards require that we comply with ethical requirements andplan and perform the audit to obtain reasonable assurance about whether thefinancial statements are free from material misstatement

An audit involves performing procedures to obtain audit evidence about theamounts and disclosures in the financial statements The procedures selecteddepend on the auditorrsquos judgment including the assessment of the risks of materialmisstatement of the financial statements whether due to fraud or error In making

Omansh Enterprises Limited Annual Report 2016-2017 35

those risk assessments the auditor considers internal financial control relevantto the Companyrsquos preparation of the financial statements that give a true and fairview in order to design audit procedures that are appropriate in the circumstancesAn audit also includes evaluating the appropriateness of accounting policies usedand the reasonableness of the accounting estimates made by the CompanyrsquosDirectors as well as evaluating the overall presentation of the financial statementsWe believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the standalone financial statements

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the standalone financial statements give the information required bythe Act in the manner so required and give a true and fair view in conformity withthe accounting principles generally accepted in India of the state of affairs of theCompany as at 31st March 2017 its profit and its cash flows for the year endedon that date

Report on Other Legal and Regulatory Requirements

1 As required by the Companies (Auditorrsquos report) Order 2016 (ldquothe Orderrdquo)issued by the Central Government of India in terms of sub-section (11) ofSection 143 of the Act we give in the Annexure 1 a statement on the mattersspecified 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 whichto the best of our knowledge and belief were necessary for the purposeof our audit

b) In our opinion proper books of account as required by law have beenkept by the Company so far as it appears from our examination of thosebooks

c) The Balance Sheet Statement of Profit and Loss and Cash FlowStatement dealt with by this Report are in agreement with the books ofaccount

d) In our opinion the aforesaid standalone financial statements comply withthe Accounting Standards specified under Section 133 of the Act readwith Rule 7 of the Companies (Accounts) Rules 2014 and the Companies(Accounting Standards) Amendment Rules 2016

e) On the basis of written representations received from the directors as on31st March 2017 and taken on record by the Board of Directors none ofthe directors is disqualified as on 31st March 2017 from being appointedas a director in terms of Section 164(2) of the Act

Omansh Enterprises Limited Annual Report 2016-2017 36

f) With respect to the adequacy of the internal financial controls overfinancial reporting of the Company and the operating effectiveness ofsuch controls refer to our separate Report in ldquoAnnexure 2rdquo to this report

g) With respect to the other matters to be included in the Auditorrsquos Reportin accordance with Rule 11 of the Companies (Audit and Auditors) Rules2014 in our opinion and to the best of our information and according tothe explanations given to us

i The Company does not have any pending litigations which wouldimpact its financial position

ii The Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeablelosses

iii There has not been an occasion in which the company during theyear under report to transfer any sum to the Investor Education andProtection Fund Hence the question of delay in transferring suchsum does not arise

iv The Company has provided requisite disclosures in Note No 27 tothese standalone financial statements as to the holding of SpecifiedBank Notes on November 8 2016 to December 30 2016 as well asdealings in Specified Bank Notes during the period from November8 2016 to December 30 2016 Based on our audit procedures andrelying on the management representation regarding the holdingand nature of cash transactions including Specified Bank Noteswe report that these disclosures are in accordance with the books ofaccounts maintained by the Company and as produced to us by theManagement

For Satyendra Mrinal amp AssociatesChartered Accountants

Firm Registration Number 017068N

SK JainPartner

Membership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 37

Annexure 1 referred to in paragraph 1 under the heading ldquoReport on OtherLegal and Regulatory Requirementsrdquo of our Report of even date

(i) (a) The Company has maintained proper records showing fullparticulars including quantitative details and situation of fixedassets

(b) All fixed assets have been physically verified by the managementat regular intervals as informed to us no material discrepancieswere noticed on such verification

(c) According to the information and explanations given by themanagement the Company has not acquired any immovableproperty during the year under audit no comments under thesub-clause are required

(ii) The Company does not have any inventory and accordingly therequirements under paragraph 3(ii) of the Order are not applicable to theCompany

(iii) According to the information and explanation given to us the Companyhas not granted any loans secured or unsecured to companies firmsLimited Liability Partnerships or other parties covered in the registermaintained under Section 189 of the Act and hence clause 3(iii)(a) (b)and (c) of the Order are not applicable to the Company and hence notcommented upon

(iv) In our opinion and according to the information and explanations givento us there are no loans investments guarantees and securities grantedin respect of which provisions of Section 185 and 186 of the Act areapplicable and hence not commented upon

(v) The Company has not accepted any deposits within the meaning ofSections 73 to 76 of the Act and the Companies (Acceptance of Deposits)Rules 2014 (as amended) Accordingly the provisions of clause 3(v) ofthe Order are not applicable

(vi) To the best of our knowledge and as explained the Central Governmenthas not specified the maintenance of cost records under Section 148(1)of the Act for the productsservices of the Company

(vii) (a) According to the information and explanations given to us andbased on the records of the company examined by us thecompany is regular in depositing the undisputed statutory duesincluding income-tax and other statutory dues as applicablewith the appropriate authorities in India

(b) According to the information and explanations given to us andbased on the records of the company examined by us thereare no dues of Income tax which have not been deposited onaccount of any disputes However the remaining taxes specifiedunder the said sub-clause are not applicable to the company

Omansh Enterprises Limited Annual Report 2016-2017 38

(viii) In our opinion and according to the information and explanations givenby the management the Company has not availed of any loans from anyfinancial institution bank or government and not issued any debentures

(ix) In our opinion and according to the information and explanations givenby the management the Company has not raised any money by way ofinitial public offer or further public offer (including debt instruments) andthe company has not raisedtaken any term loan

(x) Based upon the audit procedures performed for the purpose of reportingthe true and fair view of the financial statements and according to theinformation and explanations given by the management we report thatno fraud by the company or no fraud on the company by the officers andemployees of the Company has been noticed or reported during the year

(xi) According to the information and explanations given by the managementthe company has complied with the provisions of Section 197 read withSchedule V of the Companies Act 2013

(xii) In our opinion the Company is not a nidhi company Therefore theprovisions of clause 3(xii) of the order are not applicable to the Companyand hence not commented upon

(xiii) According to the information and explanations given by the managementthere were no transactions with the related parties during the year hencenot commented upon

(xiv) According to the information and explanations given to us and on anoverall examination of the Balance Sheet the Company has not madeany preferential allotment or private placement of shares or fully or partlyconvertible debentures during the year under review and hence reportingrequirements under clause 3(xiv) are not applicable to the Company andnot commented upon

(xv) According to the information and explanations given by the managementthe Company has not entered into any non-cash transactions with thedirectors or persons connected with him as referred to in Section 192 ofCompanies Act 2013

(xvi) According to the information and explanations given to us the provisionsof Section 45-IA of the Reserve Bank of India Act 1934 are not applicableto the Company

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 39

ANNEXURE 2 TO THE INDEPENDENT AUDITORrsquoS REPORT OF EVEN DATEON THE STANDALONE FINANCIAL STATEMENTS OF OMANSHENTERPRISES LIMITED

Report on the Internal Financial Controls under Clause (i) of Sub-section 3of Section 143 of the Companies Act 2013 (ldquothe Actrdquo)

To the Members of Omansh Enterprises Limited

We have audited the internal financial controls over financial reporting of OmanshEnterprises Limited (ldquothe Companyrdquo) as of 31st March 2017 in conjunction withour audit of the standalone financial statements of the Company for the year endedon that date

Managementrsquos Responsibility for Internal Financial Controls

The Companyrsquos Management is responsible for establishing and maintaininginternal financial controls based on the internal control over financial reportingcriteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial ControlsOver Financial Reporting issued by the Institute of Chartered Accountants of IndiaThese responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuringthe orderly and efficient conduct of its business including adherence to theCompanyrsquos policies the safeguarding of its assets the prevention and detectionof frauds and errors the accuracy and completeness of the accounting recordsand the timely preparation of reliable financial information as required under theCompanies Act 2013 (lsquothe Actrsquo)

Auditorrsquos Responsibility

Our responsibility is to express an opinion on the Companyrsquos internal financialcontrols over financial reporting based on our audit We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting (the ldquoGuidance Noterdquo) and the Standards on Auditing asspecified under section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls both applicable to an audit of Internal Financial Controlsand both issued by the Institute of Chartered Accountants of India ThoseStandards and the Guidance Note require that we comply with ethical requirementsand plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects

Our audit involves performing procedures to obtain audit evidence about theadequacy of the internal financial controls system over financial reporting andtheir operating effectiveness Our audit of internal financial controls over financialreporting included obtaining an understanding of internal financial controls overfinancial reporting assessing the risk that a material weakness exists and testing

Omansh Enterprises Limited Annual Report 2016-2017 40

and evaluating the design and operating effectiveness of internal control basedon the assessed risk The procedures selected depend on the auditorrsquos judgementincluding the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error

We believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the internal financial controls systemover financial reporting

Meaning of Internal Financial Controls Over Financial Reporting

A companyrsquos internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles A companyrsquos internal financialcontrol over financial reporting includes those policies and procedures that (1)pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company (2)provide reasonable assurance that transactions are recorded as necessary topermit preparation of financial statements in accordance with generally acceptedaccounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorisations of management and directorsof the company and (3) provide reasonable assurance regarding prevention ortimely detection of unauthorised acquisition use or disposition of the companyrsquosassets 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 financialreporting including the possibility of collusion or improper management overrideof controls material misstatements due to error or fraud may occur and not bedetected Also projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes inconditions or that the degree of compliance with the policies or procedures maydeteriorate

Omansh Enterprises Limited Annual Report 2016-2017 41

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at 31st March 2017 basedon the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls Over Financial Reporting issued bythe Institute of Chartered Accountants of India

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 42

Amount in Particulars Note As At As At

No 31032017 31032016

OMANSH ENTERPRISES LIMITEDRegd off SHOP NO QD-37 DDA MARKET PITAMPURA NEW DELHI-110034

BALANCE SHEET AS AT 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I EQUITY AND LIABILITIES(1) Shareholderrsquos Funds

(a) Share Capital 2 3550000000 3550000000(b) Reserves and Surplus 3 90954266 68038074(c) Money received against share warrants - 3640954266 - 3618038074

(2) Share application money pending allotment - -(3) Non-Current Liabilities

(a) Long-term borrowings - -(b) Deferred tax liabilities (Net) 121300 -(c) Other Long term liabilities - -(d) Long term provisions - 121300 - -

(4) Current Liabilities(a) Short-term borrowings - -(b) Trade payables 4 2658855175 2385034725(c) Other current liabilities 5 13400000 31328100(d) Short-term provisions - 2672255175 - 2416362825

Total 6313330741 6034400899II ASSETS(1) Non-current assets

(a) Fixed assets (i) Tangible assets 6 2888600 4902500 (ii) Intangible assets - - (iii) Capital work-in-progress - - (iv) Intangible assets under development - -(b) Non-current investments 7 801500000 801500000(c) Deferred tax assets (net) - 413300(d) Long term loans and advances 8 910000000 1232160100(e) Other non-current assets - 1714388600 - 2038975900

(2) Current assets(a) Current investments - -(b) Inventories - -(c) Trade receivables 9 4311808246 3931054446(d) Cash and cash equivalents 10 262853595 19436253(e) Short-term loans and advances 11 10054300 16482300(f) Other current assets 12 14226000 4598942141 28452000 3995424999

Total 6313330741 6034400899Significant Accounting PoliciesNotes on financial Statements 1-27

Omansh Enterprises Limited Annual Report 2016-2017 43

Amount in

Particulars Note 2016-17 2015-16No

OMANSH ENTERPRISES LIMITED

STATEMENT OF PROFIT amp LOSS FOR THE YEAR ENDED 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I Revenue from operations 20 1735111517 2138004325II Other Income 21 598242 165707300III Total Revenue I+II 1735709759 2303711625IV Expenses

Purchase of Stock-in-Trade (Net of Return) 1556101986 2019177290Changes in inventories of finished goods work-in-progress and Stock-in-Trade - -Employee benefit expense 22 38500000 92100000Financial costs 23 - 371112Depreciation and amortization expense 24 16239900 22358900Other expenses 25 91717081 130240960

IV Total Expenses 1702558967 2264248262V Profit before exceptional and extraordinary items and tax III-IV 33150792 39463363VI Exceptional Items - -VII Profit before extraordinary items and tax V-VI 33150792 39463363VIII Extraordinary Items - -IX Profit before tax VII-VIII 33150792 39463363X Tax expense

(1) Current tax 9700000 11638100(2) Deferred tax 534600 27512500

XI Profit(Loss) from the perid from continuing operations IX-X 22916192 312763XII Profit(Loss) from discontinuing operations - -XIII Tax expense of discounting operations - -XIV Profit(Loss) from Discontinuing operations XII-XIII - -XV Profit(Loss) for the period XI+XIV 22916192 312763XVI Earning per equity share 26

(1) Basic 001 000(2) Diluted 001 000

Omansh Enterprises Limited Annual Report 2016-2017 44

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2017(Amount in )

Particulars 2016-17 2015-16A Cash Flow from Operating Activities

Profit(Loss) before Taxation 331508 394634Adjustments for Depreciation 20139 81329Preliminary expenses 142260 142260Loss (Profit) on Sale of assets - -Finance cost - 3711Interest Income - -Operating Profit(Loss) before Working Capital Changes 493907 621934Adjustments for Trade and Other Receivables (3807538) 198975Inventories - -Loans and Advances 3285881 (4365027)Trade and Other Payables 2558924 859666Provisions - -Other current Assets - 6837Cash Generated from Operations 2531173 (2677615)Direct Tax Paid (97000) (116381)Net Cash generated from Operating Activities 2434173 (2793996)

B Cash Flow from Investing ActivitiesPurchase of Fixed Assets - -Sale of assets - -Investments - -Interest Income - -Net Cash used in Investing Activities - -

C Cash Flow from Financing ActivitiesProceeds of Borrowings - -Finance cost - (3711)Net Cash generated from in Financing Activities - (3711)Net Increase(Decrease) in Cash and Cash Equivalents (A+B+C) 2434173 (2797708)Cash and Cash Equivalents Opening 194362 2992070Cash and Cash Equivalents Closing 2628536 194362

Notes1 The above Cash Flow Statement has been prepared under the indirect method as set out in the Accounting Standard on Cash Flow Statement

(AS-3)2 Figures in Brackets indicate Cash Outflow3 Previous Year rsquos figures have been recast regrouped and restated where ever necessary

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 45

Notes Forming Part of Financial Statements

NOTE 1

A CORPORATE INFORMATION

The company is engaged in the business of trading in ClothClothingFabric in India the disclosure requirements of AccountingStandard-17 Segment Reporting are not applicable

B SIGNIFICANT ACCOUNTING POLICIES

I BASIS OF PREPARATION

The accompanying financial statements have been prepared andpresented as a going concern under historical cost convention onthe accrual basis of accounting unless otherwise stated inaccordance with the generally accepted accounting principles inIndia (Indian GAAP) and comply with the Accounting Standardsspecified under Section 133 of the Companies Act 2013 (The Act)read with paragraph 7 of the Companies (Accounts) Rules 2014and relevant provisions of the Companies Act 2013

The accounting policies have been consistently applied by theCompany and are consistent with those used in the previous year

All assets and liabilities have been classified as current or non-current as per the Companyrsquos normal operating cycle and othercriteria set out in the Schedule III of the Companies Act 2013Based on the nature of products and the time between theacquisition of assets for processing and their realisation in cashand cash equivalents the Company has ascertained its operatingcycle as up to twelve months for the purpose of currentnon-currentclassification of assets and liabilities

II USE OF ESTIMATES

The preparation of financial statements in conformity with IndianGAAP requires the management to make judgements estimatesand assumptions that affect the reported amounts of revenuesexpenses assets and liabilities and disclosure of contingentliabilities at the end of the reporting period Although these

Omansh Enterprises Limited Annual Report 2016-2017 46

estimates are based on the managementrsquos best knowledge ofcurrent events and actions uncertainty about these assumptionsand estimates could result in the outcomes requiring a materialadjustment to the carrying amounts of assets or liabilities in futureperiods

Significant estimates used by the management in the preparationof these financial statements include the useful life of fixed assetsand intangible assets and provisions for doubtful debtsadvancesDifference if any between the actual results and estimates arerecognized in the period in which the results are knownmaterialized

III FIXED ASSETS AND DEPRECIATION

Fixed assets are recorded at cost of acquisition and installationincluding freight duties levies less accumulated depreciation Costof acquisition includes rates taxes and any other directlyattributable cost for bringing the asset to its working condition forintended use

Depreciation on Tangible Fixed Assets is provided on Written DownValue method using the rates arrived at based on the useful livesas specified in the Schedule II of the Companies Act 2013 orestimated by the management The Company has used thefollowing useful life to provide depreciation on its fixed assets

Omansh Enterprises Limited Annual Report 2016-2017 47

(a) Assets where useful life is same as Schedule II

Assets Useful Life as Prescribedby Schedule II of theCompanies Act 2013

Factory Building 30 years

Plant amp Machinery (other thancontinuous process plant notcovered under specific industries) 15 years

Furniture amp Fittings 10 years

Motor Cycles scooters and other mopeds 10 years

Vehicles (Motor Cars) 8 years

Office Equipments 5 years

Computer printers amp data processing units 3 years

Electrical Installations 10 years

(b) Assets where useful life differ from Schedule II

Fixed Assets individually costing less than Rupees five thousandare fully depreciated in the year of purchase

(c) Depreciation

Depreciation on the Fixed Assets addeddisposed offdiscardedduring the year is provided on pro-rata basis with reference to thedate of additiondisposaldiscarding and in the case of capitalisationof any asset depreciation is charged from the date the same isreadyput to use to the Statement of Profit and Loss

IV INTANGIBLE ASSETS AND AMORTISATION

Intangible Assets are stated at acquisition cost net of accumulatedamortisation and accumulated impairment losses if any Intangibleassets are amortised on a straight-line basis over their estimateduseful lives

Omansh Enterprises Limited Annual Report 2016-2017 48

The Company amortises miscellaneous expenditure representingthe Companyrsquos formation expenses over a period of 5 yearsFurther the cost of Direct Listing of Equity Shares on BSE Limitedhas also been included in the same

V BORROWING COSTS

Borrowing Costs attributable to acquisition and construction ofqualifying assets are capitalised as a part of the cost of such assetsup to the date when such assets are ready for its intended useOther borrowing costs are charged to the Statement of Profit andLoss in the period in which they are incurred

VI FOREIGN CURRENCY TRANSACTIONS

The Company has not dealt with any foreign currency transactionduring the Financial Year

VII INVESTMENTS

Investments which are readily realisable and intended to be heldfor not more than one year from the date on which such investmentsare made are classified as current investments All otherinvestments are classified as long-term investments

Investments are recorded at cost on the date of purchase whichinclude acquisition charges such as brokerage stamp duty taxesetc Current Investments are stated at lower of cost and netrealisable value Long-term investments are stated at cost afterdeducting provisions made if any for other than temporarydiminution in the value

VIII REVENUE RECOGNITION

Revenue is recognised to the extent that it is probable that theeconomic benefits will flow to the Company and can be reliablymeasured

Revenue from sale of products is recognised when the significantrisks and rewards of ownership of the goods have passed to thebuyer Sale of goods are recorded net of trade discounts rebatesSales Tax Value Added Tax and gross of Excise Duty

Omansh Enterprises Limited Annual Report 2016-2017 49

Interest income is recognized on a time proportion basis takinginto account the amount outstanding and the rate applicable

Dividend income on investments is accounted for on receipt of thesame

All expenses and income to the extent considered payable andreceivable respectively unless specifically stated be otherwise areaccounted for on mercantile basis

IX RETIREMENT AND OTHER EMPLOYEE BENEFITS

(a) Provident Fund

Provision of Provident Fund is not applicable to theCompany

(b) Gratuity

No provision for gratuity has been made as there is noamount due towards Gratuity payable

(c) Compensated Leaves

Unutilized leave of staff lapses as at the year end and isnot encashable Accordingly no provision is made forcompensated Leaves

X TAXATION

Tax expense comprises of current and deferred tax

Current Tax

Provision for current tax is made after taking into considerationbenefits admissible under the provisions of the Income-tax Act1961 Minimum Alternative Tax (MAT) credit is recognized wherethere is convincing evidence that the same can be utilized in future

Current tax assets and current tax liabilities are offset when thereis a legally enforceable right to set off the recognized amounts andthere is an intention to settle the asset and the liability on a netbasis

Omansh Enterprises Limited Annual Report 2016-2017 50

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 27: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

Omansh Enterprises Limited Annual Report 2016-2017 24

B Shareholding of Promoters

S Shareholder rsquos Name No of of of shares No of of of shares changeNo Shares tota l pledged Shares tota l pledged in share

Shares encum- shares of encum- hold-of the bered to the bered to ing during

company tota lshares company tota lshares the year1 Mr Gaurav Mutreja 14500 008 000 14500 008 000 0002 Mr Chander Bhan 100000 056 000 100000 056 000 0003 Ms Atharva Professsional Consultants LLP 500000 282 000 500000 282 000 0004 Ms JK Lrsquoatelier Limited 2500000 1408 000 2500000 1408 000 0005 Mr Gaurav Bhatia 50000 028 000 50000 028 000 0006 Ms Gaurav Sukhija (HUF) 250000 141 000 250000 141 000 0007 Ms Komal Sukhi ja 250000 141 000 250000 141 000 0008 Ms Mukesh Sukhija (HUF) 50000 028 000 50000 028 000 0009 Ms Neelam Bhatia 600000 338 000 600000 338 000 00010 Ms Neelam Rani 100000 056 000 100000 056 000 00011 Mr Om Prakash Sukhi ja 700000 394 000 700000 394 000 00012 Ms Pooja Bhatia 150000 085 000 150000 085 000 00013 Ms Raj Kanta Sukhi ja 250000 141 000 250000 141 000 00014 Ms Rashmi Sukhi ja 550000 310 000 550000 310 000 00015 Ms Shi lpa Bhatia 50000 028 000 50000 028 000 00016 Ms Achyut Properties Private Limited 500000 282 000 500000 282 000 00017 Ms Ranji tgarh Finance Company PrivateLimited 1032000 581 000 1032000 581 000 000

Shareholding at the beginning of the year Shareholding at the end of the year

Omansh Enterprises Limited Annual Report 2016-2017 25

C Change in Promotersrsquo Shareholding

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company companySAME AS MENTIONED IN ldquoBrdquo ABOVE

Shareholding at the beginning of the year Shareholding at the end of the year

D Shareholding Pattern of top ten Shareholders (other than Directors Promoters and Holders ofGDRs and ADRs)

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 NAU NIDH FINANCE LIMITED BODY 2500000 1408 2500000 1408

CORPORATE2 KAMALJIT GHAI INDIVIDUAL 250000 141 250000 1413 BHALINDER GHAI INDIVIDUAL 250000 141 250000 1414 HARMEET GHAI INDIVIDUAL 250000 141 250000 1415 GEETA CHADHA INDIVIDUAL 250000 141 250000 1416 MANAN NARANG INDIVIDUAL 250000 141 500000 2827 RAJIV CHADHA INDIVIDUAL 250000 141 250000 1418 NAVEEN NARANG INDIVIDUAL 250000 141 500000 2829 SUMITRA NARANG INDIVIDUAL 250000 141 500000 28210 SATISH CHANDER NARANG INDIVIDUAL 250000 141 500000 282

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

Omansh Enterprises Limited Annual Report 2016-2017 26

E Shareholding of Directors and Key Managerial Personnel

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 Radhey Shayam Whole Time Director 500 000 500 0002 Gaurav Mutre ja Director 14500 008 14500 008

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

V INDEBTEDNESSParticulars Secured Loans Unsecured Deposi ts Total

excluding deposits Loans Indebtedness

VI REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL A Remuneration to Managing Director Whole-time Directors andor Manager

Gross Salary CommissionS Name of (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others Total CeilingNo MDWTD per provision perquisites in lieu of Option Equity profit as per

Manager contained us 17(2) salary the Actin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

NOT ANY

Indebtedness at the beginning of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

Change in Indebtedness during the financial yearAdditionReductionNet Change

Indebtedness at the end of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

NOT APPLICABLE

Omansh Enterprises Limited Annual Report 2016-2017 27

B Remuneration to other directors

Independent Directors Other Non-Executive DirectorS Name of Fee for Commission Others Total 1 Fee for Comm- Others Total Total Total Over-No Director attending attend- ission (2) (1+2) Mana- all

board ing gerial Ceilingcommittee board Remu- as permeetings commi- nerat- the Act

ttee ionmeet-ings

NOT ANY

C Remuneration to Key Managerial Personnel Other than MDManagerWTD

Gross Salary CommissionS Name of Key (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others TotalNo Managerial per provision perquisites in lieu of Option Equity profit

Personnel contained us 17(2) salaryin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

Not Any

Omansh Enterprises Limited Annual Report 2016-2017 28

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Manoj Ramesh Kumar Chauhan Seema KhanWhole Time Director Managing DirectorDIN 07835068 DIN 07639422

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

VII PENALTIES PUNISHMENT COMPOUNDING OF OFFENCES

Type Section of the Brief Detail of Authority [RDNCLT] Appeal made if anyCompanies Description Penalty Punishment Court] (give Details)

Act Compoundingfees imposed

A COMPANYPenaltyPunishment NOT ANYCompoundingB DIRECTORSPenaltyPunishment NOT ANYCompoundingC OTHER OFFICERS IN DEFAULTPenaltyPunishment NOT ANYCompounding

Omansh Enterprises Limited Annual Report 2016-2017 29

Annexure III

FORM NO MR-3SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED 31ST MARCH 2017[Pursuant to Section 204(1) of the Companies Act 2013 and Rule No9 of the

Companies (Appointment and Remuneration Personnel) Rules 2014]

ToThe MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034We have conducted the secretarial audit of the compliance of applicable statutoryprovisions and the adherence to good corporate practices by Omansh EnterprisesLimited (CIN L21011DL1974PLC241646) (hereinafter called ldquothe companyrdquo)Secretarial Audit was conducted in a manner that provided us a reasonable basisfor evaluating the corporate conductsstatutory compliances and expressing ouropinion thereonBased on our verification of Omansh Enterprises Limited books papers minutebooks forms and returns filed and other records maintained by the company andalso the information provided by the Company its officers agents and authorizedrepresentatives during the conduct of the Secretarial Audit we hereby report thatin our opinion the Company has during the audit period covering the financialyear ended on March 31 2017 complied with the statutory provisions listedhereunder and also that the Company has proper Board processes and compliancemechanism in place to the extent in the manner and subject to the reportingmade hereinafterWe have examined the books papers minute books forms and returns filedand other records maintained by Omansh Enterprises Limited for the financialyear ended on March 31 2017 according to the provisions of

1 The Companies Act 2013 (the Act) and the rules made thereunder2 The Securities Contracts (Regulation) Act 1956 (lsquoSCRArsquo) and the rules made

thereunder3 The Depositories Act 1996 and the Regulations and Bye-laws framed

thereunder4 Foreign Exchange Management Act 1999 and the rules and regulations made

thereunder to the extent of Foreign Direct Investment Overseas DirectInvestment and External Commercial Borrowings (During the period underreview the Company has not entered into any transaction requiring

Omansh Enterprises Limited Annual Report 2016-2017 30

compliances with the Foreign Exchange Management Act 1999 and therules and regulations made thereunder to the extent of Foreign DirectInvestment Overseas Direct Investment and External CommercialBorrowings)

5 The Securities and Exchange Board of India (Substantial Acquisition of Sharesand Takeovers) Regulations 2011

6 The Securities and Exchange Board of India (Prohibition of Insider Trading)Regulations 2015

7 The Securities and Exchange Board of India (Issue of Capital and DisclosureRequirements) Regulations 2009

8 The Securities and Exchange Board of India (Employee Stock Option Schemeand Employee Stock Purchase Scheme) Guidelines 1999 (During the periodunder review the Company has not entered into any transaction requiringcompliances with the Securities and Exchange Board of India (EmployeeStock Option Scheme and Employee Stock Purchase Scheme)Guidelines 1999)

9 The Securities and Exchange Board of India (Issue and Listing of DebtSecurities) Regulations 2008 (During the period under review theCompany has not entered into any transaction requiring complianceswith the Securities and Exchange Board of India (Issue and Listing ofDebt Securities) Regulations 2008)

10 The Securities and Exchange Board of India (Registrars to an Issue andShare Transfer Agents) Regulations 1993 regarding the Companies Act anddealing with client

11 The Securities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009)

12 The Securities and Exchange Board of India (Buyback of Securities)Regulations 1998 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Buyback of Securities)Regulations 1998)

OTHER APPLICABLE LAWS

With respect to the compliance system prevailing in the Company and onexamination of the relevant documents and records in pursuance thereof on testcheck basis the Company has complied with the following laws applicable to theCompany

Omansh Enterprises Limited Annual Report 2016-2017 31

1 Indian Contract Act 18722 Income Tax Act 1961 to the extent of Tax Deducted at Source under various

Section and TDS Returns filed3 Indirect Tax Laws relating to collections deductions wherever applicable

payments made and returns filedWe have also examined compliance with the applicable clauses of thefollowing

1 Secretarial Standards issued by The Institute of Company Secretaries of India2 The Listing Agreements entered into by the Company with BSE Ltd pursuant

to SEBI (Listing Obligation and Disclosure Requirement) Regulations 2015During the period under review the Company has complied with the provisions ofthe Act Rules Regulations Guidelines Standards etc mentioned aboveWe further report that

The Board of Directors of the Company is duly constituted with proper balance ofExecutive Directors Non-Executive Directors and Independent Directors Thechanges in the composition of the Board of Directors that took place during theperiod under review were carried out in compliance with the provisions of the ActAdequate notice is given to all directors to schedule the Board Meetings agendaand detailed notes on agenda were sent at least seven days in advance and asystem exists for seeking and obtaining further information and clarifications onthe agenda items before the meeting and for meaningful participation at themeetingMajority decision is carried unanimously however the dissenting membersrsquo viewsif any are captured and recorded as part of the minutesWe further report that there are adequate systems and processes in the companycommensurate with the size and operations of the company to monitor and ensurecompliance with applicable laws rules regulations and guidelinesWe further report that during the audit period

1 During the financial year ended March 31 2017 the Company has notappointed Company Secretary (CS) and Chief Financial Officer (CFO) on theBoard of the Company in compliance with Section 203 of the Companies Act2013 however the Company has appointed CS and CFO wef May 292017 and September 4 2017 respectively

2 The Company has not appointed an Internal Auditor in compliance withprovision of Section 138 of Companies Act 2013

3 There were instances of delay in filing the Forms as required to be filed withRegistrar of Companies Delhi and the Company has paid additional fees forthe same

Note This report is to be read with our letter of even date which annexed asAnnexure A and forms an integral part of this report

Omansh Enterprises Limited Annual Report 2016-2017 32

Annexure A to the Secretarial Audit Report

The MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034

1 We have not verified the correctness and appropriateness of financial recordsand Books of Accounts of the Company

2 Where ever required we have obtained the Management representation aboutthe compliance of laws rules and regulations and happening of events etc

3 The compliance of the provisions of Corporate and other applicable lawsrules regulations standards is the responsibility of management Ourexamination was limited to the verification of procedures on the random testbasis

4 We have followed the audit practices and processes as were appropriate toobtain reasonable assurance about the correctness of the contents of thesecretarial records The verification was done on the random test basis toensure that correct facts are reflected in secretarial records We believe thatthe processes and practices we followed provide a reasonable basis for ouropinion

5 The Secretarial Audit report is neither an assurance as to the future viabilityof the company nor of the efficacy or effectiveness with which the managementhas conducted the affairs of the Company

For Amit R Dadheech amp Associates

Amit R DadheechM No 22889 CP No 8952Mumbai September 4 2017

MANAGEMENT DISCUSSION AND ANALYSIS

Your Directors are pleased to present the Management Discussion and AnalysisReports for the year ended March 31 2017 as underbull Overview

The Indian textile industry is one the largest and oldest sectors in the country andamong the most important in the economy in terms of output investment andemployment The sector employs nearly 45 million people directly and it is one ofthe largest sources of employment generation in the country The textile industrycontributes to 10 of manufacturing production 2 of Indiarsquos GDP and to 13 ofthe countryrsquos export earnings With direct linkages to the rural economy and theagriculture sector it has been estimated that one of every six households in thecountry depends on this sector either directly or indirectly for its livelihoodbull Industry Structure

Raw material costs have been increasing globally coupled with a shortage ofskilled workers While a shift is taking place of textiles industries from China andBangladesh to India the industrial climate in India has also become adverse dueto regular increases in input costs Any further appreciation of the Rupee willadversely affect exports from India Though the spinning industry has faredsomewhat better those with a presence in weaving processing or even compositebusinesses are facing the heat due to increases in input cost without being ableto pass on such higher costs to customers as the market is simply unable toabsorb the samebull Opportunities and Threat

There is good scope for growth for the textile industry as Indiarsquos share in theglobal trade in textiles is weak compared to other countries The free tradeenvironment is a great opportunity for the Indian textile industry to increase itsshare in the global market Chinese exports are slowing down on account of variousfactors inclusive of increase in domestic demand and rising costs This is a goodopportunity of which our textile industry should make use but smaller countrieslike Bangladesh Sri Lanka Pakistan Turkey and Vietnam etc are becomingformidable challengersLack of uninterrupted power increased power costs higher transaction costshigh cost of labour is hindering the progress However we are making all outefforts to cope with all these challenges by continuous efforts at cost reductionprocess improvements diversification of products and improving productivity byimproving efficienciesbull Business operations

The Company is engaged in the business of Textile industry During the yearunder review the industry faced various challenges due to global and economicslowdown and increasing rates of interest rates But looking at the huge potentialin India for Textile the company is hopeful of reenter into this sector The growthin the sector is very good and Management expects better results in forth comingyearOmansh Enterprises Limited Annual Report 2016-2017 33

bull Outlook

In light of the new and vibrant management of the company and steady growth inthe operations of the company and looking at the huge demand for residential aswell as commercial space in Delhi the company is hopeful of its upwardperformance the future growth for the benefit of its stakeholders at largebull Internal control System

The company has an effective internal control environment which ensures thatoperation are managed efficiently and effectively assets are safeguardedregulatory are complied with and transactions are recorded after appropriateauthorization The Company has an adequate internal control systemcommensurate with the size of the company and the nature of its business whichensures that functioning of the Company is managed efficiently and effectivelyassets are safeguarded regulatory compliances are complied with and transactionsare recorded after appropriate authorizationbull Human relations

Human resources have always been most valuable assets for Omansh EnterprisesLimited During the year the company has once again gained the confidence of itsHuman Resource as well and company constantly seeks to attract and retain thebest available talent Human resources management incorporates a process drivenapproach that invest regularly in the extensive training programs The Companycontinued to enjoy healthy industrial relations during the yearbull Forward Looking and Cautionary Statements

Management Discussion and Analysis contains forward-looking statementsconcerning the Companyrsquos future plans strategies and performance Theseforward-looking statements are not historical facts rather they representassumptions and beliefs based on economic financial and competitive datacurrently available Furthermore they are subject to a number of risks anduncertainties that without limitation relate to economic conditions fiercecompetition in the information service industry customer demand tax rulesregulations and other factors Readers of this annual report are cautioned not toplace undue reliance on these forward-looking statements The Company thereforewishes to caution readers that actual results may differ materially

On behalf of Board of Directorsof Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanManaging Director Wholetime DirectorDIN 07639422 DIN 07835068

DateSeptember 4 2017Place New Delhi

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 34

Independent Auditorrsquos Report

To the Members of Omansh Enterprises Limited

Report on the Financial Statements

We have audited the accompanying standalone financial statements of OmanshEnterprises Limited (ldquothe Companyrdquo) which comprise the Balance Sheet as atMarch 31 2017 the Statement of Profit and Loss and Cash Flow Statement for theyear then ended and a summary of significant accounting policies and otherexplanatory information

Managementrsquos Responsibility for the Financial Statements

The Companyrsquos Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 (ldquothe Actrdquo) with respect to the preparation ofthese standalone financial statements that give a true and fair view of the financialposition financial performance and cash flows of the Company in accordancewith accounting principles generally accepted in India including the AccountingStandards specified under section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014 and the Companies (Accounting Standards) AmendmentRules 2016 This responsibility includes maintenance of adequate accountingrecords in accordance with the provisions of the Act for safeguarding of the assetsof the Company and for preventing and detecting frauds and other irregularitiesselection and application of appropriate accounting policies making judgmentsand estimates that are reasonable and prudent and the design implementationand maintenance of adequate internal financial control that were operatingeffectively for ensuring the accuracy and completeness of the accounting recordsrelevant to the preparation and presentation of the financial statements that givea true and fair view and are free from material misstatement whether due to fraudor error

Auditorrsquos Responsibility

Our responsibility is to express an opinion on these standalone financial statementsbased on our audit We have taken into account the provisions of the Act theaccounting and auditing standards and matters which are required to be includedin the audit report under the provisions of the Act and the Rules made thereunderWe conducted our audit in accordance with the Standards on Auditing issued bythe Institute of Chartered Accountants of India as specified under Section 143(10)of the Act Those Standards require that we comply with ethical requirements andplan and perform the audit to obtain reasonable assurance about whether thefinancial statements are free from material misstatement

An audit involves performing procedures to obtain audit evidence about theamounts and disclosures in the financial statements The procedures selecteddepend on the auditorrsquos judgment including the assessment of the risks of materialmisstatement of the financial statements whether due to fraud or error In making

Omansh Enterprises Limited Annual Report 2016-2017 35

those risk assessments the auditor considers internal financial control relevantto the Companyrsquos preparation of the financial statements that give a true and fairview in order to design audit procedures that are appropriate in the circumstancesAn audit also includes evaluating the appropriateness of accounting policies usedand the reasonableness of the accounting estimates made by the CompanyrsquosDirectors as well as evaluating the overall presentation of the financial statementsWe believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the standalone financial statements

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the standalone financial statements give the information required bythe Act in the manner so required and give a true and fair view in conformity withthe accounting principles generally accepted in India of the state of affairs of theCompany as at 31st March 2017 its profit and its cash flows for the year endedon that date

Report on Other Legal and Regulatory Requirements

1 As required by the Companies (Auditorrsquos report) Order 2016 (ldquothe Orderrdquo)issued by the Central Government of India in terms of sub-section (11) ofSection 143 of the Act we give in the Annexure 1 a statement on the mattersspecified 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 whichto the best of our knowledge and belief were necessary for the purposeof our audit

b) In our opinion proper books of account as required by law have beenkept by the Company so far as it appears from our examination of thosebooks

c) The Balance Sheet Statement of Profit and Loss and Cash FlowStatement dealt with by this Report are in agreement with the books ofaccount

d) In our opinion the aforesaid standalone financial statements comply withthe Accounting Standards specified under Section 133 of the Act readwith Rule 7 of the Companies (Accounts) Rules 2014 and the Companies(Accounting Standards) Amendment Rules 2016

e) On the basis of written representations received from the directors as on31st March 2017 and taken on record by the Board of Directors none ofthe directors is disqualified as on 31st March 2017 from being appointedas a director in terms of Section 164(2) of the Act

Omansh Enterprises Limited Annual Report 2016-2017 36

f) With respect to the adequacy of the internal financial controls overfinancial reporting of the Company and the operating effectiveness ofsuch controls refer to our separate Report in ldquoAnnexure 2rdquo to this report

g) With respect to the other matters to be included in the Auditorrsquos Reportin accordance with Rule 11 of the Companies (Audit and Auditors) Rules2014 in our opinion and to the best of our information and according tothe explanations given to us

i The Company does not have any pending litigations which wouldimpact its financial position

ii The Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeablelosses

iii There has not been an occasion in which the company during theyear under report to transfer any sum to the Investor Education andProtection Fund Hence the question of delay in transferring suchsum does not arise

iv The Company has provided requisite disclosures in Note No 27 tothese standalone financial statements as to the holding of SpecifiedBank Notes on November 8 2016 to December 30 2016 as well asdealings in Specified Bank Notes during the period from November8 2016 to December 30 2016 Based on our audit procedures andrelying on the management representation regarding the holdingand nature of cash transactions including Specified Bank Noteswe report that these disclosures are in accordance with the books ofaccounts maintained by the Company and as produced to us by theManagement

For Satyendra Mrinal amp AssociatesChartered Accountants

Firm Registration Number 017068N

SK JainPartner

Membership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 37

Annexure 1 referred to in paragraph 1 under the heading ldquoReport on OtherLegal and Regulatory Requirementsrdquo of our Report of even date

(i) (a) The Company has maintained proper records showing fullparticulars including quantitative details and situation of fixedassets

(b) All fixed assets have been physically verified by the managementat regular intervals as informed to us no material discrepancieswere noticed on such verification

(c) According to the information and explanations given by themanagement the Company has not acquired any immovableproperty during the year under audit no comments under thesub-clause are required

(ii) The Company does not have any inventory and accordingly therequirements under paragraph 3(ii) of the Order are not applicable to theCompany

(iii) According to the information and explanation given to us the Companyhas not granted any loans secured or unsecured to companies firmsLimited Liability Partnerships or other parties covered in the registermaintained under Section 189 of the Act and hence clause 3(iii)(a) (b)and (c) of the Order are not applicable to the Company and hence notcommented upon

(iv) In our opinion and according to the information and explanations givento us there are no loans investments guarantees and securities grantedin respect of which provisions of Section 185 and 186 of the Act areapplicable and hence not commented upon

(v) The Company has not accepted any deposits within the meaning ofSections 73 to 76 of the Act and the Companies (Acceptance of Deposits)Rules 2014 (as amended) Accordingly the provisions of clause 3(v) ofthe Order are not applicable

(vi) To the best of our knowledge and as explained the Central Governmenthas not specified the maintenance of cost records under Section 148(1)of the Act for the productsservices of the Company

(vii) (a) According to the information and explanations given to us andbased on the records of the company examined by us thecompany is regular in depositing the undisputed statutory duesincluding income-tax and other statutory dues as applicablewith the appropriate authorities in India

(b) According to the information and explanations given to us andbased on the records of the company examined by us thereare no dues of Income tax which have not been deposited onaccount of any disputes However the remaining taxes specifiedunder the said sub-clause are not applicable to the company

Omansh Enterprises Limited Annual Report 2016-2017 38

(viii) In our opinion and according to the information and explanations givenby the management the Company has not availed of any loans from anyfinancial institution bank or government and not issued any debentures

(ix) In our opinion and according to the information and explanations givenby the management the Company has not raised any money by way ofinitial public offer or further public offer (including debt instruments) andthe company has not raisedtaken any term loan

(x) Based upon the audit procedures performed for the purpose of reportingthe true and fair view of the financial statements and according to theinformation and explanations given by the management we report thatno fraud by the company or no fraud on the company by the officers andemployees of the Company has been noticed or reported during the year

(xi) According to the information and explanations given by the managementthe company has complied with the provisions of Section 197 read withSchedule V of the Companies Act 2013

(xii) In our opinion the Company is not a nidhi company Therefore theprovisions of clause 3(xii) of the order are not applicable to the Companyand hence not commented upon

(xiii) According to the information and explanations given by the managementthere were no transactions with the related parties during the year hencenot commented upon

(xiv) According to the information and explanations given to us and on anoverall examination of the Balance Sheet the Company has not madeany preferential allotment or private placement of shares or fully or partlyconvertible debentures during the year under review and hence reportingrequirements under clause 3(xiv) are not applicable to the Company andnot commented upon

(xv) According to the information and explanations given by the managementthe Company has not entered into any non-cash transactions with thedirectors or persons connected with him as referred to in Section 192 ofCompanies Act 2013

(xvi) According to the information and explanations given to us the provisionsof Section 45-IA of the Reserve Bank of India Act 1934 are not applicableto the Company

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 39

ANNEXURE 2 TO THE INDEPENDENT AUDITORrsquoS REPORT OF EVEN DATEON THE STANDALONE FINANCIAL STATEMENTS OF OMANSHENTERPRISES LIMITED

Report on the Internal Financial Controls under Clause (i) of Sub-section 3of Section 143 of the Companies Act 2013 (ldquothe Actrdquo)

To the Members of Omansh Enterprises Limited

We have audited the internal financial controls over financial reporting of OmanshEnterprises Limited (ldquothe Companyrdquo) as of 31st March 2017 in conjunction withour audit of the standalone financial statements of the Company for the year endedon that date

Managementrsquos Responsibility for Internal Financial Controls

The Companyrsquos Management is responsible for establishing and maintaininginternal financial controls based on the internal control over financial reportingcriteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial ControlsOver Financial Reporting issued by the Institute of Chartered Accountants of IndiaThese responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuringthe orderly and efficient conduct of its business including adherence to theCompanyrsquos policies the safeguarding of its assets the prevention and detectionof frauds and errors the accuracy and completeness of the accounting recordsand the timely preparation of reliable financial information as required under theCompanies Act 2013 (lsquothe Actrsquo)

Auditorrsquos Responsibility

Our responsibility is to express an opinion on the Companyrsquos internal financialcontrols over financial reporting based on our audit We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting (the ldquoGuidance Noterdquo) and the Standards on Auditing asspecified under section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls both applicable to an audit of Internal Financial Controlsand both issued by the Institute of Chartered Accountants of India ThoseStandards and the Guidance Note require that we comply with ethical requirementsand plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects

Our audit involves performing procedures to obtain audit evidence about theadequacy of the internal financial controls system over financial reporting andtheir operating effectiveness Our audit of internal financial controls over financialreporting included obtaining an understanding of internal financial controls overfinancial reporting assessing the risk that a material weakness exists and testing

Omansh Enterprises Limited Annual Report 2016-2017 40

and evaluating the design and operating effectiveness of internal control basedon the assessed risk The procedures selected depend on the auditorrsquos judgementincluding the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error

We believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the internal financial controls systemover financial reporting

Meaning of Internal Financial Controls Over Financial Reporting

A companyrsquos internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles A companyrsquos internal financialcontrol over financial reporting includes those policies and procedures that (1)pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company (2)provide reasonable assurance that transactions are recorded as necessary topermit preparation of financial statements in accordance with generally acceptedaccounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorisations of management and directorsof the company and (3) provide reasonable assurance regarding prevention ortimely detection of unauthorised acquisition use or disposition of the companyrsquosassets 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 financialreporting including the possibility of collusion or improper management overrideof controls material misstatements due to error or fraud may occur and not bedetected Also projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes inconditions or that the degree of compliance with the policies or procedures maydeteriorate

Omansh Enterprises Limited Annual Report 2016-2017 41

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at 31st March 2017 basedon the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls Over Financial Reporting issued bythe Institute of Chartered Accountants of India

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 42

Amount in Particulars Note As At As At

No 31032017 31032016

OMANSH ENTERPRISES LIMITEDRegd off SHOP NO QD-37 DDA MARKET PITAMPURA NEW DELHI-110034

BALANCE SHEET AS AT 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I EQUITY AND LIABILITIES(1) Shareholderrsquos Funds

(a) Share Capital 2 3550000000 3550000000(b) Reserves and Surplus 3 90954266 68038074(c) Money received against share warrants - 3640954266 - 3618038074

(2) Share application money pending allotment - -(3) Non-Current Liabilities

(a) Long-term borrowings - -(b) Deferred tax liabilities (Net) 121300 -(c) Other Long term liabilities - -(d) Long term provisions - 121300 - -

(4) Current Liabilities(a) Short-term borrowings - -(b) Trade payables 4 2658855175 2385034725(c) Other current liabilities 5 13400000 31328100(d) Short-term provisions - 2672255175 - 2416362825

Total 6313330741 6034400899II ASSETS(1) Non-current assets

(a) Fixed assets (i) Tangible assets 6 2888600 4902500 (ii) Intangible assets - - (iii) Capital work-in-progress - - (iv) Intangible assets under development - -(b) Non-current investments 7 801500000 801500000(c) Deferred tax assets (net) - 413300(d) Long term loans and advances 8 910000000 1232160100(e) Other non-current assets - 1714388600 - 2038975900

(2) Current assets(a) Current investments - -(b) Inventories - -(c) Trade receivables 9 4311808246 3931054446(d) Cash and cash equivalents 10 262853595 19436253(e) Short-term loans and advances 11 10054300 16482300(f) Other current assets 12 14226000 4598942141 28452000 3995424999

Total 6313330741 6034400899Significant Accounting PoliciesNotes on financial Statements 1-27

Omansh Enterprises Limited Annual Report 2016-2017 43

Amount in

Particulars Note 2016-17 2015-16No

OMANSH ENTERPRISES LIMITED

STATEMENT OF PROFIT amp LOSS FOR THE YEAR ENDED 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I Revenue from operations 20 1735111517 2138004325II Other Income 21 598242 165707300III Total Revenue I+II 1735709759 2303711625IV Expenses

Purchase of Stock-in-Trade (Net of Return) 1556101986 2019177290Changes in inventories of finished goods work-in-progress and Stock-in-Trade - -Employee benefit expense 22 38500000 92100000Financial costs 23 - 371112Depreciation and amortization expense 24 16239900 22358900Other expenses 25 91717081 130240960

IV Total Expenses 1702558967 2264248262V Profit before exceptional and extraordinary items and tax III-IV 33150792 39463363VI Exceptional Items - -VII Profit before extraordinary items and tax V-VI 33150792 39463363VIII Extraordinary Items - -IX Profit before tax VII-VIII 33150792 39463363X Tax expense

(1) Current tax 9700000 11638100(2) Deferred tax 534600 27512500

XI Profit(Loss) from the perid from continuing operations IX-X 22916192 312763XII Profit(Loss) from discontinuing operations - -XIII Tax expense of discounting operations - -XIV Profit(Loss) from Discontinuing operations XII-XIII - -XV Profit(Loss) for the period XI+XIV 22916192 312763XVI Earning per equity share 26

(1) Basic 001 000(2) Diluted 001 000

Omansh Enterprises Limited Annual Report 2016-2017 44

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2017(Amount in )

Particulars 2016-17 2015-16A Cash Flow from Operating Activities

Profit(Loss) before Taxation 331508 394634Adjustments for Depreciation 20139 81329Preliminary expenses 142260 142260Loss (Profit) on Sale of assets - -Finance cost - 3711Interest Income - -Operating Profit(Loss) before Working Capital Changes 493907 621934Adjustments for Trade and Other Receivables (3807538) 198975Inventories - -Loans and Advances 3285881 (4365027)Trade and Other Payables 2558924 859666Provisions - -Other current Assets - 6837Cash Generated from Operations 2531173 (2677615)Direct Tax Paid (97000) (116381)Net Cash generated from Operating Activities 2434173 (2793996)

B Cash Flow from Investing ActivitiesPurchase of Fixed Assets - -Sale of assets - -Investments - -Interest Income - -Net Cash used in Investing Activities - -

C Cash Flow from Financing ActivitiesProceeds of Borrowings - -Finance cost - (3711)Net Cash generated from in Financing Activities - (3711)Net Increase(Decrease) in Cash and Cash Equivalents (A+B+C) 2434173 (2797708)Cash and Cash Equivalents Opening 194362 2992070Cash and Cash Equivalents Closing 2628536 194362

Notes1 The above Cash Flow Statement has been prepared under the indirect method as set out in the Accounting Standard on Cash Flow Statement

(AS-3)2 Figures in Brackets indicate Cash Outflow3 Previous Year rsquos figures have been recast regrouped and restated where ever necessary

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 45

Notes Forming Part of Financial Statements

NOTE 1

A CORPORATE INFORMATION

The company is engaged in the business of trading in ClothClothingFabric in India the disclosure requirements of AccountingStandard-17 Segment Reporting are not applicable

B SIGNIFICANT ACCOUNTING POLICIES

I BASIS OF PREPARATION

The accompanying financial statements have been prepared andpresented as a going concern under historical cost convention onthe accrual basis of accounting unless otherwise stated inaccordance with the generally accepted accounting principles inIndia (Indian GAAP) and comply with the Accounting Standardsspecified under Section 133 of the Companies Act 2013 (The Act)read with paragraph 7 of the Companies (Accounts) Rules 2014and relevant provisions of the Companies Act 2013

The accounting policies have been consistently applied by theCompany and are consistent with those used in the previous year

All assets and liabilities have been classified as current or non-current as per the Companyrsquos normal operating cycle and othercriteria set out in the Schedule III of the Companies Act 2013Based on the nature of products and the time between theacquisition of assets for processing and their realisation in cashand cash equivalents the Company has ascertained its operatingcycle as up to twelve months for the purpose of currentnon-currentclassification of assets and liabilities

II USE OF ESTIMATES

The preparation of financial statements in conformity with IndianGAAP requires the management to make judgements estimatesand assumptions that affect the reported amounts of revenuesexpenses assets and liabilities and disclosure of contingentliabilities at the end of the reporting period Although these

Omansh Enterprises Limited Annual Report 2016-2017 46

estimates are based on the managementrsquos best knowledge ofcurrent events and actions uncertainty about these assumptionsand estimates could result in the outcomes requiring a materialadjustment to the carrying amounts of assets or liabilities in futureperiods

Significant estimates used by the management in the preparationof these financial statements include the useful life of fixed assetsand intangible assets and provisions for doubtful debtsadvancesDifference if any between the actual results and estimates arerecognized in the period in which the results are knownmaterialized

III FIXED ASSETS AND DEPRECIATION

Fixed assets are recorded at cost of acquisition and installationincluding freight duties levies less accumulated depreciation Costof acquisition includes rates taxes and any other directlyattributable cost for bringing the asset to its working condition forintended use

Depreciation on Tangible Fixed Assets is provided on Written DownValue method using the rates arrived at based on the useful livesas specified in the Schedule II of the Companies Act 2013 orestimated by the management The Company has used thefollowing useful life to provide depreciation on its fixed assets

Omansh Enterprises Limited Annual Report 2016-2017 47

(a) Assets where useful life is same as Schedule II

Assets Useful Life as Prescribedby Schedule II of theCompanies Act 2013

Factory Building 30 years

Plant amp Machinery (other thancontinuous process plant notcovered under specific industries) 15 years

Furniture amp Fittings 10 years

Motor Cycles scooters and other mopeds 10 years

Vehicles (Motor Cars) 8 years

Office Equipments 5 years

Computer printers amp data processing units 3 years

Electrical Installations 10 years

(b) Assets where useful life differ from Schedule II

Fixed Assets individually costing less than Rupees five thousandare fully depreciated in the year of purchase

(c) Depreciation

Depreciation on the Fixed Assets addeddisposed offdiscardedduring the year is provided on pro-rata basis with reference to thedate of additiondisposaldiscarding and in the case of capitalisationof any asset depreciation is charged from the date the same isreadyput to use to the Statement of Profit and Loss

IV INTANGIBLE ASSETS AND AMORTISATION

Intangible Assets are stated at acquisition cost net of accumulatedamortisation and accumulated impairment losses if any Intangibleassets are amortised on a straight-line basis over their estimateduseful lives

Omansh Enterprises Limited Annual Report 2016-2017 48

The Company amortises miscellaneous expenditure representingthe Companyrsquos formation expenses over a period of 5 yearsFurther the cost of Direct Listing of Equity Shares on BSE Limitedhas also been included in the same

V BORROWING COSTS

Borrowing Costs attributable to acquisition and construction ofqualifying assets are capitalised as a part of the cost of such assetsup to the date when such assets are ready for its intended useOther borrowing costs are charged to the Statement of Profit andLoss in the period in which they are incurred

VI FOREIGN CURRENCY TRANSACTIONS

The Company has not dealt with any foreign currency transactionduring the Financial Year

VII INVESTMENTS

Investments which are readily realisable and intended to be heldfor not more than one year from the date on which such investmentsare made are classified as current investments All otherinvestments are classified as long-term investments

Investments are recorded at cost on the date of purchase whichinclude acquisition charges such as brokerage stamp duty taxesetc Current Investments are stated at lower of cost and netrealisable value Long-term investments are stated at cost afterdeducting provisions made if any for other than temporarydiminution in the value

VIII REVENUE RECOGNITION

Revenue is recognised to the extent that it is probable that theeconomic benefits will flow to the Company and can be reliablymeasured

Revenue from sale of products is recognised when the significantrisks and rewards of ownership of the goods have passed to thebuyer Sale of goods are recorded net of trade discounts rebatesSales Tax Value Added Tax and gross of Excise Duty

Omansh Enterprises Limited Annual Report 2016-2017 49

Interest income is recognized on a time proportion basis takinginto account the amount outstanding and the rate applicable

Dividend income on investments is accounted for on receipt of thesame

All expenses and income to the extent considered payable andreceivable respectively unless specifically stated be otherwise areaccounted for on mercantile basis

IX RETIREMENT AND OTHER EMPLOYEE BENEFITS

(a) Provident Fund

Provision of Provident Fund is not applicable to theCompany

(b) Gratuity

No provision for gratuity has been made as there is noamount due towards Gratuity payable

(c) Compensated Leaves

Unutilized leave of staff lapses as at the year end and isnot encashable Accordingly no provision is made forcompensated Leaves

X TAXATION

Tax expense comprises of current and deferred tax

Current Tax

Provision for current tax is made after taking into considerationbenefits admissible under the provisions of the Income-tax Act1961 Minimum Alternative Tax (MAT) credit is recognized wherethere is convincing evidence that the same can be utilized in future

Current tax assets and current tax liabilities are offset when thereis a legally enforceable right to set off the recognized amounts andthere is an intention to settle the asset and the liability on a netbasis

Omansh Enterprises Limited Annual Report 2016-2017 50

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 28: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

Omansh Enterprises Limited Annual Report 2016-2017 25

C Change in Promotersrsquo Shareholding

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company companySAME AS MENTIONED IN ldquoBrdquo ABOVE

Shareholding at the beginning of the year Shareholding at the end of the year

D Shareholding Pattern of top ten Shareholders (other than Directors Promoters and Holders ofGDRs and ADRs)

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 NAU NIDH FINANCE LIMITED BODY 2500000 1408 2500000 1408

CORPORATE2 KAMALJIT GHAI INDIVIDUAL 250000 141 250000 1413 BHALINDER GHAI INDIVIDUAL 250000 141 250000 1414 HARMEET GHAI INDIVIDUAL 250000 141 250000 1415 GEETA CHADHA INDIVIDUAL 250000 141 250000 1416 MANAN NARANG INDIVIDUAL 250000 141 500000 2827 RAJIV CHADHA INDIVIDUAL 250000 141 250000 1418 NAVEEN NARANG INDIVIDUAL 250000 141 500000 2829 SUMITRA NARANG INDIVIDUAL 250000 141 500000 28210 SATISH CHANDER NARANG INDIVIDUAL 250000 141 500000 282

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

Omansh Enterprises Limited Annual Report 2016-2017 26

E Shareholding of Directors and Key Managerial Personnel

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 Radhey Shayam Whole Time Director 500 000 500 0002 Gaurav Mutre ja Director 14500 008 14500 008

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

V INDEBTEDNESSParticulars Secured Loans Unsecured Deposi ts Total

excluding deposits Loans Indebtedness

VI REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL A Remuneration to Managing Director Whole-time Directors andor Manager

Gross Salary CommissionS Name of (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others Total CeilingNo MDWTD per provision perquisites in lieu of Option Equity profit as per

Manager contained us 17(2) salary the Actin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

NOT ANY

Indebtedness at the beginning of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

Change in Indebtedness during the financial yearAdditionReductionNet Change

Indebtedness at the end of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

NOT APPLICABLE

Omansh Enterprises Limited Annual Report 2016-2017 27

B Remuneration to other directors

Independent Directors Other Non-Executive DirectorS Name of Fee for Commission Others Total 1 Fee for Comm- Others Total Total Total Over-No Director attending attend- ission (2) (1+2) Mana- all

board ing gerial Ceilingcommittee board Remu- as permeetings commi- nerat- the Act

ttee ionmeet-ings

NOT ANY

C Remuneration to Key Managerial Personnel Other than MDManagerWTD

Gross Salary CommissionS Name of Key (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others TotalNo Managerial per provision perquisites in lieu of Option Equity profit

Personnel contained us 17(2) salaryin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

Not Any

Omansh Enterprises Limited Annual Report 2016-2017 28

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Manoj Ramesh Kumar Chauhan Seema KhanWhole Time Director Managing DirectorDIN 07835068 DIN 07639422

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

VII PENALTIES PUNISHMENT COMPOUNDING OF OFFENCES

Type Section of the Brief Detail of Authority [RDNCLT] Appeal made if anyCompanies Description Penalty Punishment Court] (give Details)

Act Compoundingfees imposed

A COMPANYPenaltyPunishment NOT ANYCompoundingB DIRECTORSPenaltyPunishment NOT ANYCompoundingC OTHER OFFICERS IN DEFAULTPenaltyPunishment NOT ANYCompounding

Omansh Enterprises Limited Annual Report 2016-2017 29

Annexure III

FORM NO MR-3SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED 31ST MARCH 2017[Pursuant to Section 204(1) of the Companies Act 2013 and Rule No9 of the

Companies (Appointment and Remuneration Personnel) Rules 2014]

ToThe MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034We have conducted the secretarial audit of the compliance of applicable statutoryprovisions and the adherence to good corporate practices by Omansh EnterprisesLimited (CIN L21011DL1974PLC241646) (hereinafter called ldquothe companyrdquo)Secretarial Audit was conducted in a manner that provided us a reasonable basisfor evaluating the corporate conductsstatutory compliances and expressing ouropinion thereonBased on our verification of Omansh Enterprises Limited books papers minutebooks forms and returns filed and other records maintained by the company andalso the information provided by the Company its officers agents and authorizedrepresentatives during the conduct of the Secretarial Audit we hereby report thatin our opinion the Company has during the audit period covering the financialyear ended on March 31 2017 complied with the statutory provisions listedhereunder and also that the Company has proper Board processes and compliancemechanism in place to the extent in the manner and subject to the reportingmade hereinafterWe have examined the books papers minute books forms and returns filedand other records maintained by Omansh Enterprises Limited for the financialyear ended on March 31 2017 according to the provisions of

1 The Companies Act 2013 (the Act) and the rules made thereunder2 The Securities Contracts (Regulation) Act 1956 (lsquoSCRArsquo) and the rules made

thereunder3 The Depositories Act 1996 and the Regulations and Bye-laws framed

thereunder4 Foreign Exchange Management Act 1999 and the rules and regulations made

thereunder to the extent of Foreign Direct Investment Overseas DirectInvestment and External Commercial Borrowings (During the period underreview the Company has not entered into any transaction requiring

Omansh Enterprises Limited Annual Report 2016-2017 30

compliances with the Foreign Exchange Management Act 1999 and therules and regulations made thereunder to the extent of Foreign DirectInvestment Overseas Direct Investment and External CommercialBorrowings)

5 The Securities and Exchange Board of India (Substantial Acquisition of Sharesand Takeovers) Regulations 2011

6 The Securities and Exchange Board of India (Prohibition of Insider Trading)Regulations 2015

7 The Securities and Exchange Board of India (Issue of Capital and DisclosureRequirements) Regulations 2009

8 The Securities and Exchange Board of India (Employee Stock Option Schemeand Employee Stock Purchase Scheme) Guidelines 1999 (During the periodunder review the Company has not entered into any transaction requiringcompliances with the Securities and Exchange Board of India (EmployeeStock Option Scheme and Employee Stock Purchase Scheme)Guidelines 1999)

9 The Securities and Exchange Board of India (Issue and Listing of DebtSecurities) Regulations 2008 (During the period under review theCompany has not entered into any transaction requiring complianceswith the Securities and Exchange Board of India (Issue and Listing ofDebt Securities) Regulations 2008)

10 The Securities and Exchange Board of India (Registrars to an Issue andShare Transfer Agents) Regulations 1993 regarding the Companies Act anddealing with client

11 The Securities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009)

12 The Securities and Exchange Board of India (Buyback of Securities)Regulations 1998 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Buyback of Securities)Regulations 1998)

OTHER APPLICABLE LAWS

With respect to the compliance system prevailing in the Company and onexamination of the relevant documents and records in pursuance thereof on testcheck basis the Company has complied with the following laws applicable to theCompany

Omansh Enterprises Limited Annual Report 2016-2017 31

1 Indian Contract Act 18722 Income Tax Act 1961 to the extent of Tax Deducted at Source under various

Section and TDS Returns filed3 Indirect Tax Laws relating to collections deductions wherever applicable

payments made and returns filedWe have also examined compliance with the applicable clauses of thefollowing

1 Secretarial Standards issued by The Institute of Company Secretaries of India2 The Listing Agreements entered into by the Company with BSE Ltd pursuant

to SEBI (Listing Obligation and Disclosure Requirement) Regulations 2015During the period under review the Company has complied with the provisions ofthe Act Rules Regulations Guidelines Standards etc mentioned aboveWe further report that

The Board of Directors of the Company is duly constituted with proper balance ofExecutive Directors Non-Executive Directors and Independent Directors Thechanges in the composition of the Board of Directors that took place during theperiod under review were carried out in compliance with the provisions of the ActAdequate notice is given to all directors to schedule the Board Meetings agendaand detailed notes on agenda were sent at least seven days in advance and asystem exists for seeking and obtaining further information and clarifications onthe agenda items before the meeting and for meaningful participation at themeetingMajority decision is carried unanimously however the dissenting membersrsquo viewsif any are captured and recorded as part of the minutesWe further report that there are adequate systems and processes in the companycommensurate with the size and operations of the company to monitor and ensurecompliance with applicable laws rules regulations and guidelinesWe further report that during the audit period

1 During the financial year ended March 31 2017 the Company has notappointed Company Secretary (CS) and Chief Financial Officer (CFO) on theBoard of the Company in compliance with Section 203 of the Companies Act2013 however the Company has appointed CS and CFO wef May 292017 and September 4 2017 respectively

2 The Company has not appointed an Internal Auditor in compliance withprovision of Section 138 of Companies Act 2013

3 There were instances of delay in filing the Forms as required to be filed withRegistrar of Companies Delhi and the Company has paid additional fees forthe same

Note This report is to be read with our letter of even date which annexed asAnnexure A and forms an integral part of this report

Omansh Enterprises Limited Annual Report 2016-2017 32

Annexure A to the Secretarial Audit Report

The MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034

1 We have not verified the correctness and appropriateness of financial recordsand Books of Accounts of the Company

2 Where ever required we have obtained the Management representation aboutthe compliance of laws rules and regulations and happening of events etc

3 The compliance of the provisions of Corporate and other applicable lawsrules regulations standards is the responsibility of management Ourexamination was limited to the verification of procedures on the random testbasis

4 We have followed the audit practices and processes as were appropriate toobtain reasonable assurance about the correctness of the contents of thesecretarial records The verification was done on the random test basis toensure that correct facts are reflected in secretarial records We believe thatthe processes and practices we followed provide a reasonable basis for ouropinion

5 The Secretarial Audit report is neither an assurance as to the future viabilityof the company nor of the efficacy or effectiveness with which the managementhas conducted the affairs of the Company

For Amit R Dadheech amp Associates

Amit R DadheechM No 22889 CP No 8952Mumbai September 4 2017

MANAGEMENT DISCUSSION AND ANALYSIS

Your Directors are pleased to present the Management Discussion and AnalysisReports for the year ended March 31 2017 as underbull Overview

The Indian textile industry is one the largest and oldest sectors in the country andamong the most important in the economy in terms of output investment andemployment The sector employs nearly 45 million people directly and it is one ofthe largest sources of employment generation in the country The textile industrycontributes to 10 of manufacturing production 2 of Indiarsquos GDP and to 13 ofthe countryrsquos export earnings With direct linkages to the rural economy and theagriculture sector it has been estimated that one of every six households in thecountry depends on this sector either directly or indirectly for its livelihoodbull Industry Structure

Raw material costs have been increasing globally coupled with a shortage ofskilled workers While a shift is taking place of textiles industries from China andBangladesh to India the industrial climate in India has also become adverse dueto regular increases in input costs Any further appreciation of the Rupee willadversely affect exports from India Though the spinning industry has faredsomewhat better those with a presence in weaving processing or even compositebusinesses are facing the heat due to increases in input cost without being ableto pass on such higher costs to customers as the market is simply unable toabsorb the samebull Opportunities and Threat

There is good scope for growth for the textile industry as Indiarsquos share in theglobal trade in textiles is weak compared to other countries The free tradeenvironment is a great opportunity for the Indian textile industry to increase itsshare in the global market Chinese exports are slowing down on account of variousfactors inclusive of increase in domestic demand and rising costs This is a goodopportunity of which our textile industry should make use but smaller countrieslike Bangladesh Sri Lanka Pakistan Turkey and Vietnam etc are becomingformidable challengersLack of uninterrupted power increased power costs higher transaction costshigh cost of labour is hindering the progress However we are making all outefforts to cope with all these challenges by continuous efforts at cost reductionprocess improvements diversification of products and improving productivity byimproving efficienciesbull Business operations

The Company is engaged in the business of Textile industry During the yearunder review the industry faced various challenges due to global and economicslowdown and increasing rates of interest rates But looking at the huge potentialin India for Textile the company is hopeful of reenter into this sector The growthin the sector is very good and Management expects better results in forth comingyearOmansh Enterprises Limited Annual Report 2016-2017 33

bull Outlook

In light of the new and vibrant management of the company and steady growth inthe operations of the company and looking at the huge demand for residential aswell as commercial space in Delhi the company is hopeful of its upwardperformance the future growth for the benefit of its stakeholders at largebull Internal control System

The company has an effective internal control environment which ensures thatoperation are managed efficiently and effectively assets are safeguardedregulatory are complied with and transactions are recorded after appropriateauthorization The Company has an adequate internal control systemcommensurate with the size of the company and the nature of its business whichensures that functioning of the Company is managed efficiently and effectivelyassets are safeguarded regulatory compliances are complied with and transactionsare recorded after appropriate authorizationbull Human relations

Human resources have always been most valuable assets for Omansh EnterprisesLimited During the year the company has once again gained the confidence of itsHuman Resource as well and company constantly seeks to attract and retain thebest available talent Human resources management incorporates a process drivenapproach that invest regularly in the extensive training programs The Companycontinued to enjoy healthy industrial relations during the yearbull Forward Looking and Cautionary Statements

Management Discussion and Analysis contains forward-looking statementsconcerning the Companyrsquos future plans strategies and performance Theseforward-looking statements are not historical facts rather they representassumptions and beliefs based on economic financial and competitive datacurrently available Furthermore they are subject to a number of risks anduncertainties that without limitation relate to economic conditions fiercecompetition in the information service industry customer demand tax rulesregulations and other factors Readers of this annual report are cautioned not toplace undue reliance on these forward-looking statements The Company thereforewishes to caution readers that actual results may differ materially

On behalf of Board of Directorsof Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanManaging Director Wholetime DirectorDIN 07639422 DIN 07835068

DateSeptember 4 2017Place New Delhi

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 34

Independent Auditorrsquos Report

To the Members of Omansh Enterprises Limited

Report on the Financial Statements

We have audited the accompanying standalone financial statements of OmanshEnterprises Limited (ldquothe Companyrdquo) which comprise the Balance Sheet as atMarch 31 2017 the Statement of Profit and Loss and Cash Flow Statement for theyear then ended and a summary of significant accounting policies and otherexplanatory information

Managementrsquos Responsibility for the Financial Statements

The Companyrsquos Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 (ldquothe Actrdquo) with respect to the preparation ofthese standalone financial statements that give a true and fair view of the financialposition financial performance and cash flows of the Company in accordancewith accounting principles generally accepted in India including the AccountingStandards specified under section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014 and the Companies (Accounting Standards) AmendmentRules 2016 This responsibility includes maintenance of adequate accountingrecords in accordance with the provisions of the Act for safeguarding of the assetsof the Company and for preventing and detecting frauds and other irregularitiesselection and application of appropriate accounting policies making judgmentsand estimates that are reasonable and prudent and the design implementationand maintenance of adequate internal financial control that were operatingeffectively for ensuring the accuracy and completeness of the accounting recordsrelevant to the preparation and presentation of the financial statements that givea true and fair view and are free from material misstatement whether due to fraudor error

Auditorrsquos Responsibility

Our responsibility is to express an opinion on these standalone financial statementsbased on our audit We have taken into account the provisions of the Act theaccounting and auditing standards and matters which are required to be includedin the audit report under the provisions of the Act and the Rules made thereunderWe conducted our audit in accordance with the Standards on Auditing issued bythe Institute of Chartered Accountants of India as specified under Section 143(10)of the Act Those Standards require that we comply with ethical requirements andplan and perform the audit to obtain reasonable assurance about whether thefinancial statements are free from material misstatement

An audit involves performing procedures to obtain audit evidence about theamounts and disclosures in the financial statements The procedures selecteddepend on the auditorrsquos judgment including the assessment of the risks of materialmisstatement of the financial statements whether due to fraud or error In making

Omansh Enterprises Limited Annual Report 2016-2017 35

those risk assessments the auditor considers internal financial control relevantto the Companyrsquos preparation of the financial statements that give a true and fairview in order to design audit procedures that are appropriate in the circumstancesAn audit also includes evaluating the appropriateness of accounting policies usedand the reasonableness of the accounting estimates made by the CompanyrsquosDirectors as well as evaluating the overall presentation of the financial statementsWe believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the standalone financial statements

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the standalone financial statements give the information required bythe Act in the manner so required and give a true and fair view in conformity withthe accounting principles generally accepted in India of the state of affairs of theCompany as at 31st March 2017 its profit and its cash flows for the year endedon that date

Report on Other Legal and Regulatory Requirements

1 As required by the Companies (Auditorrsquos report) Order 2016 (ldquothe Orderrdquo)issued by the Central Government of India in terms of sub-section (11) ofSection 143 of the Act we give in the Annexure 1 a statement on the mattersspecified 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 whichto the best of our knowledge and belief were necessary for the purposeof our audit

b) In our opinion proper books of account as required by law have beenkept by the Company so far as it appears from our examination of thosebooks

c) The Balance Sheet Statement of Profit and Loss and Cash FlowStatement dealt with by this Report are in agreement with the books ofaccount

d) In our opinion the aforesaid standalone financial statements comply withthe Accounting Standards specified under Section 133 of the Act readwith Rule 7 of the Companies (Accounts) Rules 2014 and the Companies(Accounting Standards) Amendment Rules 2016

e) On the basis of written representations received from the directors as on31st March 2017 and taken on record by the Board of Directors none ofthe directors is disqualified as on 31st March 2017 from being appointedas a director in terms of Section 164(2) of the Act

Omansh Enterprises Limited Annual Report 2016-2017 36

f) With respect to the adequacy of the internal financial controls overfinancial reporting of the Company and the operating effectiveness ofsuch controls refer to our separate Report in ldquoAnnexure 2rdquo to this report

g) With respect to the other matters to be included in the Auditorrsquos Reportin accordance with Rule 11 of the Companies (Audit and Auditors) Rules2014 in our opinion and to the best of our information and according tothe explanations given to us

i The Company does not have any pending litigations which wouldimpact its financial position

ii The Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeablelosses

iii There has not been an occasion in which the company during theyear under report to transfer any sum to the Investor Education andProtection Fund Hence the question of delay in transferring suchsum does not arise

iv The Company has provided requisite disclosures in Note No 27 tothese standalone financial statements as to the holding of SpecifiedBank Notes on November 8 2016 to December 30 2016 as well asdealings in Specified Bank Notes during the period from November8 2016 to December 30 2016 Based on our audit procedures andrelying on the management representation regarding the holdingand nature of cash transactions including Specified Bank Noteswe report that these disclosures are in accordance with the books ofaccounts maintained by the Company and as produced to us by theManagement

For Satyendra Mrinal amp AssociatesChartered Accountants

Firm Registration Number 017068N

SK JainPartner

Membership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 37

Annexure 1 referred to in paragraph 1 under the heading ldquoReport on OtherLegal and Regulatory Requirementsrdquo of our Report of even date

(i) (a) The Company has maintained proper records showing fullparticulars including quantitative details and situation of fixedassets

(b) All fixed assets have been physically verified by the managementat regular intervals as informed to us no material discrepancieswere noticed on such verification

(c) According to the information and explanations given by themanagement the Company has not acquired any immovableproperty during the year under audit no comments under thesub-clause are required

(ii) The Company does not have any inventory and accordingly therequirements under paragraph 3(ii) of the Order are not applicable to theCompany

(iii) According to the information and explanation given to us the Companyhas not granted any loans secured or unsecured to companies firmsLimited Liability Partnerships or other parties covered in the registermaintained under Section 189 of the Act and hence clause 3(iii)(a) (b)and (c) of the Order are not applicable to the Company and hence notcommented upon

(iv) In our opinion and according to the information and explanations givento us there are no loans investments guarantees and securities grantedin respect of which provisions of Section 185 and 186 of the Act areapplicable and hence not commented upon

(v) The Company has not accepted any deposits within the meaning ofSections 73 to 76 of the Act and the Companies (Acceptance of Deposits)Rules 2014 (as amended) Accordingly the provisions of clause 3(v) ofthe Order are not applicable

(vi) To the best of our knowledge and as explained the Central Governmenthas not specified the maintenance of cost records under Section 148(1)of the Act for the productsservices of the Company

(vii) (a) According to the information and explanations given to us andbased on the records of the company examined by us thecompany is regular in depositing the undisputed statutory duesincluding income-tax and other statutory dues as applicablewith the appropriate authorities in India

(b) According to the information and explanations given to us andbased on the records of the company examined by us thereare no dues of Income tax which have not been deposited onaccount of any disputes However the remaining taxes specifiedunder the said sub-clause are not applicable to the company

Omansh Enterprises Limited Annual Report 2016-2017 38

(viii) In our opinion and according to the information and explanations givenby the management the Company has not availed of any loans from anyfinancial institution bank or government and not issued any debentures

(ix) In our opinion and according to the information and explanations givenby the management the Company has not raised any money by way ofinitial public offer or further public offer (including debt instruments) andthe company has not raisedtaken any term loan

(x) Based upon the audit procedures performed for the purpose of reportingthe true and fair view of the financial statements and according to theinformation and explanations given by the management we report thatno fraud by the company or no fraud on the company by the officers andemployees of the Company has been noticed or reported during the year

(xi) According to the information and explanations given by the managementthe company has complied with the provisions of Section 197 read withSchedule V of the Companies Act 2013

(xii) In our opinion the Company is not a nidhi company Therefore theprovisions of clause 3(xii) of the order are not applicable to the Companyand hence not commented upon

(xiii) According to the information and explanations given by the managementthere were no transactions with the related parties during the year hencenot commented upon

(xiv) According to the information and explanations given to us and on anoverall examination of the Balance Sheet the Company has not madeany preferential allotment or private placement of shares or fully or partlyconvertible debentures during the year under review and hence reportingrequirements under clause 3(xiv) are not applicable to the Company andnot commented upon

(xv) According to the information and explanations given by the managementthe Company has not entered into any non-cash transactions with thedirectors or persons connected with him as referred to in Section 192 ofCompanies Act 2013

(xvi) According to the information and explanations given to us the provisionsof Section 45-IA of the Reserve Bank of India Act 1934 are not applicableto the Company

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 39

ANNEXURE 2 TO THE INDEPENDENT AUDITORrsquoS REPORT OF EVEN DATEON THE STANDALONE FINANCIAL STATEMENTS OF OMANSHENTERPRISES LIMITED

Report on the Internal Financial Controls under Clause (i) of Sub-section 3of Section 143 of the Companies Act 2013 (ldquothe Actrdquo)

To the Members of Omansh Enterprises Limited

We have audited the internal financial controls over financial reporting of OmanshEnterprises Limited (ldquothe Companyrdquo) as of 31st March 2017 in conjunction withour audit of the standalone financial statements of the Company for the year endedon that date

Managementrsquos Responsibility for Internal Financial Controls

The Companyrsquos Management is responsible for establishing and maintaininginternal financial controls based on the internal control over financial reportingcriteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial ControlsOver Financial Reporting issued by the Institute of Chartered Accountants of IndiaThese responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuringthe orderly and efficient conduct of its business including adherence to theCompanyrsquos policies the safeguarding of its assets the prevention and detectionof frauds and errors the accuracy and completeness of the accounting recordsand the timely preparation of reliable financial information as required under theCompanies Act 2013 (lsquothe Actrsquo)

Auditorrsquos Responsibility

Our responsibility is to express an opinion on the Companyrsquos internal financialcontrols over financial reporting based on our audit We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting (the ldquoGuidance Noterdquo) and the Standards on Auditing asspecified under section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls both applicable to an audit of Internal Financial Controlsand both issued by the Institute of Chartered Accountants of India ThoseStandards and the Guidance Note require that we comply with ethical requirementsand plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects

Our audit involves performing procedures to obtain audit evidence about theadequacy of the internal financial controls system over financial reporting andtheir operating effectiveness Our audit of internal financial controls over financialreporting included obtaining an understanding of internal financial controls overfinancial reporting assessing the risk that a material weakness exists and testing

Omansh Enterprises Limited Annual Report 2016-2017 40

and evaluating the design and operating effectiveness of internal control basedon the assessed risk The procedures selected depend on the auditorrsquos judgementincluding the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error

We believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the internal financial controls systemover financial reporting

Meaning of Internal Financial Controls Over Financial Reporting

A companyrsquos internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles A companyrsquos internal financialcontrol over financial reporting includes those policies and procedures that (1)pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company (2)provide reasonable assurance that transactions are recorded as necessary topermit preparation of financial statements in accordance with generally acceptedaccounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorisations of management and directorsof the company and (3) provide reasonable assurance regarding prevention ortimely detection of unauthorised acquisition use or disposition of the companyrsquosassets 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 financialreporting including the possibility of collusion or improper management overrideof controls material misstatements due to error or fraud may occur and not bedetected Also projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes inconditions or that the degree of compliance with the policies or procedures maydeteriorate

Omansh Enterprises Limited Annual Report 2016-2017 41

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at 31st March 2017 basedon the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls Over Financial Reporting issued bythe Institute of Chartered Accountants of India

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 42

Amount in Particulars Note As At As At

No 31032017 31032016

OMANSH ENTERPRISES LIMITEDRegd off SHOP NO QD-37 DDA MARKET PITAMPURA NEW DELHI-110034

BALANCE SHEET AS AT 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I EQUITY AND LIABILITIES(1) Shareholderrsquos Funds

(a) Share Capital 2 3550000000 3550000000(b) Reserves and Surplus 3 90954266 68038074(c) Money received against share warrants - 3640954266 - 3618038074

(2) Share application money pending allotment - -(3) Non-Current Liabilities

(a) Long-term borrowings - -(b) Deferred tax liabilities (Net) 121300 -(c) Other Long term liabilities - -(d) Long term provisions - 121300 - -

(4) Current Liabilities(a) Short-term borrowings - -(b) Trade payables 4 2658855175 2385034725(c) Other current liabilities 5 13400000 31328100(d) Short-term provisions - 2672255175 - 2416362825

Total 6313330741 6034400899II ASSETS(1) Non-current assets

(a) Fixed assets (i) Tangible assets 6 2888600 4902500 (ii) Intangible assets - - (iii) Capital work-in-progress - - (iv) Intangible assets under development - -(b) Non-current investments 7 801500000 801500000(c) Deferred tax assets (net) - 413300(d) Long term loans and advances 8 910000000 1232160100(e) Other non-current assets - 1714388600 - 2038975900

(2) Current assets(a) Current investments - -(b) Inventories - -(c) Trade receivables 9 4311808246 3931054446(d) Cash and cash equivalents 10 262853595 19436253(e) Short-term loans and advances 11 10054300 16482300(f) Other current assets 12 14226000 4598942141 28452000 3995424999

Total 6313330741 6034400899Significant Accounting PoliciesNotes on financial Statements 1-27

Omansh Enterprises Limited Annual Report 2016-2017 43

Amount in

Particulars Note 2016-17 2015-16No

OMANSH ENTERPRISES LIMITED

STATEMENT OF PROFIT amp LOSS FOR THE YEAR ENDED 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I Revenue from operations 20 1735111517 2138004325II Other Income 21 598242 165707300III Total Revenue I+II 1735709759 2303711625IV Expenses

Purchase of Stock-in-Trade (Net of Return) 1556101986 2019177290Changes in inventories of finished goods work-in-progress and Stock-in-Trade - -Employee benefit expense 22 38500000 92100000Financial costs 23 - 371112Depreciation and amortization expense 24 16239900 22358900Other expenses 25 91717081 130240960

IV Total Expenses 1702558967 2264248262V Profit before exceptional and extraordinary items and tax III-IV 33150792 39463363VI Exceptional Items - -VII Profit before extraordinary items and tax V-VI 33150792 39463363VIII Extraordinary Items - -IX Profit before tax VII-VIII 33150792 39463363X Tax expense

(1) Current tax 9700000 11638100(2) Deferred tax 534600 27512500

XI Profit(Loss) from the perid from continuing operations IX-X 22916192 312763XII Profit(Loss) from discontinuing operations - -XIII Tax expense of discounting operations - -XIV Profit(Loss) from Discontinuing operations XII-XIII - -XV Profit(Loss) for the period XI+XIV 22916192 312763XVI Earning per equity share 26

(1) Basic 001 000(2) Diluted 001 000

Omansh Enterprises Limited Annual Report 2016-2017 44

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2017(Amount in )

Particulars 2016-17 2015-16A Cash Flow from Operating Activities

Profit(Loss) before Taxation 331508 394634Adjustments for Depreciation 20139 81329Preliminary expenses 142260 142260Loss (Profit) on Sale of assets - -Finance cost - 3711Interest Income - -Operating Profit(Loss) before Working Capital Changes 493907 621934Adjustments for Trade and Other Receivables (3807538) 198975Inventories - -Loans and Advances 3285881 (4365027)Trade and Other Payables 2558924 859666Provisions - -Other current Assets - 6837Cash Generated from Operations 2531173 (2677615)Direct Tax Paid (97000) (116381)Net Cash generated from Operating Activities 2434173 (2793996)

B Cash Flow from Investing ActivitiesPurchase of Fixed Assets - -Sale of assets - -Investments - -Interest Income - -Net Cash used in Investing Activities - -

C Cash Flow from Financing ActivitiesProceeds of Borrowings - -Finance cost - (3711)Net Cash generated from in Financing Activities - (3711)Net Increase(Decrease) in Cash and Cash Equivalents (A+B+C) 2434173 (2797708)Cash and Cash Equivalents Opening 194362 2992070Cash and Cash Equivalents Closing 2628536 194362

Notes1 The above Cash Flow Statement has been prepared under the indirect method as set out in the Accounting Standard on Cash Flow Statement

(AS-3)2 Figures in Brackets indicate Cash Outflow3 Previous Year rsquos figures have been recast regrouped and restated where ever necessary

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 45

Notes Forming Part of Financial Statements

NOTE 1

A CORPORATE INFORMATION

The company is engaged in the business of trading in ClothClothingFabric in India the disclosure requirements of AccountingStandard-17 Segment Reporting are not applicable

B SIGNIFICANT ACCOUNTING POLICIES

I BASIS OF PREPARATION

The accompanying financial statements have been prepared andpresented as a going concern under historical cost convention onthe accrual basis of accounting unless otherwise stated inaccordance with the generally accepted accounting principles inIndia (Indian GAAP) and comply with the Accounting Standardsspecified under Section 133 of the Companies Act 2013 (The Act)read with paragraph 7 of the Companies (Accounts) Rules 2014and relevant provisions of the Companies Act 2013

The accounting policies have been consistently applied by theCompany and are consistent with those used in the previous year

All assets and liabilities have been classified as current or non-current as per the Companyrsquos normal operating cycle and othercriteria set out in the Schedule III of the Companies Act 2013Based on the nature of products and the time between theacquisition of assets for processing and their realisation in cashand cash equivalents the Company has ascertained its operatingcycle as up to twelve months for the purpose of currentnon-currentclassification of assets and liabilities

II USE OF ESTIMATES

The preparation of financial statements in conformity with IndianGAAP requires the management to make judgements estimatesand assumptions that affect the reported amounts of revenuesexpenses assets and liabilities and disclosure of contingentliabilities at the end of the reporting period Although these

Omansh Enterprises Limited Annual Report 2016-2017 46

estimates are based on the managementrsquos best knowledge ofcurrent events and actions uncertainty about these assumptionsand estimates could result in the outcomes requiring a materialadjustment to the carrying amounts of assets or liabilities in futureperiods

Significant estimates used by the management in the preparationof these financial statements include the useful life of fixed assetsand intangible assets and provisions for doubtful debtsadvancesDifference if any between the actual results and estimates arerecognized in the period in which the results are knownmaterialized

III FIXED ASSETS AND DEPRECIATION

Fixed assets are recorded at cost of acquisition and installationincluding freight duties levies less accumulated depreciation Costof acquisition includes rates taxes and any other directlyattributable cost for bringing the asset to its working condition forintended use

Depreciation on Tangible Fixed Assets is provided on Written DownValue method using the rates arrived at based on the useful livesas specified in the Schedule II of the Companies Act 2013 orestimated by the management The Company has used thefollowing useful life to provide depreciation on its fixed assets

Omansh Enterprises Limited Annual Report 2016-2017 47

(a) Assets where useful life is same as Schedule II

Assets Useful Life as Prescribedby Schedule II of theCompanies Act 2013

Factory Building 30 years

Plant amp Machinery (other thancontinuous process plant notcovered under specific industries) 15 years

Furniture amp Fittings 10 years

Motor Cycles scooters and other mopeds 10 years

Vehicles (Motor Cars) 8 years

Office Equipments 5 years

Computer printers amp data processing units 3 years

Electrical Installations 10 years

(b) Assets where useful life differ from Schedule II

Fixed Assets individually costing less than Rupees five thousandare fully depreciated in the year of purchase

(c) Depreciation

Depreciation on the Fixed Assets addeddisposed offdiscardedduring the year is provided on pro-rata basis with reference to thedate of additiondisposaldiscarding and in the case of capitalisationof any asset depreciation is charged from the date the same isreadyput to use to the Statement of Profit and Loss

IV INTANGIBLE ASSETS AND AMORTISATION

Intangible Assets are stated at acquisition cost net of accumulatedamortisation and accumulated impairment losses if any Intangibleassets are amortised on a straight-line basis over their estimateduseful lives

Omansh Enterprises Limited Annual Report 2016-2017 48

The Company amortises miscellaneous expenditure representingthe Companyrsquos formation expenses over a period of 5 yearsFurther the cost of Direct Listing of Equity Shares on BSE Limitedhas also been included in the same

V BORROWING COSTS

Borrowing Costs attributable to acquisition and construction ofqualifying assets are capitalised as a part of the cost of such assetsup to the date when such assets are ready for its intended useOther borrowing costs are charged to the Statement of Profit andLoss in the period in which they are incurred

VI FOREIGN CURRENCY TRANSACTIONS

The Company has not dealt with any foreign currency transactionduring the Financial Year

VII INVESTMENTS

Investments which are readily realisable and intended to be heldfor not more than one year from the date on which such investmentsare made are classified as current investments All otherinvestments are classified as long-term investments

Investments are recorded at cost on the date of purchase whichinclude acquisition charges such as brokerage stamp duty taxesetc Current Investments are stated at lower of cost and netrealisable value Long-term investments are stated at cost afterdeducting provisions made if any for other than temporarydiminution in the value

VIII REVENUE RECOGNITION

Revenue is recognised to the extent that it is probable that theeconomic benefits will flow to the Company and can be reliablymeasured

Revenue from sale of products is recognised when the significantrisks and rewards of ownership of the goods have passed to thebuyer Sale of goods are recorded net of trade discounts rebatesSales Tax Value Added Tax and gross of Excise Duty

Omansh Enterprises Limited Annual Report 2016-2017 49

Interest income is recognized on a time proportion basis takinginto account the amount outstanding and the rate applicable

Dividend income on investments is accounted for on receipt of thesame

All expenses and income to the extent considered payable andreceivable respectively unless specifically stated be otherwise areaccounted for on mercantile basis

IX RETIREMENT AND OTHER EMPLOYEE BENEFITS

(a) Provident Fund

Provision of Provident Fund is not applicable to theCompany

(b) Gratuity

No provision for gratuity has been made as there is noamount due towards Gratuity payable

(c) Compensated Leaves

Unutilized leave of staff lapses as at the year end and isnot encashable Accordingly no provision is made forcompensated Leaves

X TAXATION

Tax expense comprises of current and deferred tax

Current Tax

Provision for current tax is made after taking into considerationbenefits admissible under the provisions of the Income-tax Act1961 Minimum Alternative Tax (MAT) credit is recognized wherethere is convincing evidence that the same can be utilized in future

Current tax assets and current tax liabilities are offset when thereis a legally enforceable right to set off the recognized amounts andthere is an intention to settle the asset and the liability on a netbasis

Omansh Enterprises Limited Annual Report 2016-2017 50

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 29: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

Omansh Enterprises Limited Annual Report 2016-2017 26

E Shareholding of Directors and Key Managerial Personnel

S Name Particulars No of of No of ofNo Shares tota l Shares tota l

Shares shares ofof the the

company company1 Radhey Shayam Whole Time Director 500 000 500 0002 Gaurav Mutre ja Director 14500 008 14500 008

Shareholding at the beginning of the year Cumulative Sharehold ing during the year

V INDEBTEDNESSParticulars Secured Loans Unsecured Deposi ts Total

excluding deposits Loans Indebtedness

VI REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL A Remuneration to Managing Director Whole-time Directors andor Manager

Gross Salary CommissionS Name of (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others Total CeilingNo MDWTD per provision perquisites in lieu of Option Equity profit as per

Manager contained us 17(2) salary the Actin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

NOT ANY

Indebtedness at the beginning of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

Change in Indebtedness during the financial yearAdditionReductionNet Change

Indebtedness at the end of the financial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not dueTotal (i+ii+iii)

NOT APPLICABLE

Omansh Enterprises Limited Annual Report 2016-2017 27

B Remuneration to other directors

Independent Directors Other Non-Executive DirectorS Name of Fee for Commission Others Total 1 Fee for Comm- Others Total Total Total Over-No Director attending attend- ission (2) (1+2) Mana- all

board ing gerial Ceilingcommittee board Remu- as permeetings commi- nerat- the Act

ttee ionmeet-ings

NOT ANY

C Remuneration to Key Managerial Personnel Other than MDManagerWTD

Gross Salary CommissionS Name of Key (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others TotalNo Managerial per provision perquisites in lieu of Option Equity profit

Personnel contained us 17(2) salaryin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

Not Any

Omansh Enterprises Limited Annual Report 2016-2017 28

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Manoj Ramesh Kumar Chauhan Seema KhanWhole Time Director Managing DirectorDIN 07835068 DIN 07639422

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

VII PENALTIES PUNISHMENT COMPOUNDING OF OFFENCES

Type Section of the Brief Detail of Authority [RDNCLT] Appeal made if anyCompanies Description Penalty Punishment Court] (give Details)

Act Compoundingfees imposed

A COMPANYPenaltyPunishment NOT ANYCompoundingB DIRECTORSPenaltyPunishment NOT ANYCompoundingC OTHER OFFICERS IN DEFAULTPenaltyPunishment NOT ANYCompounding

Omansh Enterprises Limited Annual Report 2016-2017 29

Annexure III

FORM NO MR-3SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED 31ST MARCH 2017[Pursuant to Section 204(1) of the Companies Act 2013 and Rule No9 of the

Companies (Appointment and Remuneration Personnel) Rules 2014]

ToThe MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034We have conducted the secretarial audit of the compliance of applicable statutoryprovisions and the adherence to good corporate practices by Omansh EnterprisesLimited (CIN L21011DL1974PLC241646) (hereinafter called ldquothe companyrdquo)Secretarial Audit was conducted in a manner that provided us a reasonable basisfor evaluating the corporate conductsstatutory compliances and expressing ouropinion thereonBased on our verification of Omansh Enterprises Limited books papers minutebooks forms and returns filed and other records maintained by the company andalso the information provided by the Company its officers agents and authorizedrepresentatives during the conduct of the Secretarial Audit we hereby report thatin our opinion the Company has during the audit period covering the financialyear ended on March 31 2017 complied with the statutory provisions listedhereunder and also that the Company has proper Board processes and compliancemechanism in place to the extent in the manner and subject to the reportingmade hereinafterWe have examined the books papers minute books forms and returns filedand other records maintained by Omansh Enterprises Limited for the financialyear ended on March 31 2017 according to the provisions of

1 The Companies Act 2013 (the Act) and the rules made thereunder2 The Securities Contracts (Regulation) Act 1956 (lsquoSCRArsquo) and the rules made

thereunder3 The Depositories Act 1996 and the Regulations and Bye-laws framed

thereunder4 Foreign Exchange Management Act 1999 and the rules and regulations made

thereunder to the extent of Foreign Direct Investment Overseas DirectInvestment and External Commercial Borrowings (During the period underreview the Company has not entered into any transaction requiring

Omansh Enterprises Limited Annual Report 2016-2017 30

compliances with the Foreign Exchange Management Act 1999 and therules and regulations made thereunder to the extent of Foreign DirectInvestment Overseas Direct Investment and External CommercialBorrowings)

5 The Securities and Exchange Board of India (Substantial Acquisition of Sharesand Takeovers) Regulations 2011

6 The Securities and Exchange Board of India (Prohibition of Insider Trading)Regulations 2015

7 The Securities and Exchange Board of India (Issue of Capital and DisclosureRequirements) Regulations 2009

8 The Securities and Exchange Board of India (Employee Stock Option Schemeand Employee Stock Purchase Scheme) Guidelines 1999 (During the periodunder review the Company has not entered into any transaction requiringcompliances with the Securities and Exchange Board of India (EmployeeStock Option Scheme and Employee Stock Purchase Scheme)Guidelines 1999)

9 The Securities and Exchange Board of India (Issue and Listing of DebtSecurities) Regulations 2008 (During the period under review theCompany has not entered into any transaction requiring complianceswith the Securities and Exchange Board of India (Issue and Listing ofDebt Securities) Regulations 2008)

10 The Securities and Exchange Board of India (Registrars to an Issue andShare Transfer Agents) Regulations 1993 regarding the Companies Act anddealing with client

11 The Securities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009)

12 The Securities and Exchange Board of India (Buyback of Securities)Regulations 1998 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Buyback of Securities)Regulations 1998)

OTHER APPLICABLE LAWS

With respect to the compliance system prevailing in the Company and onexamination of the relevant documents and records in pursuance thereof on testcheck basis the Company has complied with the following laws applicable to theCompany

Omansh Enterprises Limited Annual Report 2016-2017 31

1 Indian Contract Act 18722 Income Tax Act 1961 to the extent of Tax Deducted at Source under various

Section and TDS Returns filed3 Indirect Tax Laws relating to collections deductions wherever applicable

payments made and returns filedWe have also examined compliance with the applicable clauses of thefollowing

1 Secretarial Standards issued by The Institute of Company Secretaries of India2 The Listing Agreements entered into by the Company with BSE Ltd pursuant

to SEBI (Listing Obligation and Disclosure Requirement) Regulations 2015During the period under review the Company has complied with the provisions ofthe Act Rules Regulations Guidelines Standards etc mentioned aboveWe further report that

The Board of Directors of the Company is duly constituted with proper balance ofExecutive Directors Non-Executive Directors and Independent Directors Thechanges in the composition of the Board of Directors that took place during theperiod under review were carried out in compliance with the provisions of the ActAdequate notice is given to all directors to schedule the Board Meetings agendaand detailed notes on agenda were sent at least seven days in advance and asystem exists for seeking and obtaining further information and clarifications onthe agenda items before the meeting and for meaningful participation at themeetingMajority decision is carried unanimously however the dissenting membersrsquo viewsif any are captured and recorded as part of the minutesWe further report that there are adequate systems and processes in the companycommensurate with the size and operations of the company to monitor and ensurecompliance with applicable laws rules regulations and guidelinesWe further report that during the audit period

1 During the financial year ended March 31 2017 the Company has notappointed Company Secretary (CS) and Chief Financial Officer (CFO) on theBoard of the Company in compliance with Section 203 of the Companies Act2013 however the Company has appointed CS and CFO wef May 292017 and September 4 2017 respectively

2 The Company has not appointed an Internal Auditor in compliance withprovision of Section 138 of Companies Act 2013

3 There were instances of delay in filing the Forms as required to be filed withRegistrar of Companies Delhi and the Company has paid additional fees forthe same

Note This report is to be read with our letter of even date which annexed asAnnexure A and forms an integral part of this report

Omansh Enterprises Limited Annual Report 2016-2017 32

Annexure A to the Secretarial Audit Report

The MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034

1 We have not verified the correctness and appropriateness of financial recordsand Books of Accounts of the Company

2 Where ever required we have obtained the Management representation aboutthe compliance of laws rules and regulations and happening of events etc

3 The compliance of the provisions of Corporate and other applicable lawsrules regulations standards is the responsibility of management Ourexamination was limited to the verification of procedures on the random testbasis

4 We have followed the audit practices and processes as were appropriate toobtain reasonable assurance about the correctness of the contents of thesecretarial records The verification was done on the random test basis toensure that correct facts are reflected in secretarial records We believe thatthe processes and practices we followed provide a reasonable basis for ouropinion

5 The Secretarial Audit report is neither an assurance as to the future viabilityof the company nor of the efficacy or effectiveness with which the managementhas conducted the affairs of the Company

For Amit R Dadheech amp Associates

Amit R DadheechM No 22889 CP No 8952Mumbai September 4 2017

MANAGEMENT DISCUSSION AND ANALYSIS

Your Directors are pleased to present the Management Discussion and AnalysisReports for the year ended March 31 2017 as underbull Overview

The Indian textile industry is one the largest and oldest sectors in the country andamong the most important in the economy in terms of output investment andemployment The sector employs nearly 45 million people directly and it is one ofthe largest sources of employment generation in the country The textile industrycontributes to 10 of manufacturing production 2 of Indiarsquos GDP and to 13 ofthe countryrsquos export earnings With direct linkages to the rural economy and theagriculture sector it has been estimated that one of every six households in thecountry depends on this sector either directly or indirectly for its livelihoodbull Industry Structure

Raw material costs have been increasing globally coupled with a shortage ofskilled workers While a shift is taking place of textiles industries from China andBangladesh to India the industrial climate in India has also become adverse dueto regular increases in input costs Any further appreciation of the Rupee willadversely affect exports from India Though the spinning industry has faredsomewhat better those with a presence in weaving processing or even compositebusinesses are facing the heat due to increases in input cost without being ableto pass on such higher costs to customers as the market is simply unable toabsorb the samebull Opportunities and Threat

There is good scope for growth for the textile industry as Indiarsquos share in theglobal trade in textiles is weak compared to other countries The free tradeenvironment is a great opportunity for the Indian textile industry to increase itsshare in the global market Chinese exports are slowing down on account of variousfactors inclusive of increase in domestic demand and rising costs This is a goodopportunity of which our textile industry should make use but smaller countrieslike Bangladesh Sri Lanka Pakistan Turkey and Vietnam etc are becomingformidable challengersLack of uninterrupted power increased power costs higher transaction costshigh cost of labour is hindering the progress However we are making all outefforts to cope with all these challenges by continuous efforts at cost reductionprocess improvements diversification of products and improving productivity byimproving efficienciesbull Business operations

The Company is engaged in the business of Textile industry During the yearunder review the industry faced various challenges due to global and economicslowdown and increasing rates of interest rates But looking at the huge potentialin India for Textile the company is hopeful of reenter into this sector The growthin the sector is very good and Management expects better results in forth comingyearOmansh Enterprises Limited Annual Report 2016-2017 33

bull Outlook

In light of the new and vibrant management of the company and steady growth inthe operations of the company and looking at the huge demand for residential aswell as commercial space in Delhi the company is hopeful of its upwardperformance the future growth for the benefit of its stakeholders at largebull Internal control System

The company has an effective internal control environment which ensures thatoperation are managed efficiently and effectively assets are safeguardedregulatory are complied with and transactions are recorded after appropriateauthorization The Company has an adequate internal control systemcommensurate with the size of the company and the nature of its business whichensures that functioning of the Company is managed efficiently and effectivelyassets are safeguarded regulatory compliances are complied with and transactionsare recorded after appropriate authorizationbull Human relations

Human resources have always been most valuable assets for Omansh EnterprisesLimited During the year the company has once again gained the confidence of itsHuman Resource as well and company constantly seeks to attract and retain thebest available talent Human resources management incorporates a process drivenapproach that invest regularly in the extensive training programs The Companycontinued to enjoy healthy industrial relations during the yearbull Forward Looking and Cautionary Statements

Management Discussion and Analysis contains forward-looking statementsconcerning the Companyrsquos future plans strategies and performance Theseforward-looking statements are not historical facts rather they representassumptions and beliefs based on economic financial and competitive datacurrently available Furthermore they are subject to a number of risks anduncertainties that without limitation relate to economic conditions fiercecompetition in the information service industry customer demand tax rulesregulations and other factors Readers of this annual report are cautioned not toplace undue reliance on these forward-looking statements The Company thereforewishes to caution readers that actual results may differ materially

On behalf of Board of Directorsof Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanManaging Director Wholetime DirectorDIN 07639422 DIN 07835068

DateSeptember 4 2017Place New Delhi

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 34

Independent Auditorrsquos Report

To the Members of Omansh Enterprises Limited

Report on the Financial Statements

We have audited the accompanying standalone financial statements of OmanshEnterprises Limited (ldquothe Companyrdquo) which comprise the Balance Sheet as atMarch 31 2017 the Statement of Profit and Loss and Cash Flow Statement for theyear then ended and a summary of significant accounting policies and otherexplanatory information

Managementrsquos Responsibility for the Financial Statements

The Companyrsquos Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 (ldquothe Actrdquo) with respect to the preparation ofthese standalone financial statements that give a true and fair view of the financialposition financial performance and cash flows of the Company in accordancewith accounting principles generally accepted in India including the AccountingStandards specified under section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014 and the Companies (Accounting Standards) AmendmentRules 2016 This responsibility includes maintenance of adequate accountingrecords in accordance with the provisions of the Act for safeguarding of the assetsof the Company and for preventing and detecting frauds and other irregularitiesselection and application of appropriate accounting policies making judgmentsand estimates that are reasonable and prudent and the design implementationand maintenance of adequate internal financial control that were operatingeffectively for ensuring the accuracy and completeness of the accounting recordsrelevant to the preparation and presentation of the financial statements that givea true and fair view and are free from material misstatement whether due to fraudor error

Auditorrsquos Responsibility

Our responsibility is to express an opinion on these standalone financial statementsbased on our audit We have taken into account the provisions of the Act theaccounting and auditing standards and matters which are required to be includedin the audit report under the provisions of the Act and the Rules made thereunderWe conducted our audit in accordance with the Standards on Auditing issued bythe Institute of Chartered Accountants of India as specified under Section 143(10)of the Act Those Standards require that we comply with ethical requirements andplan and perform the audit to obtain reasonable assurance about whether thefinancial statements are free from material misstatement

An audit involves performing procedures to obtain audit evidence about theamounts and disclosures in the financial statements The procedures selecteddepend on the auditorrsquos judgment including the assessment of the risks of materialmisstatement of the financial statements whether due to fraud or error In making

Omansh Enterprises Limited Annual Report 2016-2017 35

those risk assessments the auditor considers internal financial control relevantto the Companyrsquos preparation of the financial statements that give a true and fairview in order to design audit procedures that are appropriate in the circumstancesAn audit also includes evaluating the appropriateness of accounting policies usedand the reasonableness of the accounting estimates made by the CompanyrsquosDirectors as well as evaluating the overall presentation of the financial statementsWe believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the standalone financial statements

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the standalone financial statements give the information required bythe Act in the manner so required and give a true and fair view in conformity withthe accounting principles generally accepted in India of the state of affairs of theCompany as at 31st March 2017 its profit and its cash flows for the year endedon that date

Report on Other Legal and Regulatory Requirements

1 As required by the Companies (Auditorrsquos report) Order 2016 (ldquothe Orderrdquo)issued by the Central Government of India in terms of sub-section (11) ofSection 143 of the Act we give in the Annexure 1 a statement on the mattersspecified 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 whichto the best of our knowledge and belief were necessary for the purposeof our audit

b) In our opinion proper books of account as required by law have beenkept by the Company so far as it appears from our examination of thosebooks

c) The Balance Sheet Statement of Profit and Loss and Cash FlowStatement dealt with by this Report are in agreement with the books ofaccount

d) In our opinion the aforesaid standalone financial statements comply withthe Accounting Standards specified under Section 133 of the Act readwith Rule 7 of the Companies (Accounts) Rules 2014 and the Companies(Accounting Standards) Amendment Rules 2016

e) On the basis of written representations received from the directors as on31st March 2017 and taken on record by the Board of Directors none ofthe directors is disqualified as on 31st March 2017 from being appointedas a director in terms of Section 164(2) of the Act

Omansh Enterprises Limited Annual Report 2016-2017 36

f) With respect to the adequacy of the internal financial controls overfinancial reporting of the Company and the operating effectiveness ofsuch controls refer to our separate Report in ldquoAnnexure 2rdquo to this report

g) With respect to the other matters to be included in the Auditorrsquos Reportin accordance with Rule 11 of the Companies (Audit and Auditors) Rules2014 in our opinion and to the best of our information and according tothe explanations given to us

i The Company does not have any pending litigations which wouldimpact its financial position

ii The Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeablelosses

iii There has not been an occasion in which the company during theyear under report to transfer any sum to the Investor Education andProtection Fund Hence the question of delay in transferring suchsum does not arise

iv The Company has provided requisite disclosures in Note No 27 tothese standalone financial statements as to the holding of SpecifiedBank Notes on November 8 2016 to December 30 2016 as well asdealings in Specified Bank Notes during the period from November8 2016 to December 30 2016 Based on our audit procedures andrelying on the management representation regarding the holdingand nature of cash transactions including Specified Bank Noteswe report that these disclosures are in accordance with the books ofaccounts maintained by the Company and as produced to us by theManagement

For Satyendra Mrinal amp AssociatesChartered Accountants

Firm Registration Number 017068N

SK JainPartner

Membership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 37

Annexure 1 referred to in paragraph 1 under the heading ldquoReport on OtherLegal and Regulatory Requirementsrdquo of our Report of even date

(i) (a) The Company has maintained proper records showing fullparticulars including quantitative details and situation of fixedassets

(b) All fixed assets have been physically verified by the managementat regular intervals as informed to us no material discrepancieswere noticed on such verification

(c) According to the information and explanations given by themanagement the Company has not acquired any immovableproperty during the year under audit no comments under thesub-clause are required

(ii) The Company does not have any inventory and accordingly therequirements under paragraph 3(ii) of the Order are not applicable to theCompany

(iii) According to the information and explanation given to us the Companyhas not granted any loans secured or unsecured to companies firmsLimited Liability Partnerships or other parties covered in the registermaintained under Section 189 of the Act and hence clause 3(iii)(a) (b)and (c) of the Order are not applicable to the Company and hence notcommented upon

(iv) In our opinion and according to the information and explanations givento us there are no loans investments guarantees and securities grantedin respect of which provisions of Section 185 and 186 of the Act areapplicable and hence not commented upon

(v) The Company has not accepted any deposits within the meaning ofSections 73 to 76 of the Act and the Companies (Acceptance of Deposits)Rules 2014 (as amended) Accordingly the provisions of clause 3(v) ofthe Order are not applicable

(vi) To the best of our knowledge and as explained the Central Governmenthas not specified the maintenance of cost records under Section 148(1)of the Act for the productsservices of the Company

(vii) (a) According to the information and explanations given to us andbased on the records of the company examined by us thecompany is regular in depositing the undisputed statutory duesincluding income-tax and other statutory dues as applicablewith the appropriate authorities in India

(b) According to the information and explanations given to us andbased on the records of the company examined by us thereare no dues of Income tax which have not been deposited onaccount of any disputes However the remaining taxes specifiedunder the said sub-clause are not applicable to the company

Omansh Enterprises Limited Annual Report 2016-2017 38

(viii) In our opinion and according to the information and explanations givenby the management the Company has not availed of any loans from anyfinancial institution bank or government and not issued any debentures

(ix) In our opinion and according to the information and explanations givenby the management the Company has not raised any money by way ofinitial public offer or further public offer (including debt instruments) andthe company has not raisedtaken any term loan

(x) Based upon the audit procedures performed for the purpose of reportingthe true and fair view of the financial statements and according to theinformation and explanations given by the management we report thatno fraud by the company or no fraud on the company by the officers andemployees of the Company has been noticed or reported during the year

(xi) According to the information and explanations given by the managementthe company has complied with the provisions of Section 197 read withSchedule V of the Companies Act 2013

(xii) In our opinion the Company is not a nidhi company Therefore theprovisions of clause 3(xii) of the order are not applicable to the Companyand hence not commented upon

(xiii) According to the information and explanations given by the managementthere were no transactions with the related parties during the year hencenot commented upon

(xiv) According to the information and explanations given to us and on anoverall examination of the Balance Sheet the Company has not madeany preferential allotment or private placement of shares or fully or partlyconvertible debentures during the year under review and hence reportingrequirements under clause 3(xiv) are not applicable to the Company andnot commented upon

(xv) According to the information and explanations given by the managementthe Company has not entered into any non-cash transactions with thedirectors or persons connected with him as referred to in Section 192 ofCompanies Act 2013

(xvi) According to the information and explanations given to us the provisionsof Section 45-IA of the Reserve Bank of India Act 1934 are not applicableto the Company

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 39

ANNEXURE 2 TO THE INDEPENDENT AUDITORrsquoS REPORT OF EVEN DATEON THE STANDALONE FINANCIAL STATEMENTS OF OMANSHENTERPRISES LIMITED

Report on the Internal Financial Controls under Clause (i) of Sub-section 3of Section 143 of the Companies Act 2013 (ldquothe Actrdquo)

To the Members of Omansh Enterprises Limited

We have audited the internal financial controls over financial reporting of OmanshEnterprises Limited (ldquothe Companyrdquo) as of 31st March 2017 in conjunction withour audit of the standalone financial statements of the Company for the year endedon that date

Managementrsquos Responsibility for Internal Financial Controls

The Companyrsquos Management is responsible for establishing and maintaininginternal financial controls based on the internal control over financial reportingcriteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial ControlsOver Financial Reporting issued by the Institute of Chartered Accountants of IndiaThese responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuringthe orderly and efficient conduct of its business including adherence to theCompanyrsquos policies the safeguarding of its assets the prevention and detectionof frauds and errors the accuracy and completeness of the accounting recordsand the timely preparation of reliable financial information as required under theCompanies Act 2013 (lsquothe Actrsquo)

Auditorrsquos Responsibility

Our responsibility is to express an opinion on the Companyrsquos internal financialcontrols over financial reporting based on our audit We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting (the ldquoGuidance Noterdquo) and the Standards on Auditing asspecified under section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls both applicable to an audit of Internal Financial Controlsand both issued by the Institute of Chartered Accountants of India ThoseStandards and the Guidance Note require that we comply with ethical requirementsand plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects

Our audit involves performing procedures to obtain audit evidence about theadequacy of the internal financial controls system over financial reporting andtheir operating effectiveness Our audit of internal financial controls over financialreporting included obtaining an understanding of internal financial controls overfinancial reporting assessing the risk that a material weakness exists and testing

Omansh Enterprises Limited Annual Report 2016-2017 40

and evaluating the design and operating effectiveness of internal control basedon the assessed risk The procedures selected depend on the auditorrsquos judgementincluding the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error

We believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the internal financial controls systemover financial reporting

Meaning of Internal Financial Controls Over Financial Reporting

A companyrsquos internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles A companyrsquos internal financialcontrol over financial reporting includes those policies and procedures that (1)pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company (2)provide reasonable assurance that transactions are recorded as necessary topermit preparation of financial statements in accordance with generally acceptedaccounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorisations of management and directorsof the company and (3) provide reasonable assurance regarding prevention ortimely detection of unauthorised acquisition use or disposition of the companyrsquosassets 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 financialreporting including the possibility of collusion or improper management overrideof controls material misstatements due to error or fraud may occur and not bedetected Also projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes inconditions or that the degree of compliance with the policies or procedures maydeteriorate

Omansh Enterprises Limited Annual Report 2016-2017 41

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at 31st March 2017 basedon the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls Over Financial Reporting issued bythe Institute of Chartered Accountants of India

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 42

Amount in Particulars Note As At As At

No 31032017 31032016

OMANSH ENTERPRISES LIMITEDRegd off SHOP NO QD-37 DDA MARKET PITAMPURA NEW DELHI-110034

BALANCE SHEET AS AT 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I EQUITY AND LIABILITIES(1) Shareholderrsquos Funds

(a) Share Capital 2 3550000000 3550000000(b) Reserves and Surplus 3 90954266 68038074(c) Money received against share warrants - 3640954266 - 3618038074

(2) Share application money pending allotment - -(3) Non-Current Liabilities

(a) Long-term borrowings - -(b) Deferred tax liabilities (Net) 121300 -(c) Other Long term liabilities - -(d) Long term provisions - 121300 - -

(4) Current Liabilities(a) Short-term borrowings - -(b) Trade payables 4 2658855175 2385034725(c) Other current liabilities 5 13400000 31328100(d) Short-term provisions - 2672255175 - 2416362825

Total 6313330741 6034400899II ASSETS(1) Non-current assets

(a) Fixed assets (i) Tangible assets 6 2888600 4902500 (ii) Intangible assets - - (iii) Capital work-in-progress - - (iv) Intangible assets under development - -(b) Non-current investments 7 801500000 801500000(c) Deferred tax assets (net) - 413300(d) Long term loans and advances 8 910000000 1232160100(e) Other non-current assets - 1714388600 - 2038975900

(2) Current assets(a) Current investments - -(b) Inventories - -(c) Trade receivables 9 4311808246 3931054446(d) Cash and cash equivalents 10 262853595 19436253(e) Short-term loans and advances 11 10054300 16482300(f) Other current assets 12 14226000 4598942141 28452000 3995424999

Total 6313330741 6034400899Significant Accounting PoliciesNotes on financial Statements 1-27

Omansh Enterprises Limited Annual Report 2016-2017 43

Amount in

Particulars Note 2016-17 2015-16No

OMANSH ENTERPRISES LIMITED

STATEMENT OF PROFIT amp LOSS FOR THE YEAR ENDED 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I Revenue from operations 20 1735111517 2138004325II Other Income 21 598242 165707300III Total Revenue I+II 1735709759 2303711625IV Expenses

Purchase of Stock-in-Trade (Net of Return) 1556101986 2019177290Changes in inventories of finished goods work-in-progress and Stock-in-Trade - -Employee benefit expense 22 38500000 92100000Financial costs 23 - 371112Depreciation and amortization expense 24 16239900 22358900Other expenses 25 91717081 130240960

IV Total Expenses 1702558967 2264248262V Profit before exceptional and extraordinary items and tax III-IV 33150792 39463363VI Exceptional Items - -VII Profit before extraordinary items and tax V-VI 33150792 39463363VIII Extraordinary Items - -IX Profit before tax VII-VIII 33150792 39463363X Tax expense

(1) Current tax 9700000 11638100(2) Deferred tax 534600 27512500

XI Profit(Loss) from the perid from continuing operations IX-X 22916192 312763XII Profit(Loss) from discontinuing operations - -XIII Tax expense of discounting operations - -XIV Profit(Loss) from Discontinuing operations XII-XIII - -XV Profit(Loss) for the period XI+XIV 22916192 312763XVI Earning per equity share 26

(1) Basic 001 000(2) Diluted 001 000

Omansh Enterprises Limited Annual Report 2016-2017 44

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2017(Amount in )

Particulars 2016-17 2015-16A Cash Flow from Operating Activities

Profit(Loss) before Taxation 331508 394634Adjustments for Depreciation 20139 81329Preliminary expenses 142260 142260Loss (Profit) on Sale of assets - -Finance cost - 3711Interest Income - -Operating Profit(Loss) before Working Capital Changes 493907 621934Adjustments for Trade and Other Receivables (3807538) 198975Inventories - -Loans and Advances 3285881 (4365027)Trade and Other Payables 2558924 859666Provisions - -Other current Assets - 6837Cash Generated from Operations 2531173 (2677615)Direct Tax Paid (97000) (116381)Net Cash generated from Operating Activities 2434173 (2793996)

B Cash Flow from Investing ActivitiesPurchase of Fixed Assets - -Sale of assets - -Investments - -Interest Income - -Net Cash used in Investing Activities - -

C Cash Flow from Financing ActivitiesProceeds of Borrowings - -Finance cost - (3711)Net Cash generated from in Financing Activities - (3711)Net Increase(Decrease) in Cash and Cash Equivalents (A+B+C) 2434173 (2797708)Cash and Cash Equivalents Opening 194362 2992070Cash and Cash Equivalents Closing 2628536 194362

Notes1 The above Cash Flow Statement has been prepared under the indirect method as set out in the Accounting Standard on Cash Flow Statement

(AS-3)2 Figures in Brackets indicate Cash Outflow3 Previous Year rsquos figures have been recast regrouped and restated where ever necessary

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 45

Notes Forming Part of Financial Statements

NOTE 1

A CORPORATE INFORMATION

The company is engaged in the business of trading in ClothClothingFabric in India the disclosure requirements of AccountingStandard-17 Segment Reporting are not applicable

B SIGNIFICANT ACCOUNTING POLICIES

I BASIS OF PREPARATION

The accompanying financial statements have been prepared andpresented as a going concern under historical cost convention onthe accrual basis of accounting unless otherwise stated inaccordance with the generally accepted accounting principles inIndia (Indian GAAP) and comply with the Accounting Standardsspecified under Section 133 of the Companies Act 2013 (The Act)read with paragraph 7 of the Companies (Accounts) Rules 2014and relevant provisions of the Companies Act 2013

The accounting policies have been consistently applied by theCompany and are consistent with those used in the previous year

All assets and liabilities have been classified as current or non-current as per the Companyrsquos normal operating cycle and othercriteria set out in the Schedule III of the Companies Act 2013Based on the nature of products and the time between theacquisition of assets for processing and their realisation in cashand cash equivalents the Company has ascertained its operatingcycle as up to twelve months for the purpose of currentnon-currentclassification of assets and liabilities

II USE OF ESTIMATES

The preparation of financial statements in conformity with IndianGAAP requires the management to make judgements estimatesand assumptions that affect the reported amounts of revenuesexpenses assets and liabilities and disclosure of contingentliabilities at the end of the reporting period Although these

Omansh Enterprises Limited Annual Report 2016-2017 46

estimates are based on the managementrsquos best knowledge ofcurrent events and actions uncertainty about these assumptionsand estimates could result in the outcomes requiring a materialadjustment to the carrying amounts of assets or liabilities in futureperiods

Significant estimates used by the management in the preparationof these financial statements include the useful life of fixed assetsand intangible assets and provisions for doubtful debtsadvancesDifference if any between the actual results and estimates arerecognized in the period in which the results are knownmaterialized

III FIXED ASSETS AND DEPRECIATION

Fixed assets are recorded at cost of acquisition and installationincluding freight duties levies less accumulated depreciation Costof acquisition includes rates taxes and any other directlyattributable cost for bringing the asset to its working condition forintended use

Depreciation on Tangible Fixed Assets is provided on Written DownValue method using the rates arrived at based on the useful livesas specified in the Schedule II of the Companies Act 2013 orestimated by the management The Company has used thefollowing useful life to provide depreciation on its fixed assets

Omansh Enterprises Limited Annual Report 2016-2017 47

(a) Assets where useful life is same as Schedule II

Assets Useful Life as Prescribedby Schedule II of theCompanies Act 2013

Factory Building 30 years

Plant amp Machinery (other thancontinuous process plant notcovered under specific industries) 15 years

Furniture amp Fittings 10 years

Motor Cycles scooters and other mopeds 10 years

Vehicles (Motor Cars) 8 years

Office Equipments 5 years

Computer printers amp data processing units 3 years

Electrical Installations 10 years

(b) Assets where useful life differ from Schedule II

Fixed Assets individually costing less than Rupees five thousandare fully depreciated in the year of purchase

(c) Depreciation

Depreciation on the Fixed Assets addeddisposed offdiscardedduring the year is provided on pro-rata basis with reference to thedate of additiondisposaldiscarding and in the case of capitalisationof any asset depreciation is charged from the date the same isreadyput to use to the Statement of Profit and Loss

IV INTANGIBLE ASSETS AND AMORTISATION

Intangible Assets are stated at acquisition cost net of accumulatedamortisation and accumulated impairment losses if any Intangibleassets are amortised on a straight-line basis over their estimateduseful lives

Omansh Enterprises Limited Annual Report 2016-2017 48

The Company amortises miscellaneous expenditure representingthe Companyrsquos formation expenses over a period of 5 yearsFurther the cost of Direct Listing of Equity Shares on BSE Limitedhas also been included in the same

V BORROWING COSTS

Borrowing Costs attributable to acquisition and construction ofqualifying assets are capitalised as a part of the cost of such assetsup to the date when such assets are ready for its intended useOther borrowing costs are charged to the Statement of Profit andLoss in the period in which they are incurred

VI FOREIGN CURRENCY TRANSACTIONS

The Company has not dealt with any foreign currency transactionduring the Financial Year

VII INVESTMENTS

Investments which are readily realisable and intended to be heldfor not more than one year from the date on which such investmentsare made are classified as current investments All otherinvestments are classified as long-term investments

Investments are recorded at cost on the date of purchase whichinclude acquisition charges such as brokerage stamp duty taxesetc Current Investments are stated at lower of cost and netrealisable value Long-term investments are stated at cost afterdeducting provisions made if any for other than temporarydiminution in the value

VIII REVENUE RECOGNITION

Revenue is recognised to the extent that it is probable that theeconomic benefits will flow to the Company and can be reliablymeasured

Revenue from sale of products is recognised when the significantrisks and rewards of ownership of the goods have passed to thebuyer Sale of goods are recorded net of trade discounts rebatesSales Tax Value Added Tax and gross of Excise Duty

Omansh Enterprises Limited Annual Report 2016-2017 49

Interest income is recognized on a time proportion basis takinginto account the amount outstanding and the rate applicable

Dividend income on investments is accounted for on receipt of thesame

All expenses and income to the extent considered payable andreceivable respectively unless specifically stated be otherwise areaccounted for on mercantile basis

IX RETIREMENT AND OTHER EMPLOYEE BENEFITS

(a) Provident Fund

Provision of Provident Fund is not applicable to theCompany

(b) Gratuity

No provision for gratuity has been made as there is noamount due towards Gratuity payable

(c) Compensated Leaves

Unutilized leave of staff lapses as at the year end and isnot encashable Accordingly no provision is made forcompensated Leaves

X TAXATION

Tax expense comprises of current and deferred tax

Current Tax

Provision for current tax is made after taking into considerationbenefits admissible under the provisions of the Income-tax Act1961 Minimum Alternative Tax (MAT) credit is recognized wherethere is convincing evidence that the same can be utilized in future

Current tax assets and current tax liabilities are offset when thereis a legally enforceable right to set off the recognized amounts andthere is an intention to settle the asset and the liability on a netbasis

Omansh Enterprises Limited Annual Report 2016-2017 50

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 30: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

Omansh Enterprises Limited Annual Report 2016-2017 27

B Remuneration to other directors

Independent Directors Other Non-Executive DirectorS Name of Fee for Commission Others Total 1 Fee for Comm- Others Total Total Total Over-No Director attending attend- ission (2) (1+2) Mana- all

board ing gerial Ceilingcommittee board Remu- as permeetings commi- nerat- the Act

ttee ionmeet-ings

NOT ANY

C Remuneration to Key Managerial Personnel Other than MDManagerWTD

Gross Salary CommissionS Name of Key (a) Salary as (b) Value of (c) Profits Stock Sweat As Others Others TotalNo Managerial per provision perquisites in lieu of Option Equity profit

Personnel contained us 17(2) salaryin section Income-tax under17(1) of the Act 1961 sectionIncome-tax 17(3)Act 1961 Income-tax

Act 1961

Not Any

Omansh Enterprises Limited Annual Report 2016-2017 28

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Manoj Ramesh Kumar Chauhan Seema KhanWhole Time Director Managing DirectorDIN 07835068 DIN 07639422

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

VII PENALTIES PUNISHMENT COMPOUNDING OF OFFENCES

Type Section of the Brief Detail of Authority [RDNCLT] Appeal made if anyCompanies Description Penalty Punishment Court] (give Details)

Act Compoundingfees imposed

A COMPANYPenaltyPunishment NOT ANYCompoundingB DIRECTORSPenaltyPunishment NOT ANYCompoundingC OTHER OFFICERS IN DEFAULTPenaltyPunishment NOT ANYCompounding

Omansh Enterprises Limited Annual Report 2016-2017 29

Annexure III

FORM NO MR-3SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED 31ST MARCH 2017[Pursuant to Section 204(1) of the Companies Act 2013 and Rule No9 of the

Companies (Appointment and Remuneration Personnel) Rules 2014]

ToThe MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034We have conducted the secretarial audit of the compliance of applicable statutoryprovisions and the adherence to good corporate practices by Omansh EnterprisesLimited (CIN L21011DL1974PLC241646) (hereinafter called ldquothe companyrdquo)Secretarial Audit was conducted in a manner that provided us a reasonable basisfor evaluating the corporate conductsstatutory compliances and expressing ouropinion thereonBased on our verification of Omansh Enterprises Limited books papers minutebooks forms and returns filed and other records maintained by the company andalso the information provided by the Company its officers agents and authorizedrepresentatives during the conduct of the Secretarial Audit we hereby report thatin our opinion the Company has during the audit period covering the financialyear ended on March 31 2017 complied with the statutory provisions listedhereunder and also that the Company has proper Board processes and compliancemechanism in place to the extent in the manner and subject to the reportingmade hereinafterWe have examined the books papers minute books forms and returns filedand other records maintained by Omansh Enterprises Limited for the financialyear ended on March 31 2017 according to the provisions of

1 The Companies Act 2013 (the Act) and the rules made thereunder2 The Securities Contracts (Regulation) Act 1956 (lsquoSCRArsquo) and the rules made

thereunder3 The Depositories Act 1996 and the Regulations and Bye-laws framed

thereunder4 Foreign Exchange Management Act 1999 and the rules and regulations made

thereunder to the extent of Foreign Direct Investment Overseas DirectInvestment and External Commercial Borrowings (During the period underreview the Company has not entered into any transaction requiring

Omansh Enterprises Limited Annual Report 2016-2017 30

compliances with the Foreign Exchange Management Act 1999 and therules and regulations made thereunder to the extent of Foreign DirectInvestment Overseas Direct Investment and External CommercialBorrowings)

5 The Securities and Exchange Board of India (Substantial Acquisition of Sharesand Takeovers) Regulations 2011

6 The Securities and Exchange Board of India (Prohibition of Insider Trading)Regulations 2015

7 The Securities and Exchange Board of India (Issue of Capital and DisclosureRequirements) Regulations 2009

8 The Securities and Exchange Board of India (Employee Stock Option Schemeand Employee Stock Purchase Scheme) Guidelines 1999 (During the periodunder review the Company has not entered into any transaction requiringcompliances with the Securities and Exchange Board of India (EmployeeStock Option Scheme and Employee Stock Purchase Scheme)Guidelines 1999)

9 The Securities and Exchange Board of India (Issue and Listing of DebtSecurities) Regulations 2008 (During the period under review theCompany has not entered into any transaction requiring complianceswith the Securities and Exchange Board of India (Issue and Listing ofDebt Securities) Regulations 2008)

10 The Securities and Exchange Board of India (Registrars to an Issue andShare Transfer Agents) Regulations 1993 regarding the Companies Act anddealing with client

11 The Securities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009)

12 The Securities and Exchange Board of India (Buyback of Securities)Regulations 1998 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Buyback of Securities)Regulations 1998)

OTHER APPLICABLE LAWS

With respect to the compliance system prevailing in the Company and onexamination of the relevant documents and records in pursuance thereof on testcheck basis the Company has complied with the following laws applicable to theCompany

Omansh Enterprises Limited Annual Report 2016-2017 31

1 Indian Contract Act 18722 Income Tax Act 1961 to the extent of Tax Deducted at Source under various

Section and TDS Returns filed3 Indirect Tax Laws relating to collections deductions wherever applicable

payments made and returns filedWe have also examined compliance with the applicable clauses of thefollowing

1 Secretarial Standards issued by The Institute of Company Secretaries of India2 The Listing Agreements entered into by the Company with BSE Ltd pursuant

to SEBI (Listing Obligation and Disclosure Requirement) Regulations 2015During the period under review the Company has complied with the provisions ofthe Act Rules Regulations Guidelines Standards etc mentioned aboveWe further report that

The Board of Directors of the Company is duly constituted with proper balance ofExecutive Directors Non-Executive Directors and Independent Directors Thechanges in the composition of the Board of Directors that took place during theperiod under review were carried out in compliance with the provisions of the ActAdequate notice is given to all directors to schedule the Board Meetings agendaand detailed notes on agenda were sent at least seven days in advance and asystem exists for seeking and obtaining further information and clarifications onthe agenda items before the meeting and for meaningful participation at themeetingMajority decision is carried unanimously however the dissenting membersrsquo viewsif any are captured and recorded as part of the minutesWe further report that there are adequate systems and processes in the companycommensurate with the size and operations of the company to monitor and ensurecompliance with applicable laws rules regulations and guidelinesWe further report that during the audit period

1 During the financial year ended March 31 2017 the Company has notappointed Company Secretary (CS) and Chief Financial Officer (CFO) on theBoard of the Company in compliance with Section 203 of the Companies Act2013 however the Company has appointed CS and CFO wef May 292017 and September 4 2017 respectively

2 The Company has not appointed an Internal Auditor in compliance withprovision of Section 138 of Companies Act 2013

3 There were instances of delay in filing the Forms as required to be filed withRegistrar of Companies Delhi and the Company has paid additional fees forthe same

Note This report is to be read with our letter of even date which annexed asAnnexure A and forms an integral part of this report

Omansh Enterprises Limited Annual Report 2016-2017 32

Annexure A to the Secretarial Audit Report

The MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034

1 We have not verified the correctness and appropriateness of financial recordsand Books of Accounts of the Company

2 Where ever required we have obtained the Management representation aboutthe compliance of laws rules and regulations and happening of events etc

3 The compliance of the provisions of Corporate and other applicable lawsrules regulations standards is the responsibility of management Ourexamination was limited to the verification of procedures on the random testbasis

4 We have followed the audit practices and processes as were appropriate toobtain reasonable assurance about the correctness of the contents of thesecretarial records The verification was done on the random test basis toensure that correct facts are reflected in secretarial records We believe thatthe processes and practices we followed provide a reasonable basis for ouropinion

5 The Secretarial Audit report is neither an assurance as to the future viabilityof the company nor of the efficacy or effectiveness with which the managementhas conducted the affairs of the Company

For Amit R Dadheech amp Associates

Amit R DadheechM No 22889 CP No 8952Mumbai September 4 2017

MANAGEMENT DISCUSSION AND ANALYSIS

Your Directors are pleased to present the Management Discussion and AnalysisReports for the year ended March 31 2017 as underbull Overview

The Indian textile industry is one the largest and oldest sectors in the country andamong the most important in the economy in terms of output investment andemployment The sector employs nearly 45 million people directly and it is one ofthe largest sources of employment generation in the country The textile industrycontributes to 10 of manufacturing production 2 of Indiarsquos GDP and to 13 ofthe countryrsquos export earnings With direct linkages to the rural economy and theagriculture sector it has been estimated that one of every six households in thecountry depends on this sector either directly or indirectly for its livelihoodbull Industry Structure

Raw material costs have been increasing globally coupled with a shortage ofskilled workers While a shift is taking place of textiles industries from China andBangladesh to India the industrial climate in India has also become adverse dueto regular increases in input costs Any further appreciation of the Rupee willadversely affect exports from India Though the spinning industry has faredsomewhat better those with a presence in weaving processing or even compositebusinesses are facing the heat due to increases in input cost without being ableto pass on such higher costs to customers as the market is simply unable toabsorb the samebull Opportunities and Threat

There is good scope for growth for the textile industry as Indiarsquos share in theglobal trade in textiles is weak compared to other countries The free tradeenvironment is a great opportunity for the Indian textile industry to increase itsshare in the global market Chinese exports are slowing down on account of variousfactors inclusive of increase in domestic demand and rising costs This is a goodopportunity of which our textile industry should make use but smaller countrieslike Bangladesh Sri Lanka Pakistan Turkey and Vietnam etc are becomingformidable challengersLack of uninterrupted power increased power costs higher transaction costshigh cost of labour is hindering the progress However we are making all outefforts to cope with all these challenges by continuous efforts at cost reductionprocess improvements diversification of products and improving productivity byimproving efficienciesbull Business operations

The Company is engaged in the business of Textile industry During the yearunder review the industry faced various challenges due to global and economicslowdown and increasing rates of interest rates But looking at the huge potentialin India for Textile the company is hopeful of reenter into this sector The growthin the sector is very good and Management expects better results in forth comingyearOmansh Enterprises Limited Annual Report 2016-2017 33

bull Outlook

In light of the new and vibrant management of the company and steady growth inthe operations of the company and looking at the huge demand for residential aswell as commercial space in Delhi the company is hopeful of its upwardperformance the future growth for the benefit of its stakeholders at largebull Internal control System

The company has an effective internal control environment which ensures thatoperation are managed efficiently and effectively assets are safeguardedregulatory are complied with and transactions are recorded after appropriateauthorization The Company has an adequate internal control systemcommensurate with the size of the company and the nature of its business whichensures that functioning of the Company is managed efficiently and effectivelyassets are safeguarded regulatory compliances are complied with and transactionsare recorded after appropriate authorizationbull Human relations

Human resources have always been most valuable assets for Omansh EnterprisesLimited During the year the company has once again gained the confidence of itsHuman Resource as well and company constantly seeks to attract and retain thebest available talent Human resources management incorporates a process drivenapproach that invest regularly in the extensive training programs The Companycontinued to enjoy healthy industrial relations during the yearbull Forward Looking and Cautionary Statements

Management Discussion and Analysis contains forward-looking statementsconcerning the Companyrsquos future plans strategies and performance Theseforward-looking statements are not historical facts rather they representassumptions and beliefs based on economic financial and competitive datacurrently available Furthermore they are subject to a number of risks anduncertainties that without limitation relate to economic conditions fiercecompetition in the information service industry customer demand tax rulesregulations and other factors Readers of this annual report are cautioned not toplace undue reliance on these forward-looking statements The Company thereforewishes to caution readers that actual results may differ materially

On behalf of Board of Directorsof Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanManaging Director Wholetime DirectorDIN 07639422 DIN 07835068

DateSeptember 4 2017Place New Delhi

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 34

Independent Auditorrsquos Report

To the Members of Omansh Enterprises Limited

Report on the Financial Statements

We have audited the accompanying standalone financial statements of OmanshEnterprises Limited (ldquothe Companyrdquo) which comprise the Balance Sheet as atMarch 31 2017 the Statement of Profit and Loss and Cash Flow Statement for theyear then ended and a summary of significant accounting policies and otherexplanatory information

Managementrsquos Responsibility for the Financial Statements

The Companyrsquos Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 (ldquothe Actrdquo) with respect to the preparation ofthese standalone financial statements that give a true and fair view of the financialposition financial performance and cash flows of the Company in accordancewith accounting principles generally accepted in India including the AccountingStandards specified under section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014 and the Companies (Accounting Standards) AmendmentRules 2016 This responsibility includes maintenance of adequate accountingrecords in accordance with the provisions of the Act for safeguarding of the assetsof the Company and for preventing and detecting frauds and other irregularitiesselection and application of appropriate accounting policies making judgmentsand estimates that are reasonable and prudent and the design implementationand maintenance of adequate internal financial control that were operatingeffectively for ensuring the accuracy and completeness of the accounting recordsrelevant to the preparation and presentation of the financial statements that givea true and fair view and are free from material misstatement whether due to fraudor error

Auditorrsquos Responsibility

Our responsibility is to express an opinion on these standalone financial statementsbased on our audit We have taken into account the provisions of the Act theaccounting and auditing standards and matters which are required to be includedin the audit report under the provisions of the Act and the Rules made thereunderWe conducted our audit in accordance with the Standards on Auditing issued bythe Institute of Chartered Accountants of India as specified under Section 143(10)of the Act Those Standards require that we comply with ethical requirements andplan and perform the audit to obtain reasonable assurance about whether thefinancial statements are free from material misstatement

An audit involves performing procedures to obtain audit evidence about theamounts and disclosures in the financial statements The procedures selecteddepend on the auditorrsquos judgment including the assessment of the risks of materialmisstatement of the financial statements whether due to fraud or error In making

Omansh Enterprises Limited Annual Report 2016-2017 35

those risk assessments the auditor considers internal financial control relevantto the Companyrsquos preparation of the financial statements that give a true and fairview in order to design audit procedures that are appropriate in the circumstancesAn audit also includes evaluating the appropriateness of accounting policies usedand the reasonableness of the accounting estimates made by the CompanyrsquosDirectors as well as evaluating the overall presentation of the financial statementsWe believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the standalone financial statements

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the standalone financial statements give the information required bythe Act in the manner so required and give a true and fair view in conformity withthe accounting principles generally accepted in India of the state of affairs of theCompany as at 31st March 2017 its profit and its cash flows for the year endedon that date

Report on Other Legal and Regulatory Requirements

1 As required by the Companies (Auditorrsquos report) Order 2016 (ldquothe Orderrdquo)issued by the Central Government of India in terms of sub-section (11) ofSection 143 of the Act we give in the Annexure 1 a statement on the mattersspecified 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 whichto the best of our knowledge and belief were necessary for the purposeof our audit

b) In our opinion proper books of account as required by law have beenkept by the Company so far as it appears from our examination of thosebooks

c) The Balance Sheet Statement of Profit and Loss and Cash FlowStatement dealt with by this Report are in agreement with the books ofaccount

d) In our opinion the aforesaid standalone financial statements comply withthe Accounting Standards specified under Section 133 of the Act readwith Rule 7 of the Companies (Accounts) Rules 2014 and the Companies(Accounting Standards) Amendment Rules 2016

e) On the basis of written representations received from the directors as on31st March 2017 and taken on record by the Board of Directors none ofthe directors is disqualified as on 31st March 2017 from being appointedas a director in terms of Section 164(2) of the Act

Omansh Enterprises Limited Annual Report 2016-2017 36

f) With respect to the adequacy of the internal financial controls overfinancial reporting of the Company and the operating effectiveness ofsuch controls refer to our separate Report in ldquoAnnexure 2rdquo to this report

g) With respect to the other matters to be included in the Auditorrsquos Reportin accordance with Rule 11 of the Companies (Audit and Auditors) Rules2014 in our opinion and to the best of our information and according tothe explanations given to us

i The Company does not have any pending litigations which wouldimpact its financial position

ii The Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeablelosses

iii There has not been an occasion in which the company during theyear under report to transfer any sum to the Investor Education andProtection Fund Hence the question of delay in transferring suchsum does not arise

iv The Company has provided requisite disclosures in Note No 27 tothese standalone financial statements as to the holding of SpecifiedBank Notes on November 8 2016 to December 30 2016 as well asdealings in Specified Bank Notes during the period from November8 2016 to December 30 2016 Based on our audit procedures andrelying on the management representation regarding the holdingand nature of cash transactions including Specified Bank Noteswe report that these disclosures are in accordance with the books ofaccounts maintained by the Company and as produced to us by theManagement

For Satyendra Mrinal amp AssociatesChartered Accountants

Firm Registration Number 017068N

SK JainPartner

Membership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 37

Annexure 1 referred to in paragraph 1 under the heading ldquoReport on OtherLegal and Regulatory Requirementsrdquo of our Report of even date

(i) (a) The Company has maintained proper records showing fullparticulars including quantitative details and situation of fixedassets

(b) All fixed assets have been physically verified by the managementat regular intervals as informed to us no material discrepancieswere noticed on such verification

(c) According to the information and explanations given by themanagement the Company has not acquired any immovableproperty during the year under audit no comments under thesub-clause are required

(ii) The Company does not have any inventory and accordingly therequirements under paragraph 3(ii) of the Order are not applicable to theCompany

(iii) According to the information and explanation given to us the Companyhas not granted any loans secured or unsecured to companies firmsLimited Liability Partnerships or other parties covered in the registermaintained under Section 189 of the Act and hence clause 3(iii)(a) (b)and (c) of the Order are not applicable to the Company and hence notcommented upon

(iv) In our opinion and according to the information and explanations givento us there are no loans investments guarantees and securities grantedin respect of which provisions of Section 185 and 186 of the Act areapplicable and hence not commented upon

(v) The Company has not accepted any deposits within the meaning ofSections 73 to 76 of the Act and the Companies (Acceptance of Deposits)Rules 2014 (as amended) Accordingly the provisions of clause 3(v) ofthe Order are not applicable

(vi) To the best of our knowledge and as explained the Central Governmenthas not specified the maintenance of cost records under Section 148(1)of the Act for the productsservices of the Company

(vii) (a) According to the information and explanations given to us andbased on the records of the company examined by us thecompany is regular in depositing the undisputed statutory duesincluding income-tax and other statutory dues as applicablewith the appropriate authorities in India

(b) According to the information and explanations given to us andbased on the records of the company examined by us thereare no dues of Income tax which have not been deposited onaccount of any disputes However the remaining taxes specifiedunder the said sub-clause are not applicable to the company

Omansh Enterprises Limited Annual Report 2016-2017 38

(viii) In our opinion and according to the information and explanations givenby the management the Company has not availed of any loans from anyfinancial institution bank or government and not issued any debentures

(ix) In our opinion and according to the information and explanations givenby the management the Company has not raised any money by way ofinitial public offer or further public offer (including debt instruments) andthe company has not raisedtaken any term loan

(x) Based upon the audit procedures performed for the purpose of reportingthe true and fair view of the financial statements and according to theinformation and explanations given by the management we report thatno fraud by the company or no fraud on the company by the officers andemployees of the Company has been noticed or reported during the year

(xi) According to the information and explanations given by the managementthe company has complied with the provisions of Section 197 read withSchedule V of the Companies Act 2013

(xii) In our opinion the Company is not a nidhi company Therefore theprovisions of clause 3(xii) of the order are not applicable to the Companyand hence not commented upon

(xiii) According to the information and explanations given by the managementthere were no transactions with the related parties during the year hencenot commented upon

(xiv) According to the information and explanations given to us and on anoverall examination of the Balance Sheet the Company has not madeany preferential allotment or private placement of shares or fully or partlyconvertible debentures during the year under review and hence reportingrequirements under clause 3(xiv) are not applicable to the Company andnot commented upon

(xv) According to the information and explanations given by the managementthe Company has not entered into any non-cash transactions with thedirectors or persons connected with him as referred to in Section 192 ofCompanies Act 2013

(xvi) According to the information and explanations given to us the provisionsof Section 45-IA of the Reserve Bank of India Act 1934 are not applicableto the Company

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 39

ANNEXURE 2 TO THE INDEPENDENT AUDITORrsquoS REPORT OF EVEN DATEON THE STANDALONE FINANCIAL STATEMENTS OF OMANSHENTERPRISES LIMITED

Report on the Internal Financial Controls under Clause (i) of Sub-section 3of Section 143 of the Companies Act 2013 (ldquothe Actrdquo)

To the Members of Omansh Enterprises Limited

We have audited the internal financial controls over financial reporting of OmanshEnterprises Limited (ldquothe Companyrdquo) as of 31st March 2017 in conjunction withour audit of the standalone financial statements of the Company for the year endedon that date

Managementrsquos Responsibility for Internal Financial Controls

The Companyrsquos Management is responsible for establishing and maintaininginternal financial controls based on the internal control over financial reportingcriteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial ControlsOver Financial Reporting issued by the Institute of Chartered Accountants of IndiaThese responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuringthe orderly and efficient conduct of its business including adherence to theCompanyrsquos policies the safeguarding of its assets the prevention and detectionof frauds and errors the accuracy and completeness of the accounting recordsand the timely preparation of reliable financial information as required under theCompanies Act 2013 (lsquothe Actrsquo)

Auditorrsquos Responsibility

Our responsibility is to express an opinion on the Companyrsquos internal financialcontrols over financial reporting based on our audit We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting (the ldquoGuidance Noterdquo) and the Standards on Auditing asspecified under section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls both applicable to an audit of Internal Financial Controlsand both issued by the Institute of Chartered Accountants of India ThoseStandards and the Guidance Note require that we comply with ethical requirementsand plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects

Our audit involves performing procedures to obtain audit evidence about theadequacy of the internal financial controls system over financial reporting andtheir operating effectiveness Our audit of internal financial controls over financialreporting included obtaining an understanding of internal financial controls overfinancial reporting assessing the risk that a material weakness exists and testing

Omansh Enterprises Limited Annual Report 2016-2017 40

and evaluating the design and operating effectiveness of internal control basedon the assessed risk The procedures selected depend on the auditorrsquos judgementincluding the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error

We believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the internal financial controls systemover financial reporting

Meaning of Internal Financial Controls Over Financial Reporting

A companyrsquos internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles A companyrsquos internal financialcontrol over financial reporting includes those policies and procedures that (1)pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company (2)provide reasonable assurance that transactions are recorded as necessary topermit preparation of financial statements in accordance with generally acceptedaccounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorisations of management and directorsof the company and (3) provide reasonable assurance regarding prevention ortimely detection of unauthorised acquisition use or disposition of the companyrsquosassets 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 financialreporting including the possibility of collusion or improper management overrideof controls material misstatements due to error or fraud may occur and not bedetected Also projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes inconditions or that the degree of compliance with the policies or procedures maydeteriorate

Omansh Enterprises Limited Annual Report 2016-2017 41

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at 31st March 2017 basedon the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls Over Financial Reporting issued bythe Institute of Chartered Accountants of India

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 42

Amount in Particulars Note As At As At

No 31032017 31032016

OMANSH ENTERPRISES LIMITEDRegd off SHOP NO QD-37 DDA MARKET PITAMPURA NEW DELHI-110034

BALANCE SHEET AS AT 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I EQUITY AND LIABILITIES(1) Shareholderrsquos Funds

(a) Share Capital 2 3550000000 3550000000(b) Reserves and Surplus 3 90954266 68038074(c) Money received against share warrants - 3640954266 - 3618038074

(2) Share application money pending allotment - -(3) Non-Current Liabilities

(a) Long-term borrowings - -(b) Deferred tax liabilities (Net) 121300 -(c) Other Long term liabilities - -(d) Long term provisions - 121300 - -

(4) Current Liabilities(a) Short-term borrowings - -(b) Trade payables 4 2658855175 2385034725(c) Other current liabilities 5 13400000 31328100(d) Short-term provisions - 2672255175 - 2416362825

Total 6313330741 6034400899II ASSETS(1) Non-current assets

(a) Fixed assets (i) Tangible assets 6 2888600 4902500 (ii) Intangible assets - - (iii) Capital work-in-progress - - (iv) Intangible assets under development - -(b) Non-current investments 7 801500000 801500000(c) Deferred tax assets (net) - 413300(d) Long term loans and advances 8 910000000 1232160100(e) Other non-current assets - 1714388600 - 2038975900

(2) Current assets(a) Current investments - -(b) Inventories - -(c) Trade receivables 9 4311808246 3931054446(d) Cash and cash equivalents 10 262853595 19436253(e) Short-term loans and advances 11 10054300 16482300(f) Other current assets 12 14226000 4598942141 28452000 3995424999

Total 6313330741 6034400899Significant Accounting PoliciesNotes on financial Statements 1-27

Omansh Enterprises Limited Annual Report 2016-2017 43

Amount in

Particulars Note 2016-17 2015-16No

OMANSH ENTERPRISES LIMITED

STATEMENT OF PROFIT amp LOSS FOR THE YEAR ENDED 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I Revenue from operations 20 1735111517 2138004325II Other Income 21 598242 165707300III Total Revenue I+II 1735709759 2303711625IV Expenses

Purchase of Stock-in-Trade (Net of Return) 1556101986 2019177290Changes in inventories of finished goods work-in-progress and Stock-in-Trade - -Employee benefit expense 22 38500000 92100000Financial costs 23 - 371112Depreciation and amortization expense 24 16239900 22358900Other expenses 25 91717081 130240960

IV Total Expenses 1702558967 2264248262V Profit before exceptional and extraordinary items and tax III-IV 33150792 39463363VI Exceptional Items - -VII Profit before extraordinary items and tax V-VI 33150792 39463363VIII Extraordinary Items - -IX Profit before tax VII-VIII 33150792 39463363X Tax expense

(1) Current tax 9700000 11638100(2) Deferred tax 534600 27512500

XI Profit(Loss) from the perid from continuing operations IX-X 22916192 312763XII Profit(Loss) from discontinuing operations - -XIII Tax expense of discounting operations - -XIV Profit(Loss) from Discontinuing operations XII-XIII - -XV Profit(Loss) for the period XI+XIV 22916192 312763XVI Earning per equity share 26

(1) Basic 001 000(2) Diluted 001 000

Omansh Enterprises Limited Annual Report 2016-2017 44

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2017(Amount in )

Particulars 2016-17 2015-16A Cash Flow from Operating Activities

Profit(Loss) before Taxation 331508 394634Adjustments for Depreciation 20139 81329Preliminary expenses 142260 142260Loss (Profit) on Sale of assets - -Finance cost - 3711Interest Income - -Operating Profit(Loss) before Working Capital Changes 493907 621934Adjustments for Trade and Other Receivables (3807538) 198975Inventories - -Loans and Advances 3285881 (4365027)Trade and Other Payables 2558924 859666Provisions - -Other current Assets - 6837Cash Generated from Operations 2531173 (2677615)Direct Tax Paid (97000) (116381)Net Cash generated from Operating Activities 2434173 (2793996)

B Cash Flow from Investing ActivitiesPurchase of Fixed Assets - -Sale of assets - -Investments - -Interest Income - -Net Cash used in Investing Activities - -

C Cash Flow from Financing ActivitiesProceeds of Borrowings - -Finance cost - (3711)Net Cash generated from in Financing Activities - (3711)Net Increase(Decrease) in Cash and Cash Equivalents (A+B+C) 2434173 (2797708)Cash and Cash Equivalents Opening 194362 2992070Cash and Cash Equivalents Closing 2628536 194362

Notes1 The above Cash Flow Statement has been prepared under the indirect method as set out in the Accounting Standard on Cash Flow Statement

(AS-3)2 Figures in Brackets indicate Cash Outflow3 Previous Year rsquos figures have been recast regrouped and restated where ever necessary

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 45

Notes Forming Part of Financial Statements

NOTE 1

A CORPORATE INFORMATION

The company is engaged in the business of trading in ClothClothingFabric in India the disclosure requirements of AccountingStandard-17 Segment Reporting are not applicable

B SIGNIFICANT ACCOUNTING POLICIES

I BASIS OF PREPARATION

The accompanying financial statements have been prepared andpresented as a going concern under historical cost convention onthe accrual basis of accounting unless otherwise stated inaccordance with the generally accepted accounting principles inIndia (Indian GAAP) and comply with the Accounting Standardsspecified under Section 133 of the Companies Act 2013 (The Act)read with paragraph 7 of the Companies (Accounts) Rules 2014and relevant provisions of the Companies Act 2013

The accounting policies have been consistently applied by theCompany and are consistent with those used in the previous year

All assets and liabilities have been classified as current or non-current as per the Companyrsquos normal operating cycle and othercriteria set out in the Schedule III of the Companies Act 2013Based on the nature of products and the time between theacquisition of assets for processing and their realisation in cashand cash equivalents the Company has ascertained its operatingcycle as up to twelve months for the purpose of currentnon-currentclassification of assets and liabilities

II USE OF ESTIMATES

The preparation of financial statements in conformity with IndianGAAP requires the management to make judgements estimatesand assumptions that affect the reported amounts of revenuesexpenses assets and liabilities and disclosure of contingentliabilities at the end of the reporting period Although these

Omansh Enterprises Limited Annual Report 2016-2017 46

estimates are based on the managementrsquos best knowledge ofcurrent events and actions uncertainty about these assumptionsand estimates could result in the outcomes requiring a materialadjustment to the carrying amounts of assets or liabilities in futureperiods

Significant estimates used by the management in the preparationof these financial statements include the useful life of fixed assetsand intangible assets and provisions for doubtful debtsadvancesDifference if any between the actual results and estimates arerecognized in the period in which the results are knownmaterialized

III FIXED ASSETS AND DEPRECIATION

Fixed assets are recorded at cost of acquisition and installationincluding freight duties levies less accumulated depreciation Costof acquisition includes rates taxes and any other directlyattributable cost for bringing the asset to its working condition forintended use

Depreciation on Tangible Fixed Assets is provided on Written DownValue method using the rates arrived at based on the useful livesas specified in the Schedule II of the Companies Act 2013 orestimated by the management The Company has used thefollowing useful life to provide depreciation on its fixed assets

Omansh Enterprises Limited Annual Report 2016-2017 47

(a) Assets where useful life is same as Schedule II

Assets Useful Life as Prescribedby Schedule II of theCompanies Act 2013

Factory Building 30 years

Plant amp Machinery (other thancontinuous process plant notcovered under specific industries) 15 years

Furniture amp Fittings 10 years

Motor Cycles scooters and other mopeds 10 years

Vehicles (Motor Cars) 8 years

Office Equipments 5 years

Computer printers amp data processing units 3 years

Electrical Installations 10 years

(b) Assets where useful life differ from Schedule II

Fixed Assets individually costing less than Rupees five thousandare fully depreciated in the year of purchase

(c) Depreciation

Depreciation on the Fixed Assets addeddisposed offdiscardedduring the year is provided on pro-rata basis with reference to thedate of additiondisposaldiscarding and in the case of capitalisationof any asset depreciation is charged from the date the same isreadyput to use to the Statement of Profit and Loss

IV INTANGIBLE ASSETS AND AMORTISATION

Intangible Assets are stated at acquisition cost net of accumulatedamortisation and accumulated impairment losses if any Intangibleassets are amortised on a straight-line basis over their estimateduseful lives

Omansh Enterprises Limited Annual Report 2016-2017 48

The Company amortises miscellaneous expenditure representingthe Companyrsquos formation expenses over a period of 5 yearsFurther the cost of Direct Listing of Equity Shares on BSE Limitedhas also been included in the same

V BORROWING COSTS

Borrowing Costs attributable to acquisition and construction ofqualifying assets are capitalised as a part of the cost of such assetsup to the date when such assets are ready for its intended useOther borrowing costs are charged to the Statement of Profit andLoss in the period in which they are incurred

VI FOREIGN CURRENCY TRANSACTIONS

The Company has not dealt with any foreign currency transactionduring the Financial Year

VII INVESTMENTS

Investments which are readily realisable and intended to be heldfor not more than one year from the date on which such investmentsare made are classified as current investments All otherinvestments are classified as long-term investments

Investments are recorded at cost on the date of purchase whichinclude acquisition charges such as brokerage stamp duty taxesetc Current Investments are stated at lower of cost and netrealisable value Long-term investments are stated at cost afterdeducting provisions made if any for other than temporarydiminution in the value

VIII REVENUE RECOGNITION

Revenue is recognised to the extent that it is probable that theeconomic benefits will flow to the Company and can be reliablymeasured

Revenue from sale of products is recognised when the significantrisks and rewards of ownership of the goods have passed to thebuyer Sale of goods are recorded net of trade discounts rebatesSales Tax Value Added Tax and gross of Excise Duty

Omansh Enterprises Limited Annual Report 2016-2017 49

Interest income is recognized on a time proportion basis takinginto account the amount outstanding and the rate applicable

Dividend income on investments is accounted for on receipt of thesame

All expenses and income to the extent considered payable andreceivable respectively unless specifically stated be otherwise areaccounted for on mercantile basis

IX RETIREMENT AND OTHER EMPLOYEE BENEFITS

(a) Provident Fund

Provision of Provident Fund is not applicable to theCompany

(b) Gratuity

No provision for gratuity has been made as there is noamount due towards Gratuity payable

(c) Compensated Leaves

Unutilized leave of staff lapses as at the year end and isnot encashable Accordingly no provision is made forcompensated Leaves

X TAXATION

Tax expense comprises of current and deferred tax

Current Tax

Provision for current tax is made after taking into considerationbenefits admissible under the provisions of the Income-tax Act1961 Minimum Alternative Tax (MAT) credit is recognized wherethere is convincing evidence that the same can be utilized in future

Current tax assets and current tax liabilities are offset when thereis a legally enforceable right to set off the recognized amounts andthere is an intention to settle the asset and the liability on a netbasis

Omansh Enterprises Limited Annual Report 2016-2017 50

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 31: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

Omansh Enterprises Limited Annual Report 2016-2017 28

For amp on behalf of Board of DirectorsFor Omansh Enterprises Limited

Manoj Ramesh Kumar Chauhan Seema KhanWhole Time Director Managing DirectorDIN 07835068 DIN 07639422

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market PitampuraNew Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

VII PENALTIES PUNISHMENT COMPOUNDING OF OFFENCES

Type Section of the Brief Detail of Authority [RDNCLT] Appeal made if anyCompanies Description Penalty Punishment Court] (give Details)

Act Compoundingfees imposed

A COMPANYPenaltyPunishment NOT ANYCompoundingB DIRECTORSPenaltyPunishment NOT ANYCompoundingC OTHER OFFICERS IN DEFAULTPenaltyPunishment NOT ANYCompounding

Omansh Enterprises Limited Annual Report 2016-2017 29

Annexure III

FORM NO MR-3SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED 31ST MARCH 2017[Pursuant to Section 204(1) of the Companies Act 2013 and Rule No9 of the

Companies (Appointment and Remuneration Personnel) Rules 2014]

ToThe MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034We have conducted the secretarial audit of the compliance of applicable statutoryprovisions and the adherence to good corporate practices by Omansh EnterprisesLimited (CIN L21011DL1974PLC241646) (hereinafter called ldquothe companyrdquo)Secretarial Audit was conducted in a manner that provided us a reasonable basisfor evaluating the corporate conductsstatutory compliances and expressing ouropinion thereonBased on our verification of Omansh Enterprises Limited books papers minutebooks forms and returns filed and other records maintained by the company andalso the information provided by the Company its officers agents and authorizedrepresentatives during the conduct of the Secretarial Audit we hereby report thatin our opinion the Company has during the audit period covering the financialyear ended on March 31 2017 complied with the statutory provisions listedhereunder and also that the Company has proper Board processes and compliancemechanism in place to the extent in the manner and subject to the reportingmade hereinafterWe have examined the books papers minute books forms and returns filedand other records maintained by Omansh Enterprises Limited for the financialyear ended on March 31 2017 according to the provisions of

1 The Companies Act 2013 (the Act) and the rules made thereunder2 The Securities Contracts (Regulation) Act 1956 (lsquoSCRArsquo) and the rules made

thereunder3 The Depositories Act 1996 and the Regulations and Bye-laws framed

thereunder4 Foreign Exchange Management Act 1999 and the rules and regulations made

thereunder to the extent of Foreign Direct Investment Overseas DirectInvestment and External Commercial Borrowings (During the period underreview the Company has not entered into any transaction requiring

Omansh Enterprises Limited Annual Report 2016-2017 30

compliances with the Foreign Exchange Management Act 1999 and therules and regulations made thereunder to the extent of Foreign DirectInvestment Overseas Direct Investment and External CommercialBorrowings)

5 The Securities and Exchange Board of India (Substantial Acquisition of Sharesand Takeovers) Regulations 2011

6 The Securities and Exchange Board of India (Prohibition of Insider Trading)Regulations 2015

7 The Securities and Exchange Board of India (Issue of Capital and DisclosureRequirements) Regulations 2009

8 The Securities and Exchange Board of India (Employee Stock Option Schemeand Employee Stock Purchase Scheme) Guidelines 1999 (During the periodunder review the Company has not entered into any transaction requiringcompliances with the Securities and Exchange Board of India (EmployeeStock Option Scheme and Employee Stock Purchase Scheme)Guidelines 1999)

9 The Securities and Exchange Board of India (Issue and Listing of DebtSecurities) Regulations 2008 (During the period under review theCompany has not entered into any transaction requiring complianceswith the Securities and Exchange Board of India (Issue and Listing ofDebt Securities) Regulations 2008)

10 The Securities and Exchange Board of India (Registrars to an Issue andShare Transfer Agents) Regulations 1993 regarding the Companies Act anddealing with client

11 The Securities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009)

12 The Securities and Exchange Board of India (Buyback of Securities)Regulations 1998 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Buyback of Securities)Regulations 1998)

OTHER APPLICABLE LAWS

With respect to the compliance system prevailing in the Company and onexamination of the relevant documents and records in pursuance thereof on testcheck basis the Company has complied with the following laws applicable to theCompany

Omansh Enterprises Limited Annual Report 2016-2017 31

1 Indian Contract Act 18722 Income Tax Act 1961 to the extent of Tax Deducted at Source under various

Section and TDS Returns filed3 Indirect Tax Laws relating to collections deductions wherever applicable

payments made and returns filedWe have also examined compliance with the applicable clauses of thefollowing

1 Secretarial Standards issued by The Institute of Company Secretaries of India2 The Listing Agreements entered into by the Company with BSE Ltd pursuant

to SEBI (Listing Obligation and Disclosure Requirement) Regulations 2015During the period under review the Company has complied with the provisions ofthe Act Rules Regulations Guidelines Standards etc mentioned aboveWe further report that

The Board of Directors of the Company is duly constituted with proper balance ofExecutive Directors Non-Executive Directors and Independent Directors Thechanges in the composition of the Board of Directors that took place during theperiod under review were carried out in compliance with the provisions of the ActAdequate notice is given to all directors to schedule the Board Meetings agendaand detailed notes on agenda were sent at least seven days in advance and asystem exists for seeking and obtaining further information and clarifications onthe agenda items before the meeting and for meaningful participation at themeetingMajority decision is carried unanimously however the dissenting membersrsquo viewsif any are captured and recorded as part of the minutesWe further report that there are adequate systems and processes in the companycommensurate with the size and operations of the company to monitor and ensurecompliance with applicable laws rules regulations and guidelinesWe further report that during the audit period

1 During the financial year ended March 31 2017 the Company has notappointed Company Secretary (CS) and Chief Financial Officer (CFO) on theBoard of the Company in compliance with Section 203 of the Companies Act2013 however the Company has appointed CS and CFO wef May 292017 and September 4 2017 respectively

2 The Company has not appointed an Internal Auditor in compliance withprovision of Section 138 of Companies Act 2013

3 There were instances of delay in filing the Forms as required to be filed withRegistrar of Companies Delhi and the Company has paid additional fees forthe same

Note This report is to be read with our letter of even date which annexed asAnnexure A and forms an integral part of this report

Omansh Enterprises Limited Annual Report 2016-2017 32

Annexure A to the Secretarial Audit Report

The MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034

1 We have not verified the correctness and appropriateness of financial recordsand Books of Accounts of the Company

2 Where ever required we have obtained the Management representation aboutthe compliance of laws rules and regulations and happening of events etc

3 The compliance of the provisions of Corporate and other applicable lawsrules regulations standards is the responsibility of management Ourexamination was limited to the verification of procedures on the random testbasis

4 We have followed the audit practices and processes as were appropriate toobtain reasonable assurance about the correctness of the contents of thesecretarial records The verification was done on the random test basis toensure that correct facts are reflected in secretarial records We believe thatthe processes and practices we followed provide a reasonable basis for ouropinion

5 The Secretarial Audit report is neither an assurance as to the future viabilityof the company nor of the efficacy or effectiveness with which the managementhas conducted the affairs of the Company

For Amit R Dadheech amp Associates

Amit R DadheechM No 22889 CP No 8952Mumbai September 4 2017

MANAGEMENT DISCUSSION AND ANALYSIS

Your Directors are pleased to present the Management Discussion and AnalysisReports for the year ended March 31 2017 as underbull Overview

The Indian textile industry is one the largest and oldest sectors in the country andamong the most important in the economy in terms of output investment andemployment The sector employs nearly 45 million people directly and it is one ofthe largest sources of employment generation in the country The textile industrycontributes to 10 of manufacturing production 2 of Indiarsquos GDP and to 13 ofthe countryrsquos export earnings With direct linkages to the rural economy and theagriculture sector it has been estimated that one of every six households in thecountry depends on this sector either directly or indirectly for its livelihoodbull Industry Structure

Raw material costs have been increasing globally coupled with a shortage ofskilled workers While a shift is taking place of textiles industries from China andBangladesh to India the industrial climate in India has also become adverse dueto regular increases in input costs Any further appreciation of the Rupee willadversely affect exports from India Though the spinning industry has faredsomewhat better those with a presence in weaving processing or even compositebusinesses are facing the heat due to increases in input cost without being ableto pass on such higher costs to customers as the market is simply unable toabsorb the samebull Opportunities and Threat

There is good scope for growth for the textile industry as Indiarsquos share in theglobal trade in textiles is weak compared to other countries The free tradeenvironment is a great opportunity for the Indian textile industry to increase itsshare in the global market Chinese exports are slowing down on account of variousfactors inclusive of increase in domestic demand and rising costs This is a goodopportunity of which our textile industry should make use but smaller countrieslike Bangladesh Sri Lanka Pakistan Turkey and Vietnam etc are becomingformidable challengersLack of uninterrupted power increased power costs higher transaction costshigh cost of labour is hindering the progress However we are making all outefforts to cope with all these challenges by continuous efforts at cost reductionprocess improvements diversification of products and improving productivity byimproving efficienciesbull Business operations

The Company is engaged in the business of Textile industry During the yearunder review the industry faced various challenges due to global and economicslowdown and increasing rates of interest rates But looking at the huge potentialin India for Textile the company is hopeful of reenter into this sector The growthin the sector is very good and Management expects better results in forth comingyearOmansh Enterprises Limited Annual Report 2016-2017 33

bull Outlook

In light of the new and vibrant management of the company and steady growth inthe operations of the company and looking at the huge demand for residential aswell as commercial space in Delhi the company is hopeful of its upwardperformance the future growth for the benefit of its stakeholders at largebull Internal control System

The company has an effective internal control environment which ensures thatoperation are managed efficiently and effectively assets are safeguardedregulatory are complied with and transactions are recorded after appropriateauthorization The Company has an adequate internal control systemcommensurate with the size of the company and the nature of its business whichensures that functioning of the Company is managed efficiently and effectivelyassets are safeguarded regulatory compliances are complied with and transactionsare recorded after appropriate authorizationbull Human relations

Human resources have always been most valuable assets for Omansh EnterprisesLimited During the year the company has once again gained the confidence of itsHuman Resource as well and company constantly seeks to attract and retain thebest available talent Human resources management incorporates a process drivenapproach that invest regularly in the extensive training programs The Companycontinued to enjoy healthy industrial relations during the yearbull Forward Looking and Cautionary Statements

Management Discussion and Analysis contains forward-looking statementsconcerning the Companyrsquos future plans strategies and performance Theseforward-looking statements are not historical facts rather they representassumptions and beliefs based on economic financial and competitive datacurrently available Furthermore they are subject to a number of risks anduncertainties that without limitation relate to economic conditions fiercecompetition in the information service industry customer demand tax rulesregulations and other factors Readers of this annual report are cautioned not toplace undue reliance on these forward-looking statements The Company thereforewishes to caution readers that actual results may differ materially

On behalf of Board of Directorsof Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanManaging Director Wholetime DirectorDIN 07639422 DIN 07835068

DateSeptember 4 2017Place New Delhi

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 34

Independent Auditorrsquos Report

To the Members of Omansh Enterprises Limited

Report on the Financial Statements

We have audited the accompanying standalone financial statements of OmanshEnterprises Limited (ldquothe Companyrdquo) which comprise the Balance Sheet as atMarch 31 2017 the Statement of Profit and Loss and Cash Flow Statement for theyear then ended and a summary of significant accounting policies and otherexplanatory information

Managementrsquos Responsibility for the Financial Statements

The Companyrsquos Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 (ldquothe Actrdquo) with respect to the preparation ofthese standalone financial statements that give a true and fair view of the financialposition financial performance and cash flows of the Company in accordancewith accounting principles generally accepted in India including the AccountingStandards specified under section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014 and the Companies (Accounting Standards) AmendmentRules 2016 This responsibility includes maintenance of adequate accountingrecords in accordance with the provisions of the Act for safeguarding of the assetsof the Company and for preventing and detecting frauds and other irregularitiesselection and application of appropriate accounting policies making judgmentsand estimates that are reasonable and prudent and the design implementationand maintenance of adequate internal financial control that were operatingeffectively for ensuring the accuracy and completeness of the accounting recordsrelevant to the preparation and presentation of the financial statements that givea true and fair view and are free from material misstatement whether due to fraudor error

Auditorrsquos Responsibility

Our responsibility is to express an opinion on these standalone financial statementsbased on our audit We have taken into account the provisions of the Act theaccounting and auditing standards and matters which are required to be includedin the audit report under the provisions of the Act and the Rules made thereunderWe conducted our audit in accordance with the Standards on Auditing issued bythe Institute of Chartered Accountants of India as specified under Section 143(10)of the Act Those Standards require that we comply with ethical requirements andplan and perform the audit to obtain reasonable assurance about whether thefinancial statements are free from material misstatement

An audit involves performing procedures to obtain audit evidence about theamounts and disclosures in the financial statements The procedures selecteddepend on the auditorrsquos judgment including the assessment of the risks of materialmisstatement of the financial statements whether due to fraud or error In making

Omansh Enterprises Limited Annual Report 2016-2017 35

those risk assessments the auditor considers internal financial control relevantto the Companyrsquos preparation of the financial statements that give a true and fairview in order to design audit procedures that are appropriate in the circumstancesAn audit also includes evaluating the appropriateness of accounting policies usedand the reasonableness of the accounting estimates made by the CompanyrsquosDirectors as well as evaluating the overall presentation of the financial statementsWe believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the standalone financial statements

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the standalone financial statements give the information required bythe Act in the manner so required and give a true and fair view in conformity withthe accounting principles generally accepted in India of the state of affairs of theCompany as at 31st March 2017 its profit and its cash flows for the year endedon that date

Report on Other Legal and Regulatory Requirements

1 As required by the Companies (Auditorrsquos report) Order 2016 (ldquothe Orderrdquo)issued by the Central Government of India in terms of sub-section (11) ofSection 143 of the Act we give in the Annexure 1 a statement on the mattersspecified 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 whichto the best of our knowledge and belief were necessary for the purposeof our audit

b) In our opinion proper books of account as required by law have beenkept by the Company so far as it appears from our examination of thosebooks

c) The Balance Sheet Statement of Profit and Loss and Cash FlowStatement dealt with by this Report are in agreement with the books ofaccount

d) In our opinion the aforesaid standalone financial statements comply withthe Accounting Standards specified under Section 133 of the Act readwith Rule 7 of the Companies (Accounts) Rules 2014 and the Companies(Accounting Standards) Amendment Rules 2016

e) On the basis of written representations received from the directors as on31st March 2017 and taken on record by the Board of Directors none ofthe directors is disqualified as on 31st March 2017 from being appointedas a director in terms of Section 164(2) of the Act

Omansh Enterprises Limited Annual Report 2016-2017 36

f) With respect to the adequacy of the internal financial controls overfinancial reporting of the Company and the operating effectiveness ofsuch controls refer to our separate Report in ldquoAnnexure 2rdquo to this report

g) With respect to the other matters to be included in the Auditorrsquos Reportin accordance with Rule 11 of the Companies (Audit and Auditors) Rules2014 in our opinion and to the best of our information and according tothe explanations given to us

i The Company does not have any pending litigations which wouldimpact its financial position

ii The Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeablelosses

iii There has not been an occasion in which the company during theyear under report to transfer any sum to the Investor Education andProtection Fund Hence the question of delay in transferring suchsum does not arise

iv The Company has provided requisite disclosures in Note No 27 tothese standalone financial statements as to the holding of SpecifiedBank Notes on November 8 2016 to December 30 2016 as well asdealings in Specified Bank Notes during the period from November8 2016 to December 30 2016 Based on our audit procedures andrelying on the management representation regarding the holdingand nature of cash transactions including Specified Bank Noteswe report that these disclosures are in accordance with the books ofaccounts maintained by the Company and as produced to us by theManagement

For Satyendra Mrinal amp AssociatesChartered Accountants

Firm Registration Number 017068N

SK JainPartner

Membership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 37

Annexure 1 referred to in paragraph 1 under the heading ldquoReport on OtherLegal and Regulatory Requirementsrdquo of our Report of even date

(i) (a) The Company has maintained proper records showing fullparticulars including quantitative details and situation of fixedassets

(b) All fixed assets have been physically verified by the managementat regular intervals as informed to us no material discrepancieswere noticed on such verification

(c) According to the information and explanations given by themanagement the Company has not acquired any immovableproperty during the year under audit no comments under thesub-clause are required

(ii) The Company does not have any inventory and accordingly therequirements under paragraph 3(ii) of the Order are not applicable to theCompany

(iii) According to the information and explanation given to us the Companyhas not granted any loans secured or unsecured to companies firmsLimited Liability Partnerships or other parties covered in the registermaintained under Section 189 of the Act and hence clause 3(iii)(a) (b)and (c) of the Order are not applicable to the Company and hence notcommented upon

(iv) In our opinion and according to the information and explanations givento us there are no loans investments guarantees and securities grantedin respect of which provisions of Section 185 and 186 of the Act areapplicable and hence not commented upon

(v) The Company has not accepted any deposits within the meaning ofSections 73 to 76 of the Act and the Companies (Acceptance of Deposits)Rules 2014 (as amended) Accordingly the provisions of clause 3(v) ofthe Order are not applicable

(vi) To the best of our knowledge and as explained the Central Governmenthas not specified the maintenance of cost records under Section 148(1)of the Act for the productsservices of the Company

(vii) (a) According to the information and explanations given to us andbased on the records of the company examined by us thecompany is regular in depositing the undisputed statutory duesincluding income-tax and other statutory dues as applicablewith the appropriate authorities in India

(b) According to the information and explanations given to us andbased on the records of the company examined by us thereare no dues of Income tax which have not been deposited onaccount of any disputes However the remaining taxes specifiedunder the said sub-clause are not applicable to the company

Omansh Enterprises Limited Annual Report 2016-2017 38

(viii) In our opinion and according to the information and explanations givenby the management the Company has not availed of any loans from anyfinancial institution bank or government and not issued any debentures

(ix) In our opinion and according to the information and explanations givenby the management the Company has not raised any money by way ofinitial public offer or further public offer (including debt instruments) andthe company has not raisedtaken any term loan

(x) Based upon the audit procedures performed for the purpose of reportingthe true and fair view of the financial statements and according to theinformation and explanations given by the management we report thatno fraud by the company or no fraud on the company by the officers andemployees of the Company has been noticed or reported during the year

(xi) According to the information and explanations given by the managementthe company has complied with the provisions of Section 197 read withSchedule V of the Companies Act 2013

(xii) In our opinion the Company is not a nidhi company Therefore theprovisions of clause 3(xii) of the order are not applicable to the Companyand hence not commented upon

(xiii) According to the information and explanations given by the managementthere were no transactions with the related parties during the year hencenot commented upon

(xiv) According to the information and explanations given to us and on anoverall examination of the Balance Sheet the Company has not madeany preferential allotment or private placement of shares or fully or partlyconvertible debentures during the year under review and hence reportingrequirements under clause 3(xiv) are not applicable to the Company andnot commented upon

(xv) According to the information and explanations given by the managementthe Company has not entered into any non-cash transactions with thedirectors or persons connected with him as referred to in Section 192 ofCompanies Act 2013

(xvi) According to the information and explanations given to us the provisionsof Section 45-IA of the Reserve Bank of India Act 1934 are not applicableto the Company

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 39

ANNEXURE 2 TO THE INDEPENDENT AUDITORrsquoS REPORT OF EVEN DATEON THE STANDALONE FINANCIAL STATEMENTS OF OMANSHENTERPRISES LIMITED

Report on the Internal Financial Controls under Clause (i) of Sub-section 3of Section 143 of the Companies Act 2013 (ldquothe Actrdquo)

To the Members of Omansh Enterprises Limited

We have audited the internal financial controls over financial reporting of OmanshEnterprises Limited (ldquothe Companyrdquo) as of 31st March 2017 in conjunction withour audit of the standalone financial statements of the Company for the year endedon that date

Managementrsquos Responsibility for Internal Financial Controls

The Companyrsquos Management is responsible for establishing and maintaininginternal financial controls based on the internal control over financial reportingcriteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial ControlsOver Financial Reporting issued by the Institute of Chartered Accountants of IndiaThese responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuringthe orderly and efficient conduct of its business including adherence to theCompanyrsquos policies the safeguarding of its assets the prevention and detectionof frauds and errors the accuracy and completeness of the accounting recordsand the timely preparation of reliable financial information as required under theCompanies Act 2013 (lsquothe Actrsquo)

Auditorrsquos Responsibility

Our responsibility is to express an opinion on the Companyrsquos internal financialcontrols over financial reporting based on our audit We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting (the ldquoGuidance Noterdquo) and the Standards on Auditing asspecified under section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls both applicable to an audit of Internal Financial Controlsand both issued by the Institute of Chartered Accountants of India ThoseStandards and the Guidance Note require that we comply with ethical requirementsand plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects

Our audit involves performing procedures to obtain audit evidence about theadequacy of the internal financial controls system over financial reporting andtheir operating effectiveness Our audit of internal financial controls over financialreporting included obtaining an understanding of internal financial controls overfinancial reporting assessing the risk that a material weakness exists and testing

Omansh Enterprises Limited Annual Report 2016-2017 40

and evaluating the design and operating effectiveness of internal control basedon the assessed risk The procedures selected depend on the auditorrsquos judgementincluding the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error

We believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the internal financial controls systemover financial reporting

Meaning of Internal Financial Controls Over Financial Reporting

A companyrsquos internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles A companyrsquos internal financialcontrol over financial reporting includes those policies and procedures that (1)pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company (2)provide reasonable assurance that transactions are recorded as necessary topermit preparation of financial statements in accordance with generally acceptedaccounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorisations of management and directorsof the company and (3) provide reasonable assurance regarding prevention ortimely detection of unauthorised acquisition use or disposition of the companyrsquosassets 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 financialreporting including the possibility of collusion or improper management overrideof controls material misstatements due to error or fraud may occur and not bedetected Also projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes inconditions or that the degree of compliance with the policies or procedures maydeteriorate

Omansh Enterprises Limited Annual Report 2016-2017 41

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at 31st March 2017 basedon the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls Over Financial Reporting issued bythe Institute of Chartered Accountants of India

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 42

Amount in Particulars Note As At As At

No 31032017 31032016

OMANSH ENTERPRISES LIMITEDRegd off SHOP NO QD-37 DDA MARKET PITAMPURA NEW DELHI-110034

BALANCE SHEET AS AT 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I EQUITY AND LIABILITIES(1) Shareholderrsquos Funds

(a) Share Capital 2 3550000000 3550000000(b) Reserves and Surplus 3 90954266 68038074(c) Money received against share warrants - 3640954266 - 3618038074

(2) Share application money pending allotment - -(3) Non-Current Liabilities

(a) Long-term borrowings - -(b) Deferred tax liabilities (Net) 121300 -(c) Other Long term liabilities - -(d) Long term provisions - 121300 - -

(4) Current Liabilities(a) Short-term borrowings - -(b) Trade payables 4 2658855175 2385034725(c) Other current liabilities 5 13400000 31328100(d) Short-term provisions - 2672255175 - 2416362825

Total 6313330741 6034400899II ASSETS(1) Non-current assets

(a) Fixed assets (i) Tangible assets 6 2888600 4902500 (ii) Intangible assets - - (iii) Capital work-in-progress - - (iv) Intangible assets under development - -(b) Non-current investments 7 801500000 801500000(c) Deferred tax assets (net) - 413300(d) Long term loans and advances 8 910000000 1232160100(e) Other non-current assets - 1714388600 - 2038975900

(2) Current assets(a) Current investments - -(b) Inventories - -(c) Trade receivables 9 4311808246 3931054446(d) Cash and cash equivalents 10 262853595 19436253(e) Short-term loans and advances 11 10054300 16482300(f) Other current assets 12 14226000 4598942141 28452000 3995424999

Total 6313330741 6034400899Significant Accounting PoliciesNotes on financial Statements 1-27

Omansh Enterprises Limited Annual Report 2016-2017 43

Amount in

Particulars Note 2016-17 2015-16No

OMANSH ENTERPRISES LIMITED

STATEMENT OF PROFIT amp LOSS FOR THE YEAR ENDED 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I Revenue from operations 20 1735111517 2138004325II Other Income 21 598242 165707300III Total Revenue I+II 1735709759 2303711625IV Expenses

Purchase of Stock-in-Trade (Net of Return) 1556101986 2019177290Changes in inventories of finished goods work-in-progress and Stock-in-Trade - -Employee benefit expense 22 38500000 92100000Financial costs 23 - 371112Depreciation and amortization expense 24 16239900 22358900Other expenses 25 91717081 130240960

IV Total Expenses 1702558967 2264248262V Profit before exceptional and extraordinary items and tax III-IV 33150792 39463363VI Exceptional Items - -VII Profit before extraordinary items and tax V-VI 33150792 39463363VIII Extraordinary Items - -IX Profit before tax VII-VIII 33150792 39463363X Tax expense

(1) Current tax 9700000 11638100(2) Deferred tax 534600 27512500

XI Profit(Loss) from the perid from continuing operations IX-X 22916192 312763XII Profit(Loss) from discontinuing operations - -XIII Tax expense of discounting operations - -XIV Profit(Loss) from Discontinuing operations XII-XIII - -XV Profit(Loss) for the period XI+XIV 22916192 312763XVI Earning per equity share 26

(1) Basic 001 000(2) Diluted 001 000

Omansh Enterprises Limited Annual Report 2016-2017 44

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2017(Amount in )

Particulars 2016-17 2015-16A Cash Flow from Operating Activities

Profit(Loss) before Taxation 331508 394634Adjustments for Depreciation 20139 81329Preliminary expenses 142260 142260Loss (Profit) on Sale of assets - -Finance cost - 3711Interest Income - -Operating Profit(Loss) before Working Capital Changes 493907 621934Adjustments for Trade and Other Receivables (3807538) 198975Inventories - -Loans and Advances 3285881 (4365027)Trade and Other Payables 2558924 859666Provisions - -Other current Assets - 6837Cash Generated from Operations 2531173 (2677615)Direct Tax Paid (97000) (116381)Net Cash generated from Operating Activities 2434173 (2793996)

B Cash Flow from Investing ActivitiesPurchase of Fixed Assets - -Sale of assets - -Investments - -Interest Income - -Net Cash used in Investing Activities - -

C Cash Flow from Financing ActivitiesProceeds of Borrowings - -Finance cost - (3711)Net Cash generated from in Financing Activities - (3711)Net Increase(Decrease) in Cash and Cash Equivalents (A+B+C) 2434173 (2797708)Cash and Cash Equivalents Opening 194362 2992070Cash and Cash Equivalents Closing 2628536 194362

Notes1 The above Cash Flow Statement has been prepared under the indirect method as set out in the Accounting Standard on Cash Flow Statement

(AS-3)2 Figures in Brackets indicate Cash Outflow3 Previous Year rsquos figures have been recast regrouped and restated where ever necessary

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 45

Notes Forming Part of Financial Statements

NOTE 1

A CORPORATE INFORMATION

The company is engaged in the business of trading in ClothClothingFabric in India the disclosure requirements of AccountingStandard-17 Segment Reporting are not applicable

B SIGNIFICANT ACCOUNTING POLICIES

I BASIS OF PREPARATION

The accompanying financial statements have been prepared andpresented as a going concern under historical cost convention onthe accrual basis of accounting unless otherwise stated inaccordance with the generally accepted accounting principles inIndia (Indian GAAP) and comply with the Accounting Standardsspecified under Section 133 of the Companies Act 2013 (The Act)read with paragraph 7 of the Companies (Accounts) Rules 2014and relevant provisions of the Companies Act 2013

The accounting policies have been consistently applied by theCompany and are consistent with those used in the previous year

All assets and liabilities have been classified as current or non-current as per the Companyrsquos normal operating cycle and othercriteria set out in the Schedule III of the Companies Act 2013Based on the nature of products and the time between theacquisition of assets for processing and their realisation in cashand cash equivalents the Company has ascertained its operatingcycle as up to twelve months for the purpose of currentnon-currentclassification of assets and liabilities

II USE OF ESTIMATES

The preparation of financial statements in conformity with IndianGAAP requires the management to make judgements estimatesand assumptions that affect the reported amounts of revenuesexpenses assets and liabilities and disclosure of contingentliabilities at the end of the reporting period Although these

Omansh Enterprises Limited Annual Report 2016-2017 46

estimates are based on the managementrsquos best knowledge ofcurrent events and actions uncertainty about these assumptionsand estimates could result in the outcomes requiring a materialadjustment to the carrying amounts of assets or liabilities in futureperiods

Significant estimates used by the management in the preparationof these financial statements include the useful life of fixed assetsand intangible assets and provisions for doubtful debtsadvancesDifference if any between the actual results and estimates arerecognized in the period in which the results are knownmaterialized

III FIXED ASSETS AND DEPRECIATION

Fixed assets are recorded at cost of acquisition and installationincluding freight duties levies less accumulated depreciation Costof acquisition includes rates taxes and any other directlyattributable cost for bringing the asset to its working condition forintended use

Depreciation on Tangible Fixed Assets is provided on Written DownValue method using the rates arrived at based on the useful livesas specified in the Schedule II of the Companies Act 2013 orestimated by the management The Company has used thefollowing useful life to provide depreciation on its fixed assets

Omansh Enterprises Limited Annual Report 2016-2017 47

(a) Assets where useful life is same as Schedule II

Assets Useful Life as Prescribedby Schedule II of theCompanies Act 2013

Factory Building 30 years

Plant amp Machinery (other thancontinuous process plant notcovered under specific industries) 15 years

Furniture amp Fittings 10 years

Motor Cycles scooters and other mopeds 10 years

Vehicles (Motor Cars) 8 years

Office Equipments 5 years

Computer printers amp data processing units 3 years

Electrical Installations 10 years

(b) Assets where useful life differ from Schedule II

Fixed Assets individually costing less than Rupees five thousandare fully depreciated in the year of purchase

(c) Depreciation

Depreciation on the Fixed Assets addeddisposed offdiscardedduring the year is provided on pro-rata basis with reference to thedate of additiondisposaldiscarding and in the case of capitalisationof any asset depreciation is charged from the date the same isreadyput to use to the Statement of Profit and Loss

IV INTANGIBLE ASSETS AND AMORTISATION

Intangible Assets are stated at acquisition cost net of accumulatedamortisation and accumulated impairment losses if any Intangibleassets are amortised on a straight-line basis over their estimateduseful lives

Omansh Enterprises Limited Annual Report 2016-2017 48

The Company amortises miscellaneous expenditure representingthe Companyrsquos formation expenses over a period of 5 yearsFurther the cost of Direct Listing of Equity Shares on BSE Limitedhas also been included in the same

V BORROWING COSTS

Borrowing Costs attributable to acquisition and construction ofqualifying assets are capitalised as a part of the cost of such assetsup to the date when such assets are ready for its intended useOther borrowing costs are charged to the Statement of Profit andLoss in the period in which they are incurred

VI FOREIGN CURRENCY TRANSACTIONS

The Company has not dealt with any foreign currency transactionduring the Financial Year

VII INVESTMENTS

Investments which are readily realisable and intended to be heldfor not more than one year from the date on which such investmentsare made are classified as current investments All otherinvestments are classified as long-term investments

Investments are recorded at cost on the date of purchase whichinclude acquisition charges such as brokerage stamp duty taxesetc Current Investments are stated at lower of cost and netrealisable value Long-term investments are stated at cost afterdeducting provisions made if any for other than temporarydiminution in the value

VIII REVENUE RECOGNITION

Revenue is recognised to the extent that it is probable that theeconomic benefits will flow to the Company and can be reliablymeasured

Revenue from sale of products is recognised when the significantrisks and rewards of ownership of the goods have passed to thebuyer Sale of goods are recorded net of trade discounts rebatesSales Tax Value Added Tax and gross of Excise Duty

Omansh Enterprises Limited Annual Report 2016-2017 49

Interest income is recognized on a time proportion basis takinginto account the amount outstanding and the rate applicable

Dividend income on investments is accounted for on receipt of thesame

All expenses and income to the extent considered payable andreceivable respectively unless specifically stated be otherwise areaccounted for on mercantile basis

IX RETIREMENT AND OTHER EMPLOYEE BENEFITS

(a) Provident Fund

Provision of Provident Fund is not applicable to theCompany

(b) Gratuity

No provision for gratuity has been made as there is noamount due towards Gratuity payable

(c) Compensated Leaves

Unutilized leave of staff lapses as at the year end and isnot encashable Accordingly no provision is made forcompensated Leaves

X TAXATION

Tax expense comprises of current and deferred tax

Current Tax

Provision for current tax is made after taking into considerationbenefits admissible under the provisions of the Income-tax Act1961 Minimum Alternative Tax (MAT) credit is recognized wherethere is convincing evidence that the same can be utilized in future

Current tax assets and current tax liabilities are offset when thereis a legally enforceable right to set off the recognized amounts andthere is an intention to settle the asset and the liability on a netbasis

Omansh Enterprises Limited Annual Report 2016-2017 50

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 32: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

Omansh Enterprises Limited Annual Report 2016-2017 29

Annexure III

FORM NO MR-3SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED 31ST MARCH 2017[Pursuant to Section 204(1) of the Companies Act 2013 and Rule No9 of the

Companies (Appointment and Remuneration Personnel) Rules 2014]

ToThe MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034We have conducted the secretarial audit of the compliance of applicable statutoryprovisions and the adherence to good corporate practices by Omansh EnterprisesLimited (CIN L21011DL1974PLC241646) (hereinafter called ldquothe companyrdquo)Secretarial Audit was conducted in a manner that provided us a reasonable basisfor evaluating the corporate conductsstatutory compliances and expressing ouropinion thereonBased on our verification of Omansh Enterprises Limited books papers minutebooks forms and returns filed and other records maintained by the company andalso the information provided by the Company its officers agents and authorizedrepresentatives during the conduct of the Secretarial Audit we hereby report thatin our opinion the Company has during the audit period covering the financialyear ended on March 31 2017 complied with the statutory provisions listedhereunder and also that the Company has proper Board processes and compliancemechanism in place to the extent in the manner and subject to the reportingmade hereinafterWe have examined the books papers minute books forms and returns filedand other records maintained by Omansh Enterprises Limited for the financialyear ended on March 31 2017 according to the provisions of

1 The Companies Act 2013 (the Act) and the rules made thereunder2 The Securities Contracts (Regulation) Act 1956 (lsquoSCRArsquo) and the rules made

thereunder3 The Depositories Act 1996 and the Regulations and Bye-laws framed

thereunder4 Foreign Exchange Management Act 1999 and the rules and regulations made

thereunder to the extent of Foreign Direct Investment Overseas DirectInvestment and External Commercial Borrowings (During the period underreview the Company has not entered into any transaction requiring

Omansh Enterprises Limited Annual Report 2016-2017 30

compliances with the Foreign Exchange Management Act 1999 and therules and regulations made thereunder to the extent of Foreign DirectInvestment Overseas Direct Investment and External CommercialBorrowings)

5 The Securities and Exchange Board of India (Substantial Acquisition of Sharesand Takeovers) Regulations 2011

6 The Securities and Exchange Board of India (Prohibition of Insider Trading)Regulations 2015

7 The Securities and Exchange Board of India (Issue of Capital and DisclosureRequirements) Regulations 2009

8 The Securities and Exchange Board of India (Employee Stock Option Schemeand Employee Stock Purchase Scheme) Guidelines 1999 (During the periodunder review the Company has not entered into any transaction requiringcompliances with the Securities and Exchange Board of India (EmployeeStock Option Scheme and Employee Stock Purchase Scheme)Guidelines 1999)

9 The Securities and Exchange Board of India (Issue and Listing of DebtSecurities) Regulations 2008 (During the period under review theCompany has not entered into any transaction requiring complianceswith the Securities and Exchange Board of India (Issue and Listing ofDebt Securities) Regulations 2008)

10 The Securities and Exchange Board of India (Registrars to an Issue andShare Transfer Agents) Regulations 1993 regarding the Companies Act anddealing with client

11 The Securities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009)

12 The Securities and Exchange Board of India (Buyback of Securities)Regulations 1998 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Buyback of Securities)Regulations 1998)

OTHER APPLICABLE LAWS

With respect to the compliance system prevailing in the Company and onexamination of the relevant documents and records in pursuance thereof on testcheck basis the Company has complied with the following laws applicable to theCompany

Omansh Enterprises Limited Annual Report 2016-2017 31

1 Indian Contract Act 18722 Income Tax Act 1961 to the extent of Tax Deducted at Source under various

Section and TDS Returns filed3 Indirect Tax Laws relating to collections deductions wherever applicable

payments made and returns filedWe have also examined compliance with the applicable clauses of thefollowing

1 Secretarial Standards issued by The Institute of Company Secretaries of India2 The Listing Agreements entered into by the Company with BSE Ltd pursuant

to SEBI (Listing Obligation and Disclosure Requirement) Regulations 2015During the period under review the Company has complied with the provisions ofthe Act Rules Regulations Guidelines Standards etc mentioned aboveWe further report that

The Board of Directors of the Company is duly constituted with proper balance ofExecutive Directors Non-Executive Directors and Independent Directors Thechanges in the composition of the Board of Directors that took place during theperiod under review were carried out in compliance with the provisions of the ActAdequate notice is given to all directors to schedule the Board Meetings agendaand detailed notes on agenda were sent at least seven days in advance and asystem exists for seeking and obtaining further information and clarifications onthe agenda items before the meeting and for meaningful participation at themeetingMajority decision is carried unanimously however the dissenting membersrsquo viewsif any are captured and recorded as part of the minutesWe further report that there are adequate systems and processes in the companycommensurate with the size and operations of the company to monitor and ensurecompliance with applicable laws rules regulations and guidelinesWe further report that during the audit period

1 During the financial year ended March 31 2017 the Company has notappointed Company Secretary (CS) and Chief Financial Officer (CFO) on theBoard of the Company in compliance with Section 203 of the Companies Act2013 however the Company has appointed CS and CFO wef May 292017 and September 4 2017 respectively

2 The Company has not appointed an Internal Auditor in compliance withprovision of Section 138 of Companies Act 2013

3 There were instances of delay in filing the Forms as required to be filed withRegistrar of Companies Delhi and the Company has paid additional fees forthe same

Note This report is to be read with our letter of even date which annexed asAnnexure A and forms an integral part of this report

Omansh Enterprises Limited Annual Report 2016-2017 32

Annexure A to the Secretarial Audit Report

The MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034

1 We have not verified the correctness and appropriateness of financial recordsand Books of Accounts of the Company

2 Where ever required we have obtained the Management representation aboutthe compliance of laws rules and regulations and happening of events etc

3 The compliance of the provisions of Corporate and other applicable lawsrules regulations standards is the responsibility of management Ourexamination was limited to the verification of procedures on the random testbasis

4 We have followed the audit practices and processes as were appropriate toobtain reasonable assurance about the correctness of the contents of thesecretarial records The verification was done on the random test basis toensure that correct facts are reflected in secretarial records We believe thatthe processes and practices we followed provide a reasonable basis for ouropinion

5 The Secretarial Audit report is neither an assurance as to the future viabilityof the company nor of the efficacy or effectiveness with which the managementhas conducted the affairs of the Company

For Amit R Dadheech amp Associates

Amit R DadheechM No 22889 CP No 8952Mumbai September 4 2017

MANAGEMENT DISCUSSION AND ANALYSIS

Your Directors are pleased to present the Management Discussion and AnalysisReports for the year ended March 31 2017 as underbull Overview

The Indian textile industry is one the largest and oldest sectors in the country andamong the most important in the economy in terms of output investment andemployment The sector employs nearly 45 million people directly and it is one ofthe largest sources of employment generation in the country The textile industrycontributes to 10 of manufacturing production 2 of Indiarsquos GDP and to 13 ofthe countryrsquos export earnings With direct linkages to the rural economy and theagriculture sector it has been estimated that one of every six households in thecountry depends on this sector either directly or indirectly for its livelihoodbull Industry Structure

Raw material costs have been increasing globally coupled with a shortage ofskilled workers While a shift is taking place of textiles industries from China andBangladesh to India the industrial climate in India has also become adverse dueto regular increases in input costs Any further appreciation of the Rupee willadversely affect exports from India Though the spinning industry has faredsomewhat better those with a presence in weaving processing or even compositebusinesses are facing the heat due to increases in input cost without being ableto pass on such higher costs to customers as the market is simply unable toabsorb the samebull Opportunities and Threat

There is good scope for growth for the textile industry as Indiarsquos share in theglobal trade in textiles is weak compared to other countries The free tradeenvironment is a great opportunity for the Indian textile industry to increase itsshare in the global market Chinese exports are slowing down on account of variousfactors inclusive of increase in domestic demand and rising costs This is a goodopportunity of which our textile industry should make use but smaller countrieslike Bangladesh Sri Lanka Pakistan Turkey and Vietnam etc are becomingformidable challengersLack of uninterrupted power increased power costs higher transaction costshigh cost of labour is hindering the progress However we are making all outefforts to cope with all these challenges by continuous efforts at cost reductionprocess improvements diversification of products and improving productivity byimproving efficienciesbull Business operations

The Company is engaged in the business of Textile industry During the yearunder review the industry faced various challenges due to global and economicslowdown and increasing rates of interest rates But looking at the huge potentialin India for Textile the company is hopeful of reenter into this sector The growthin the sector is very good and Management expects better results in forth comingyearOmansh Enterprises Limited Annual Report 2016-2017 33

bull Outlook

In light of the new and vibrant management of the company and steady growth inthe operations of the company and looking at the huge demand for residential aswell as commercial space in Delhi the company is hopeful of its upwardperformance the future growth for the benefit of its stakeholders at largebull Internal control System

The company has an effective internal control environment which ensures thatoperation are managed efficiently and effectively assets are safeguardedregulatory are complied with and transactions are recorded after appropriateauthorization The Company has an adequate internal control systemcommensurate with the size of the company and the nature of its business whichensures that functioning of the Company is managed efficiently and effectivelyassets are safeguarded regulatory compliances are complied with and transactionsare recorded after appropriate authorizationbull Human relations

Human resources have always been most valuable assets for Omansh EnterprisesLimited During the year the company has once again gained the confidence of itsHuman Resource as well and company constantly seeks to attract and retain thebest available talent Human resources management incorporates a process drivenapproach that invest regularly in the extensive training programs The Companycontinued to enjoy healthy industrial relations during the yearbull Forward Looking and Cautionary Statements

Management Discussion and Analysis contains forward-looking statementsconcerning the Companyrsquos future plans strategies and performance Theseforward-looking statements are not historical facts rather they representassumptions and beliefs based on economic financial and competitive datacurrently available Furthermore they are subject to a number of risks anduncertainties that without limitation relate to economic conditions fiercecompetition in the information service industry customer demand tax rulesregulations and other factors Readers of this annual report are cautioned not toplace undue reliance on these forward-looking statements The Company thereforewishes to caution readers that actual results may differ materially

On behalf of Board of Directorsof Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanManaging Director Wholetime DirectorDIN 07639422 DIN 07835068

DateSeptember 4 2017Place New Delhi

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 34

Independent Auditorrsquos Report

To the Members of Omansh Enterprises Limited

Report on the Financial Statements

We have audited the accompanying standalone financial statements of OmanshEnterprises Limited (ldquothe Companyrdquo) which comprise the Balance Sheet as atMarch 31 2017 the Statement of Profit and Loss and Cash Flow Statement for theyear then ended and a summary of significant accounting policies and otherexplanatory information

Managementrsquos Responsibility for the Financial Statements

The Companyrsquos Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 (ldquothe Actrdquo) with respect to the preparation ofthese standalone financial statements that give a true and fair view of the financialposition financial performance and cash flows of the Company in accordancewith accounting principles generally accepted in India including the AccountingStandards specified under section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014 and the Companies (Accounting Standards) AmendmentRules 2016 This responsibility includes maintenance of adequate accountingrecords in accordance with the provisions of the Act for safeguarding of the assetsof the Company and for preventing and detecting frauds and other irregularitiesselection and application of appropriate accounting policies making judgmentsand estimates that are reasonable and prudent and the design implementationand maintenance of adequate internal financial control that were operatingeffectively for ensuring the accuracy and completeness of the accounting recordsrelevant to the preparation and presentation of the financial statements that givea true and fair view and are free from material misstatement whether due to fraudor error

Auditorrsquos Responsibility

Our responsibility is to express an opinion on these standalone financial statementsbased on our audit We have taken into account the provisions of the Act theaccounting and auditing standards and matters which are required to be includedin the audit report under the provisions of the Act and the Rules made thereunderWe conducted our audit in accordance with the Standards on Auditing issued bythe Institute of Chartered Accountants of India as specified under Section 143(10)of the Act Those Standards require that we comply with ethical requirements andplan and perform the audit to obtain reasonable assurance about whether thefinancial statements are free from material misstatement

An audit involves performing procedures to obtain audit evidence about theamounts and disclosures in the financial statements The procedures selecteddepend on the auditorrsquos judgment including the assessment of the risks of materialmisstatement of the financial statements whether due to fraud or error In making

Omansh Enterprises Limited Annual Report 2016-2017 35

those risk assessments the auditor considers internal financial control relevantto the Companyrsquos preparation of the financial statements that give a true and fairview in order to design audit procedures that are appropriate in the circumstancesAn audit also includes evaluating the appropriateness of accounting policies usedand the reasonableness of the accounting estimates made by the CompanyrsquosDirectors as well as evaluating the overall presentation of the financial statementsWe believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the standalone financial statements

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the standalone financial statements give the information required bythe Act in the manner so required and give a true and fair view in conformity withthe accounting principles generally accepted in India of the state of affairs of theCompany as at 31st March 2017 its profit and its cash flows for the year endedon that date

Report on Other Legal and Regulatory Requirements

1 As required by the Companies (Auditorrsquos report) Order 2016 (ldquothe Orderrdquo)issued by the Central Government of India in terms of sub-section (11) ofSection 143 of the Act we give in the Annexure 1 a statement on the mattersspecified 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 whichto the best of our knowledge and belief were necessary for the purposeof our audit

b) In our opinion proper books of account as required by law have beenkept by the Company so far as it appears from our examination of thosebooks

c) The Balance Sheet Statement of Profit and Loss and Cash FlowStatement dealt with by this Report are in agreement with the books ofaccount

d) In our opinion the aforesaid standalone financial statements comply withthe Accounting Standards specified under Section 133 of the Act readwith Rule 7 of the Companies (Accounts) Rules 2014 and the Companies(Accounting Standards) Amendment Rules 2016

e) On the basis of written representations received from the directors as on31st March 2017 and taken on record by the Board of Directors none ofthe directors is disqualified as on 31st March 2017 from being appointedas a director in terms of Section 164(2) of the Act

Omansh Enterprises Limited Annual Report 2016-2017 36

f) With respect to the adequacy of the internal financial controls overfinancial reporting of the Company and the operating effectiveness ofsuch controls refer to our separate Report in ldquoAnnexure 2rdquo to this report

g) With respect to the other matters to be included in the Auditorrsquos Reportin accordance with Rule 11 of the Companies (Audit and Auditors) Rules2014 in our opinion and to the best of our information and according tothe explanations given to us

i The Company does not have any pending litigations which wouldimpact its financial position

ii The Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeablelosses

iii There has not been an occasion in which the company during theyear under report to transfer any sum to the Investor Education andProtection Fund Hence the question of delay in transferring suchsum does not arise

iv The Company has provided requisite disclosures in Note No 27 tothese standalone financial statements as to the holding of SpecifiedBank Notes on November 8 2016 to December 30 2016 as well asdealings in Specified Bank Notes during the period from November8 2016 to December 30 2016 Based on our audit procedures andrelying on the management representation regarding the holdingand nature of cash transactions including Specified Bank Noteswe report that these disclosures are in accordance with the books ofaccounts maintained by the Company and as produced to us by theManagement

For Satyendra Mrinal amp AssociatesChartered Accountants

Firm Registration Number 017068N

SK JainPartner

Membership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 37

Annexure 1 referred to in paragraph 1 under the heading ldquoReport on OtherLegal and Regulatory Requirementsrdquo of our Report of even date

(i) (a) The Company has maintained proper records showing fullparticulars including quantitative details and situation of fixedassets

(b) All fixed assets have been physically verified by the managementat regular intervals as informed to us no material discrepancieswere noticed on such verification

(c) According to the information and explanations given by themanagement the Company has not acquired any immovableproperty during the year under audit no comments under thesub-clause are required

(ii) The Company does not have any inventory and accordingly therequirements under paragraph 3(ii) of the Order are not applicable to theCompany

(iii) According to the information and explanation given to us the Companyhas not granted any loans secured or unsecured to companies firmsLimited Liability Partnerships or other parties covered in the registermaintained under Section 189 of the Act and hence clause 3(iii)(a) (b)and (c) of the Order are not applicable to the Company and hence notcommented upon

(iv) In our opinion and according to the information and explanations givento us there are no loans investments guarantees and securities grantedin respect of which provisions of Section 185 and 186 of the Act areapplicable and hence not commented upon

(v) The Company has not accepted any deposits within the meaning ofSections 73 to 76 of the Act and the Companies (Acceptance of Deposits)Rules 2014 (as amended) Accordingly the provisions of clause 3(v) ofthe Order are not applicable

(vi) To the best of our knowledge and as explained the Central Governmenthas not specified the maintenance of cost records under Section 148(1)of the Act for the productsservices of the Company

(vii) (a) According to the information and explanations given to us andbased on the records of the company examined by us thecompany is regular in depositing the undisputed statutory duesincluding income-tax and other statutory dues as applicablewith the appropriate authorities in India

(b) According to the information and explanations given to us andbased on the records of the company examined by us thereare no dues of Income tax which have not been deposited onaccount of any disputes However the remaining taxes specifiedunder the said sub-clause are not applicable to the company

Omansh Enterprises Limited Annual Report 2016-2017 38

(viii) In our opinion and according to the information and explanations givenby the management the Company has not availed of any loans from anyfinancial institution bank or government and not issued any debentures

(ix) In our opinion and according to the information and explanations givenby the management the Company has not raised any money by way ofinitial public offer or further public offer (including debt instruments) andthe company has not raisedtaken any term loan

(x) Based upon the audit procedures performed for the purpose of reportingthe true and fair view of the financial statements and according to theinformation and explanations given by the management we report thatno fraud by the company or no fraud on the company by the officers andemployees of the Company has been noticed or reported during the year

(xi) According to the information and explanations given by the managementthe company has complied with the provisions of Section 197 read withSchedule V of the Companies Act 2013

(xii) In our opinion the Company is not a nidhi company Therefore theprovisions of clause 3(xii) of the order are not applicable to the Companyand hence not commented upon

(xiii) According to the information and explanations given by the managementthere were no transactions with the related parties during the year hencenot commented upon

(xiv) According to the information and explanations given to us and on anoverall examination of the Balance Sheet the Company has not madeany preferential allotment or private placement of shares or fully or partlyconvertible debentures during the year under review and hence reportingrequirements under clause 3(xiv) are not applicable to the Company andnot commented upon

(xv) According to the information and explanations given by the managementthe Company has not entered into any non-cash transactions with thedirectors or persons connected with him as referred to in Section 192 ofCompanies Act 2013

(xvi) According to the information and explanations given to us the provisionsof Section 45-IA of the Reserve Bank of India Act 1934 are not applicableto the Company

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 39

ANNEXURE 2 TO THE INDEPENDENT AUDITORrsquoS REPORT OF EVEN DATEON THE STANDALONE FINANCIAL STATEMENTS OF OMANSHENTERPRISES LIMITED

Report on the Internal Financial Controls under Clause (i) of Sub-section 3of Section 143 of the Companies Act 2013 (ldquothe Actrdquo)

To the Members of Omansh Enterprises Limited

We have audited the internal financial controls over financial reporting of OmanshEnterprises Limited (ldquothe Companyrdquo) as of 31st March 2017 in conjunction withour audit of the standalone financial statements of the Company for the year endedon that date

Managementrsquos Responsibility for Internal Financial Controls

The Companyrsquos Management is responsible for establishing and maintaininginternal financial controls based on the internal control over financial reportingcriteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial ControlsOver Financial Reporting issued by the Institute of Chartered Accountants of IndiaThese responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuringthe orderly and efficient conduct of its business including adherence to theCompanyrsquos policies the safeguarding of its assets the prevention and detectionof frauds and errors the accuracy and completeness of the accounting recordsand the timely preparation of reliable financial information as required under theCompanies Act 2013 (lsquothe Actrsquo)

Auditorrsquos Responsibility

Our responsibility is to express an opinion on the Companyrsquos internal financialcontrols over financial reporting based on our audit We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting (the ldquoGuidance Noterdquo) and the Standards on Auditing asspecified under section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls both applicable to an audit of Internal Financial Controlsand both issued by the Institute of Chartered Accountants of India ThoseStandards and the Guidance Note require that we comply with ethical requirementsand plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects

Our audit involves performing procedures to obtain audit evidence about theadequacy of the internal financial controls system over financial reporting andtheir operating effectiveness Our audit of internal financial controls over financialreporting included obtaining an understanding of internal financial controls overfinancial reporting assessing the risk that a material weakness exists and testing

Omansh Enterprises Limited Annual Report 2016-2017 40

and evaluating the design and operating effectiveness of internal control basedon the assessed risk The procedures selected depend on the auditorrsquos judgementincluding the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error

We believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the internal financial controls systemover financial reporting

Meaning of Internal Financial Controls Over Financial Reporting

A companyrsquos internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles A companyrsquos internal financialcontrol over financial reporting includes those policies and procedures that (1)pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company (2)provide reasonable assurance that transactions are recorded as necessary topermit preparation of financial statements in accordance with generally acceptedaccounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorisations of management and directorsof the company and (3) provide reasonable assurance regarding prevention ortimely detection of unauthorised acquisition use or disposition of the companyrsquosassets 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 financialreporting including the possibility of collusion or improper management overrideof controls material misstatements due to error or fraud may occur and not bedetected Also projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes inconditions or that the degree of compliance with the policies or procedures maydeteriorate

Omansh Enterprises Limited Annual Report 2016-2017 41

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at 31st March 2017 basedon the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls Over Financial Reporting issued bythe Institute of Chartered Accountants of India

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 42

Amount in Particulars Note As At As At

No 31032017 31032016

OMANSH ENTERPRISES LIMITEDRegd off SHOP NO QD-37 DDA MARKET PITAMPURA NEW DELHI-110034

BALANCE SHEET AS AT 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I EQUITY AND LIABILITIES(1) Shareholderrsquos Funds

(a) Share Capital 2 3550000000 3550000000(b) Reserves and Surplus 3 90954266 68038074(c) Money received against share warrants - 3640954266 - 3618038074

(2) Share application money pending allotment - -(3) Non-Current Liabilities

(a) Long-term borrowings - -(b) Deferred tax liabilities (Net) 121300 -(c) Other Long term liabilities - -(d) Long term provisions - 121300 - -

(4) Current Liabilities(a) Short-term borrowings - -(b) Trade payables 4 2658855175 2385034725(c) Other current liabilities 5 13400000 31328100(d) Short-term provisions - 2672255175 - 2416362825

Total 6313330741 6034400899II ASSETS(1) Non-current assets

(a) Fixed assets (i) Tangible assets 6 2888600 4902500 (ii) Intangible assets - - (iii) Capital work-in-progress - - (iv) Intangible assets under development - -(b) Non-current investments 7 801500000 801500000(c) Deferred tax assets (net) - 413300(d) Long term loans and advances 8 910000000 1232160100(e) Other non-current assets - 1714388600 - 2038975900

(2) Current assets(a) Current investments - -(b) Inventories - -(c) Trade receivables 9 4311808246 3931054446(d) Cash and cash equivalents 10 262853595 19436253(e) Short-term loans and advances 11 10054300 16482300(f) Other current assets 12 14226000 4598942141 28452000 3995424999

Total 6313330741 6034400899Significant Accounting PoliciesNotes on financial Statements 1-27

Omansh Enterprises Limited Annual Report 2016-2017 43

Amount in

Particulars Note 2016-17 2015-16No

OMANSH ENTERPRISES LIMITED

STATEMENT OF PROFIT amp LOSS FOR THE YEAR ENDED 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I Revenue from operations 20 1735111517 2138004325II Other Income 21 598242 165707300III Total Revenue I+II 1735709759 2303711625IV Expenses

Purchase of Stock-in-Trade (Net of Return) 1556101986 2019177290Changes in inventories of finished goods work-in-progress and Stock-in-Trade - -Employee benefit expense 22 38500000 92100000Financial costs 23 - 371112Depreciation and amortization expense 24 16239900 22358900Other expenses 25 91717081 130240960

IV Total Expenses 1702558967 2264248262V Profit before exceptional and extraordinary items and tax III-IV 33150792 39463363VI Exceptional Items - -VII Profit before extraordinary items and tax V-VI 33150792 39463363VIII Extraordinary Items - -IX Profit before tax VII-VIII 33150792 39463363X Tax expense

(1) Current tax 9700000 11638100(2) Deferred tax 534600 27512500

XI Profit(Loss) from the perid from continuing operations IX-X 22916192 312763XII Profit(Loss) from discontinuing operations - -XIII Tax expense of discounting operations - -XIV Profit(Loss) from Discontinuing operations XII-XIII - -XV Profit(Loss) for the period XI+XIV 22916192 312763XVI Earning per equity share 26

(1) Basic 001 000(2) Diluted 001 000

Omansh Enterprises Limited Annual Report 2016-2017 44

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2017(Amount in )

Particulars 2016-17 2015-16A Cash Flow from Operating Activities

Profit(Loss) before Taxation 331508 394634Adjustments for Depreciation 20139 81329Preliminary expenses 142260 142260Loss (Profit) on Sale of assets - -Finance cost - 3711Interest Income - -Operating Profit(Loss) before Working Capital Changes 493907 621934Adjustments for Trade and Other Receivables (3807538) 198975Inventories - -Loans and Advances 3285881 (4365027)Trade and Other Payables 2558924 859666Provisions - -Other current Assets - 6837Cash Generated from Operations 2531173 (2677615)Direct Tax Paid (97000) (116381)Net Cash generated from Operating Activities 2434173 (2793996)

B Cash Flow from Investing ActivitiesPurchase of Fixed Assets - -Sale of assets - -Investments - -Interest Income - -Net Cash used in Investing Activities - -

C Cash Flow from Financing ActivitiesProceeds of Borrowings - -Finance cost - (3711)Net Cash generated from in Financing Activities - (3711)Net Increase(Decrease) in Cash and Cash Equivalents (A+B+C) 2434173 (2797708)Cash and Cash Equivalents Opening 194362 2992070Cash and Cash Equivalents Closing 2628536 194362

Notes1 The above Cash Flow Statement has been prepared under the indirect method as set out in the Accounting Standard on Cash Flow Statement

(AS-3)2 Figures in Brackets indicate Cash Outflow3 Previous Year rsquos figures have been recast regrouped and restated where ever necessary

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 45

Notes Forming Part of Financial Statements

NOTE 1

A CORPORATE INFORMATION

The company is engaged in the business of trading in ClothClothingFabric in India the disclosure requirements of AccountingStandard-17 Segment Reporting are not applicable

B SIGNIFICANT ACCOUNTING POLICIES

I BASIS OF PREPARATION

The accompanying financial statements have been prepared andpresented as a going concern under historical cost convention onthe accrual basis of accounting unless otherwise stated inaccordance with the generally accepted accounting principles inIndia (Indian GAAP) and comply with the Accounting Standardsspecified under Section 133 of the Companies Act 2013 (The Act)read with paragraph 7 of the Companies (Accounts) Rules 2014and relevant provisions of the Companies Act 2013

The accounting policies have been consistently applied by theCompany and are consistent with those used in the previous year

All assets and liabilities have been classified as current or non-current as per the Companyrsquos normal operating cycle and othercriteria set out in the Schedule III of the Companies Act 2013Based on the nature of products and the time between theacquisition of assets for processing and their realisation in cashand cash equivalents the Company has ascertained its operatingcycle as up to twelve months for the purpose of currentnon-currentclassification of assets and liabilities

II USE OF ESTIMATES

The preparation of financial statements in conformity with IndianGAAP requires the management to make judgements estimatesand assumptions that affect the reported amounts of revenuesexpenses assets and liabilities and disclosure of contingentliabilities at the end of the reporting period Although these

Omansh Enterprises Limited Annual Report 2016-2017 46

estimates are based on the managementrsquos best knowledge ofcurrent events and actions uncertainty about these assumptionsand estimates could result in the outcomes requiring a materialadjustment to the carrying amounts of assets or liabilities in futureperiods

Significant estimates used by the management in the preparationof these financial statements include the useful life of fixed assetsand intangible assets and provisions for doubtful debtsadvancesDifference if any between the actual results and estimates arerecognized in the period in which the results are knownmaterialized

III FIXED ASSETS AND DEPRECIATION

Fixed assets are recorded at cost of acquisition and installationincluding freight duties levies less accumulated depreciation Costof acquisition includes rates taxes and any other directlyattributable cost for bringing the asset to its working condition forintended use

Depreciation on Tangible Fixed Assets is provided on Written DownValue method using the rates arrived at based on the useful livesas specified in the Schedule II of the Companies Act 2013 orestimated by the management The Company has used thefollowing useful life to provide depreciation on its fixed assets

Omansh Enterprises Limited Annual Report 2016-2017 47

(a) Assets where useful life is same as Schedule II

Assets Useful Life as Prescribedby Schedule II of theCompanies Act 2013

Factory Building 30 years

Plant amp Machinery (other thancontinuous process plant notcovered under specific industries) 15 years

Furniture amp Fittings 10 years

Motor Cycles scooters and other mopeds 10 years

Vehicles (Motor Cars) 8 years

Office Equipments 5 years

Computer printers amp data processing units 3 years

Electrical Installations 10 years

(b) Assets where useful life differ from Schedule II

Fixed Assets individually costing less than Rupees five thousandare fully depreciated in the year of purchase

(c) Depreciation

Depreciation on the Fixed Assets addeddisposed offdiscardedduring the year is provided on pro-rata basis with reference to thedate of additiondisposaldiscarding and in the case of capitalisationof any asset depreciation is charged from the date the same isreadyput to use to the Statement of Profit and Loss

IV INTANGIBLE ASSETS AND AMORTISATION

Intangible Assets are stated at acquisition cost net of accumulatedamortisation and accumulated impairment losses if any Intangibleassets are amortised on a straight-line basis over their estimateduseful lives

Omansh Enterprises Limited Annual Report 2016-2017 48

The Company amortises miscellaneous expenditure representingthe Companyrsquos formation expenses over a period of 5 yearsFurther the cost of Direct Listing of Equity Shares on BSE Limitedhas also been included in the same

V BORROWING COSTS

Borrowing Costs attributable to acquisition and construction ofqualifying assets are capitalised as a part of the cost of such assetsup to the date when such assets are ready for its intended useOther borrowing costs are charged to the Statement of Profit andLoss in the period in which they are incurred

VI FOREIGN CURRENCY TRANSACTIONS

The Company has not dealt with any foreign currency transactionduring the Financial Year

VII INVESTMENTS

Investments which are readily realisable and intended to be heldfor not more than one year from the date on which such investmentsare made are classified as current investments All otherinvestments are classified as long-term investments

Investments are recorded at cost on the date of purchase whichinclude acquisition charges such as brokerage stamp duty taxesetc Current Investments are stated at lower of cost and netrealisable value Long-term investments are stated at cost afterdeducting provisions made if any for other than temporarydiminution in the value

VIII REVENUE RECOGNITION

Revenue is recognised to the extent that it is probable that theeconomic benefits will flow to the Company and can be reliablymeasured

Revenue from sale of products is recognised when the significantrisks and rewards of ownership of the goods have passed to thebuyer Sale of goods are recorded net of trade discounts rebatesSales Tax Value Added Tax and gross of Excise Duty

Omansh Enterprises Limited Annual Report 2016-2017 49

Interest income is recognized on a time proportion basis takinginto account the amount outstanding and the rate applicable

Dividend income on investments is accounted for on receipt of thesame

All expenses and income to the extent considered payable andreceivable respectively unless specifically stated be otherwise areaccounted for on mercantile basis

IX RETIREMENT AND OTHER EMPLOYEE BENEFITS

(a) Provident Fund

Provision of Provident Fund is not applicable to theCompany

(b) Gratuity

No provision for gratuity has been made as there is noamount due towards Gratuity payable

(c) Compensated Leaves

Unutilized leave of staff lapses as at the year end and isnot encashable Accordingly no provision is made forcompensated Leaves

X TAXATION

Tax expense comprises of current and deferred tax

Current Tax

Provision for current tax is made after taking into considerationbenefits admissible under the provisions of the Income-tax Act1961 Minimum Alternative Tax (MAT) credit is recognized wherethere is convincing evidence that the same can be utilized in future

Current tax assets and current tax liabilities are offset when thereis a legally enforceable right to set off the recognized amounts andthere is an intention to settle the asset and the liability on a netbasis

Omansh Enterprises Limited Annual Report 2016-2017 50

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 33: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

Omansh Enterprises Limited Annual Report 2016-2017 30

compliances with the Foreign Exchange Management Act 1999 and therules and regulations made thereunder to the extent of Foreign DirectInvestment Overseas Direct Investment and External CommercialBorrowings)

5 The Securities and Exchange Board of India (Substantial Acquisition of Sharesand Takeovers) Regulations 2011

6 The Securities and Exchange Board of India (Prohibition of Insider Trading)Regulations 2015

7 The Securities and Exchange Board of India (Issue of Capital and DisclosureRequirements) Regulations 2009

8 The Securities and Exchange Board of India (Employee Stock Option Schemeand Employee Stock Purchase Scheme) Guidelines 1999 (During the periodunder review the Company has not entered into any transaction requiringcompliances with the Securities and Exchange Board of India (EmployeeStock Option Scheme and Employee Stock Purchase Scheme)Guidelines 1999)

9 The Securities and Exchange Board of India (Issue and Listing of DebtSecurities) Regulations 2008 (During the period under review theCompany has not entered into any transaction requiring complianceswith the Securities and Exchange Board of India (Issue and Listing ofDebt Securities) Regulations 2008)

10 The Securities and Exchange Board of India (Registrars to an Issue andShare Transfer Agents) Regulations 1993 regarding the Companies Act anddealing with client

11 The Securities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009)

12 The Securities and Exchange Board of India (Buyback of Securities)Regulations 1998 (During the period under review the Company hasnot entered into any transaction requiring compliances with theSecurities and Exchange Board of India (Buyback of Securities)Regulations 1998)

OTHER APPLICABLE LAWS

With respect to the compliance system prevailing in the Company and onexamination of the relevant documents and records in pursuance thereof on testcheck basis the Company has complied with the following laws applicable to theCompany

Omansh Enterprises Limited Annual Report 2016-2017 31

1 Indian Contract Act 18722 Income Tax Act 1961 to the extent of Tax Deducted at Source under various

Section and TDS Returns filed3 Indirect Tax Laws relating to collections deductions wherever applicable

payments made and returns filedWe have also examined compliance with the applicable clauses of thefollowing

1 Secretarial Standards issued by The Institute of Company Secretaries of India2 The Listing Agreements entered into by the Company with BSE Ltd pursuant

to SEBI (Listing Obligation and Disclosure Requirement) Regulations 2015During the period under review the Company has complied with the provisions ofthe Act Rules Regulations Guidelines Standards etc mentioned aboveWe further report that

The Board of Directors of the Company is duly constituted with proper balance ofExecutive Directors Non-Executive Directors and Independent Directors Thechanges in the composition of the Board of Directors that took place during theperiod under review were carried out in compliance with the provisions of the ActAdequate notice is given to all directors to schedule the Board Meetings agendaand detailed notes on agenda were sent at least seven days in advance and asystem exists for seeking and obtaining further information and clarifications onthe agenda items before the meeting and for meaningful participation at themeetingMajority decision is carried unanimously however the dissenting membersrsquo viewsif any are captured and recorded as part of the minutesWe further report that there are adequate systems and processes in the companycommensurate with the size and operations of the company to monitor and ensurecompliance with applicable laws rules regulations and guidelinesWe further report that during the audit period

1 During the financial year ended March 31 2017 the Company has notappointed Company Secretary (CS) and Chief Financial Officer (CFO) on theBoard of the Company in compliance with Section 203 of the Companies Act2013 however the Company has appointed CS and CFO wef May 292017 and September 4 2017 respectively

2 The Company has not appointed an Internal Auditor in compliance withprovision of Section 138 of Companies Act 2013

3 There were instances of delay in filing the Forms as required to be filed withRegistrar of Companies Delhi and the Company has paid additional fees forthe same

Note This report is to be read with our letter of even date which annexed asAnnexure A and forms an integral part of this report

Omansh Enterprises Limited Annual Report 2016-2017 32

Annexure A to the Secretarial Audit Report

The MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034

1 We have not verified the correctness and appropriateness of financial recordsand Books of Accounts of the Company

2 Where ever required we have obtained the Management representation aboutthe compliance of laws rules and regulations and happening of events etc

3 The compliance of the provisions of Corporate and other applicable lawsrules regulations standards is the responsibility of management Ourexamination was limited to the verification of procedures on the random testbasis

4 We have followed the audit practices and processes as were appropriate toobtain reasonable assurance about the correctness of the contents of thesecretarial records The verification was done on the random test basis toensure that correct facts are reflected in secretarial records We believe thatthe processes and practices we followed provide a reasonable basis for ouropinion

5 The Secretarial Audit report is neither an assurance as to the future viabilityof the company nor of the efficacy or effectiveness with which the managementhas conducted the affairs of the Company

For Amit R Dadheech amp Associates

Amit R DadheechM No 22889 CP No 8952Mumbai September 4 2017

MANAGEMENT DISCUSSION AND ANALYSIS

Your Directors are pleased to present the Management Discussion and AnalysisReports for the year ended March 31 2017 as underbull Overview

The Indian textile industry is one the largest and oldest sectors in the country andamong the most important in the economy in terms of output investment andemployment The sector employs nearly 45 million people directly and it is one ofthe largest sources of employment generation in the country The textile industrycontributes to 10 of manufacturing production 2 of Indiarsquos GDP and to 13 ofthe countryrsquos export earnings With direct linkages to the rural economy and theagriculture sector it has been estimated that one of every six households in thecountry depends on this sector either directly or indirectly for its livelihoodbull Industry Structure

Raw material costs have been increasing globally coupled with a shortage ofskilled workers While a shift is taking place of textiles industries from China andBangladesh to India the industrial climate in India has also become adverse dueto regular increases in input costs Any further appreciation of the Rupee willadversely affect exports from India Though the spinning industry has faredsomewhat better those with a presence in weaving processing or even compositebusinesses are facing the heat due to increases in input cost without being ableto pass on such higher costs to customers as the market is simply unable toabsorb the samebull Opportunities and Threat

There is good scope for growth for the textile industry as Indiarsquos share in theglobal trade in textiles is weak compared to other countries The free tradeenvironment is a great opportunity for the Indian textile industry to increase itsshare in the global market Chinese exports are slowing down on account of variousfactors inclusive of increase in domestic demand and rising costs This is a goodopportunity of which our textile industry should make use but smaller countrieslike Bangladesh Sri Lanka Pakistan Turkey and Vietnam etc are becomingformidable challengersLack of uninterrupted power increased power costs higher transaction costshigh cost of labour is hindering the progress However we are making all outefforts to cope with all these challenges by continuous efforts at cost reductionprocess improvements diversification of products and improving productivity byimproving efficienciesbull Business operations

The Company is engaged in the business of Textile industry During the yearunder review the industry faced various challenges due to global and economicslowdown and increasing rates of interest rates But looking at the huge potentialin India for Textile the company is hopeful of reenter into this sector The growthin the sector is very good and Management expects better results in forth comingyearOmansh Enterprises Limited Annual Report 2016-2017 33

bull Outlook

In light of the new and vibrant management of the company and steady growth inthe operations of the company and looking at the huge demand for residential aswell as commercial space in Delhi the company is hopeful of its upwardperformance the future growth for the benefit of its stakeholders at largebull Internal control System

The company has an effective internal control environment which ensures thatoperation are managed efficiently and effectively assets are safeguardedregulatory are complied with and transactions are recorded after appropriateauthorization The Company has an adequate internal control systemcommensurate with the size of the company and the nature of its business whichensures that functioning of the Company is managed efficiently and effectivelyassets are safeguarded regulatory compliances are complied with and transactionsare recorded after appropriate authorizationbull Human relations

Human resources have always been most valuable assets for Omansh EnterprisesLimited During the year the company has once again gained the confidence of itsHuman Resource as well and company constantly seeks to attract and retain thebest available talent Human resources management incorporates a process drivenapproach that invest regularly in the extensive training programs The Companycontinued to enjoy healthy industrial relations during the yearbull Forward Looking and Cautionary Statements

Management Discussion and Analysis contains forward-looking statementsconcerning the Companyrsquos future plans strategies and performance Theseforward-looking statements are not historical facts rather they representassumptions and beliefs based on economic financial and competitive datacurrently available Furthermore they are subject to a number of risks anduncertainties that without limitation relate to economic conditions fiercecompetition in the information service industry customer demand tax rulesregulations and other factors Readers of this annual report are cautioned not toplace undue reliance on these forward-looking statements The Company thereforewishes to caution readers that actual results may differ materially

On behalf of Board of Directorsof Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanManaging Director Wholetime DirectorDIN 07639422 DIN 07835068

DateSeptember 4 2017Place New Delhi

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 34

Independent Auditorrsquos Report

To the Members of Omansh Enterprises Limited

Report on the Financial Statements

We have audited the accompanying standalone financial statements of OmanshEnterprises Limited (ldquothe Companyrdquo) which comprise the Balance Sheet as atMarch 31 2017 the Statement of Profit and Loss and Cash Flow Statement for theyear then ended and a summary of significant accounting policies and otherexplanatory information

Managementrsquos Responsibility for the Financial Statements

The Companyrsquos Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 (ldquothe Actrdquo) with respect to the preparation ofthese standalone financial statements that give a true and fair view of the financialposition financial performance and cash flows of the Company in accordancewith accounting principles generally accepted in India including the AccountingStandards specified under section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014 and the Companies (Accounting Standards) AmendmentRules 2016 This responsibility includes maintenance of adequate accountingrecords in accordance with the provisions of the Act for safeguarding of the assetsof the Company and for preventing and detecting frauds and other irregularitiesselection and application of appropriate accounting policies making judgmentsand estimates that are reasonable and prudent and the design implementationand maintenance of adequate internal financial control that were operatingeffectively for ensuring the accuracy and completeness of the accounting recordsrelevant to the preparation and presentation of the financial statements that givea true and fair view and are free from material misstatement whether due to fraudor error

Auditorrsquos Responsibility

Our responsibility is to express an opinion on these standalone financial statementsbased on our audit We have taken into account the provisions of the Act theaccounting and auditing standards and matters which are required to be includedin the audit report under the provisions of the Act and the Rules made thereunderWe conducted our audit in accordance with the Standards on Auditing issued bythe Institute of Chartered Accountants of India as specified under Section 143(10)of the Act Those Standards require that we comply with ethical requirements andplan and perform the audit to obtain reasonable assurance about whether thefinancial statements are free from material misstatement

An audit involves performing procedures to obtain audit evidence about theamounts and disclosures in the financial statements The procedures selecteddepend on the auditorrsquos judgment including the assessment of the risks of materialmisstatement of the financial statements whether due to fraud or error In making

Omansh Enterprises Limited Annual Report 2016-2017 35

those risk assessments the auditor considers internal financial control relevantto the Companyrsquos preparation of the financial statements that give a true and fairview in order to design audit procedures that are appropriate in the circumstancesAn audit also includes evaluating the appropriateness of accounting policies usedand the reasonableness of the accounting estimates made by the CompanyrsquosDirectors as well as evaluating the overall presentation of the financial statementsWe believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the standalone financial statements

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the standalone financial statements give the information required bythe Act in the manner so required and give a true and fair view in conformity withthe accounting principles generally accepted in India of the state of affairs of theCompany as at 31st March 2017 its profit and its cash flows for the year endedon that date

Report on Other Legal and Regulatory Requirements

1 As required by the Companies (Auditorrsquos report) Order 2016 (ldquothe Orderrdquo)issued by the Central Government of India in terms of sub-section (11) ofSection 143 of the Act we give in the Annexure 1 a statement on the mattersspecified 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 whichto the best of our knowledge and belief were necessary for the purposeof our audit

b) In our opinion proper books of account as required by law have beenkept by the Company so far as it appears from our examination of thosebooks

c) The Balance Sheet Statement of Profit and Loss and Cash FlowStatement dealt with by this Report are in agreement with the books ofaccount

d) In our opinion the aforesaid standalone financial statements comply withthe Accounting Standards specified under Section 133 of the Act readwith Rule 7 of the Companies (Accounts) Rules 2014 and the Companies(Accounting Standards) Amendment Rules 2016

e) On the basis of written representations received from the directors as on31st March 2017 and taken on record by the Board of Directors none ofthe directors is disqualified as on 31st March 2017 from being appointedas a director in terms of Section 164(2) of the Act

Omansh Enterprises Limited Annual Report 2016-2017 36

f) With respect to the adequacy of the internal financial controls overfinancial reporting of the Company and the operating effectiveness ofsuch controls refer to our separate Report in ldquoAnnexure 2rdquo to this report

g) With respect to the other matters to be included in the Auditorrsquos Reportin accordance with Rule 11 of the Companies (Audit and Auditors) Rules2014 in our opinion and to the best of our information and according tothe explanations given to us

i The Company does not have any pending litigations which wouldimpact its financial position

ii The Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeablelosses

iii There has not been an occasion in which the company during theyear under report to transfer any sum to the Investor Education andProtection Fund Hence the question of delay in transferring suchsum does not arise

iv The Company has provided requisite disclosures in Note No 27 tothese standalone financial statements as to the holding of SpecifiedBank Notes on November 8 2016 to December 30 2016 as well asdealings in Specified Bank Notes during the period from November8 2016 to December 30 2016 Based on our audit procedures andrelying on the management representation regarding the holdingand nature of cash transactions including Specified Bank Noteswe report that these disclosures are in accordance with the books ofaccounts maintained by the Company and as produced to us by theManagement

For Satyendra Mrinal amp AssociatesChartered Accountants

Firm Registration Number 017068N

SK JainPartner

Membership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 37

Annexure 1 referred to in paragraph 1 under the heading ldquoReport on OtherLegal and Regulatory Requirementsrdquo of our Report of even date

(i) (a) The Company has maintained proper records showing fullparticulars including quantitative details and situation of fixedassets

(b) All fixed assets have been physically verified by the managementat regular intervals as informed to us no material discrepancieswere noticed on such verification

(c) According to the information and explanations given by themanagement the Company has not acquired any immovableproperty during the year under audit no comments under thesub-clause are required

(ii) The Company does not have any inventory and accordingly therequirements under paragraph 3(ii) of the Order are not applicable to theCompany

(iii) According to the information and explanation given to us the Companyhas not granted any loans secured or unsecured to companies firmsLimited Liability Partnerships or other parties covered in the registermaintained under Section 189 of the Act and hence clause 3(iii)(a) (b)and (c) of the Order are not applicable to the Company and hence notcommented upon

(iv) In our opinion and according to the information and explanations givento us there are no loans investments guarantees and securities grantedin respect of which provisions of Section 185 and 186 of the Act areapplicable and hence not commented upon

(v) The Company has not accepted any deposits within the meaning ofSections 73 to 76 of the Act and the Companies (Acceptance of Deposits)Rules 2014 (as amended) Accordingly the provisions of clause 3(v) ofthe Order are not applicable

(vi) To the best of our knowledge and as explained the Central Governmenthas not specified the maintenance of cost records under Section 148(1)of the Act for the productsservices of the Company

(vii) (a) According to the information and explanations given to us andbased on the records of the company examined by us thecompany is regular in depositing the undisputed statutory duesincluding income-tax and other statutory dues as applicablewith the appropriate authorities in India

(b) According to the information and explanations given to us andbased on the records of the company examined by us thereare no dues of Income tax which have not been deposited onaccount of any disputes However the remaining taxes specifiedunder the said sub-clause are not applicable to the company

Omansh Enterprises Limited Annual Report 2016-2017 38

(viii) In our opinion and according to the information and explanations givenby the management the Company has not availed of any loans from anyfinancial institution bank or government and not issued any debentures

(ix) In our opinion and according to the information and explanations givenby the management the Company has not raised any money by way ofinitial public offer or further public offer (including debt instruments) andthe company has not raisedtaken any term loan

(x) Based upon the audit procedures performed for the purpose of reportingthe true and fair view of the financial statements and according to theinformation and explanations given by the management we report thatno fraud by the company or no fraud on the company by the officers andemployees of the Company has been noticed or reported during the year

(xi) According to the information and explanations given by the managementthe company has complied with the provisions of Section 197 read withSchedule V of the Companies Act 2013

(xii) In our opinion the Company is not a nidhi company Therefore theprovisions of clause 3(xii) of the order are not applicable to the Companyand hence not commented upon

(xiii) According to the information and explanations given by the managementthere were no transactions with the related parties during the year hencenot commented upon

(xiv) According to the information and explanations given to us and on anoverall examination of the Balance Sheet the Company has not madeany preferential allotment or private placement of shares or fully or partlyconvertible debentures during the year under review and hence reportingrequirements under clause 3(xiv) are not applicable to the Company andnot commented upon

(xv) According to the information and explanations given by the managementthe Company has not entered into any non-cash transactions with thedirectors or persons connected with him as referred to in Section 192 ofCompanies Act 2013

(xvi) According to the information and explanations given to us the provisionsof Section 45-IA of the Reserve Bank of India Act 1934 are not applicableto the Company

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 39

ANNEXURE 2 TO THE INDEPENDENT AUDITORrsquoS REPORT OF EVEN DATEON THE STANDALONE FINANCIAL STATEMENTS OF OMANSHENTERPRISES LIMITED

Report on the Internal Financial Controls under Clause (i) of Sub-section 3of Section 143 of the Companies Act 2013 (ldquothe Actrdquo)

To the Members of Omansh Enterprises Limited

We have audited the internal financial controls over financial reporting of OmanshEnterprises Limited (ldquothe Companyrdquo) as of 31st March 2017 in conjunction withour audit of the standalone financial statements of the Company for the year endedon that date

Managementrsquos Responsibility for Internal Financial Controls

The Companyrsquos Management is responsible for establishing and maintaininginternal financial controls based on the internal control over financial reportingcriteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial ControlsOver Financial Reporting issued by the Institute of Chartered Accountants of IndiaThese responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuringthe orderly and efficient conduct of its business including adherence to theCompanyrsquos policies the safeguarding of its assets the prevention and detectionof frauds and errors the accuracy and completeness of the accounting recordsand the timely preparation of reliable financial information as required under theCompanies Act 2013 (lsquothe Actrsquo)

Auditorrsquos Responsibility

Our responsibility is to express an opinion on the Companyrsquos internal financialcontrols over financial reporting based on our audit We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting (the ldquoGuidance Noterdquo) and the Standards on Auditing asspecified under section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls both applicable to an audit of Internal Financial Controlsand both issued by the Institute of Chartered Accountants of India ThoseStandards and the Guidance Note require that we comply with ethical requirementsand plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects

Our audit involves performing procedures to obtain audit evidence about theadequacy of the internal financial controls system over financial reporting andtheir operating effectiveness Our audit of internal financial controls over financialreporting included obtaining an understanding of internal financial controls overfinancial reporting assessing the risk that a material weakness exists and testing

Omansh Enterprises Limited Annual Report 2016-2017 40

and evaluating the design and operating effectiveness of internal control basedon the assessed risk The procedures selected depend on the auditorrsquos judgementincluding the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error

We believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the internal financial controls systemover financial reporting

Meaning of Internal Financial Controls Over Financial Reporting

A companyrsquos internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles A companyrsquos internal financialcontrol over financial reporting includes those policies and procedures that (1)pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company (2)provide reasonable assurance that transactions are recorded as necessary topermit preparation of financial statements in accordance with generally acceptedaccounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorisations of management and directorsof the company and (3) provide reasonable assurance regarding prevention ortimely detection of unauthorised acquisition use or disposition of the companyrsquosassets 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 financialreporting including the possibility of collusion or improper management overrideof controls material misstatements due to error or fraud may occur and not bedetected Also projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes inconditions or that the degree of compliance with the policies or procedures maydeteriorate

Omansh Enterprises Limited Annual Report 2016-2017 41

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at 31st March 2017 basedon the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls Over Financial Reporting issued bythe Institute of Chartered Accountants of India

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 42

Amount in Particulars Note As At As At

No 31032017 31032016

OMANSH ENTERPRISES LIMITEDRegd off SHOP NO QD-37 DDA MARKET PITAMPURA NEW DELHI-110034

BALANCE SHEET AS AT 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I EQUITY AND LIABILITIES(1) Shareholderrsquos Funds

(a) Share Capital 2 3550000000 3550000000(b) Reserves and Surplus 3 90954266 68038074(c) Money received against share warrants - 3640954266 - 3618038074

(2) Share application money pending allotment - -(3) Non-Current Liabilities

(a) Long-term borrowings - -(b) Deferred tax liabilities (Net) 121300 -(c) Other Long term liabilities - -(d) Long term provisions - 121300 - -

(4) Current Liabilities(a) Short-term borrowings - -(b) Trade payables 4 2658855175 2385034725(c) Other current liabilities 5 13400000 31328100(d) Short-term provisions - 2672255175 - 2416362825

Total 6313330741 6034400899II ASSETS(1) Non-current assets

(a) Fixed assets (i) Tangible assets 6 2888600 4902500 (ii) Intangible assets - - (iii) Capital work-in-progress - - (iv) Intangible assets under development - -(b) Non-current investments 7 801500000 801500000(c) Deferred tax assets (net) - 413300(d) Long term loans and advances 8 910000000 1232160100(e) Other non-current assets - 1714388600 - 2038975900

(2) Current assets(a) Current investments - -(b) Inventories - -(c) Trade receivables 9 4311808246 3931054446(d) Cash and cash equivalents 10 262853595 19436253(e) Short-term loans and advances 11 10054300 16482300(f) Other current assets 12 14226000 4598942141 28452000 3995424999

Total 6313330741 6034400899Significant Accounting PoliciesNotes on financial Statements 1-27

Omansh Enterprises Limited Annual Report 2016-2017 43

Amount in

Particulars Note 2016-17 2015-16No

OMANSH ENTERPRISES LIMITED

STATEMENT OF PROFIT amp LOSS FOR THE YEAR ENDED 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I Revenue from operations 20 1735111517 2138004325II Other Income 21 598242 165707300III Total Revenue I+II 1735709759 2303711625IV Expenses

Purchase of Stock-in-Trade (Net of Return) 1556101986 2019177290Changes in inventories of finished goods work-in-progress and Stock-in-Trade - -Employee benefit expense 22 38500000 92100000Financial costs 23 - 371112Depreciation and amortization expense 24 16239900 22358900Other expenses 25 91717081 130240960

IV Total Expenses 1702558967 2264248262V Profit before exceptional and extraordinary items and tax III-IV 33150792 39463363VI Exceptional Items - -VII Profit before extraordinary items and tax V-VI 33150792 39463363VIII Extraordinary Items - -IX Profit before tax VII-VIII 33150792 39463363X Tax expense

(1) Current tax 9700000 11638100(2) Deferred tax 534600 27512500

XI Profit(Loss) from the perid from continuing operations IX-X 22916192 312763XII Profit(Loss) from discontinuing operations - -XIII Tax expense of discounting operations - -XIV Profit(Loss) from Discontinuing operations XII-XIII - -XV Profit(Loss) for the period XI+XIV 22916192 312763XVI Earning per equity share 26

(1) Basic 001 000(2) Diluted 001 000

Omansh Enterprises Limited Annual Report 2016-2017 44

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2017(Amount in )

Particulars 2016-17 2015-16A Cash Flow from Operating Activities

Profit(Loss) before Taxation 331508 394634Adjustments for Depreciation 20139 81329Preliminary expenses 142260 142260Loss (Profit) on Sale of assets - -Finance cost - 3711Interest Income - -Operating Profit(Loss) before Working Capital Changes 493907 621934Adjustments for Trade and Other Receivables (3807538) 198975Inventories - -Loans and Advances 3285881 (4365027)Trade and Other Payables 2558924 859666Provisions - -Other current Assets - 6837Cash Generated from Operations 2531173 (2677615)Direct Tax Paid (97000) (116381)Net Cash generated from Operating Activities 2434173 (2793996)

B Cash Flow from Investing ActivitiesPurchase of Fixed Assets - -Sale of assets - -Investments - -Interest Income - -Net Cash used in Investing Activities - -

C Cash Flow from Financing ActivitiesProceeds of Borrowings - -Finance cost - (3711)Net Cash generated from in Financing Activities - (3711)Net Increase(Decrease) in Cash and Cash Equivalents (A+B+C) 2434173 (2797708)Cash and Cash Equivalents Opening 194362 2992070Cash and Cash Equivalents Closing 2628536 194362

Notes1 The above Cash Flow Statement has been prepared under the indirect method as set out in the Accounting Standard on Cash Flow Statement

(AS-3)2 Figures in Brackets indicate Cash Outflow3 Previous Year rsquos figures have been recast regrouped and restated where ever necessary

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 45

Notes Forming Part of Financial Statements

NOTE 1

A CORPORATE INFORMATION

The company is engaged in the business of trading in ClothClothingFabric in India the disclosure requirements of AccountingStandard-17 Segment Reporting are not applicable

B SIGNIFICANT ACCOUNTING POLICIES

I BASIS OF PREPARATION

The accompanying financial statements have been prepared andpresented as a going concern under historical cost convention onthe accrual basis of accounting unless otherwise stated inaccordance with the generally accepted accounting principles inIndia (Indian GAAP) and comply with the Accounting Standardsspecified under Section 133 of the Companies Act 2013 (The Act)read with paragraph 7 of the Companies (Accounts) Rules 2014and relevant provisions of the Companies Act 2013

The accounting policies have been consistently applied by theCompany and are consistent with those used in the previous year

All assets and liabilities have been classified as current or non-current as per the Companyrsquos normal operating cycle and othercriteria set out in the Schedule III of the Companies Act 2013Based on the nature of products and the time between theacquisition of assets for processing and their realisation in cashand cash equivalents the Company has ascertained its operatingcycle as up to twelve months for the purpose of currentnon-currentclassification of assets and liabilities

II USE OF ESTIMATES

The preparation of financial statements in conformity with IndianGAAP requires the management to make judgements estimatesand assumptions that affect the reported amounts of revenuesexpenses assets and liabilities and disclosure of contingentliabilities at the end of the reporting period Although these

Omansh Enterprises Limited Annual Report 2016-2017 46

estimates are based on the managementrsquos best knowledge ofcurrent events and actions uncertainty about these assumptionsand estimates could result in the outcomes requiring a materialadjustment to the carrying amounts of assets or liabilities in futureperiods

Significant estimates used by the management in the preparationof these financial statements include the useful life of fixed assetsand intangible assets and provisions for doubtful debtsadvancesDifference if any between the actual results and estimates arerecognized in the period in which the results are knownmaterialized

III FIXED ASSETS AND DEPRECIATION

Fixed assets are recorded at cost of acquisition and installationincluding freight duties levies less accumulated depreciation Costof acquisition includes rates taxes and any other directlyattributable cost for bringing the asset to its working condition forintended use

Depreciation on Tangible Fixed Assets is provided on Written DownValue method using the rates arrived at based on the useful livesas specified in the Schedule II of the Companies Act 2013 orestimated by the management The Company has used thefollowing useful life to provide depreciation on its fixed assets

Omansh Enterprises Limited Annual Report 2016-2017 47

(a) Assets where useful life is same as Schedule II

Assets Useful Life as Prescribedby Schedule II of theCompanies Act 2013

Factory Building 30 years

Plant amp Machinery (other thancontinuous process plant notcovered under specific industries) 15 years

Furniture amp Fittings 10 years

Motor Cycles scooters and other mopeds 10 years

Vehicles (Motor Cars) 8 years

Office Equipments 5 years

Computer printers amp data processing units 3 years

Electrical Installations 10 years

(b) Assets where useful life differ from Schedule II

Fixed Assets individually costing less than Rupees five thousandare fully depreciated in the year of purchase

(c) Depreciation

Depreciation on the Fixed Assets addeddisposed offdiscardedduring the year is provided on pro-rata basis with reference to thedate of additiondisposaldiscarding and in the case of capitalisationof any asset depreciation is charged from the date the same isreadyput to use to the Statement of Profit and Loss

IV INTANGIBLE ASSETS AND AMORTISATION

Intangible Assets are stated at acquisition cost net of accumulatedamortisation and accumulated impairment losses if any Intangibleassets are amortised on a straight-line basis over their estimateduseful lives

Omansh Enterprises Limited Annual Report 2016-2017 48

The Company amortises miscellaneous expenditure representingthe Companyrsquos formation expenses over a period of 5 yearsFurther the cost of Direct Listing of Equity Shares on BSE Limitedhas also been included in the same

V BORROWING COSTS

Borrowing Costs attributable to acquisition and construction ofqualifying assets are capitalised as a part of the cost of such assetsup to the date when such assets are ready for its intended useOther borrowing costs are charged to the Statement of Profit andLoss in the period in which they are incurred

VI FOREIGN CURRENCY TRANSACTIONS

The Company has not dealt with any foreign currency transactionduring the Financial Year

VII INVESTMENTS

Investments which are readily realisable and intended to be heldfor not more than one year from the date on which such investmentsare made are classified as current investments All otherinvestments are classified as long-term investments

Investments are recorded at cost on the date of purchase whichinclude acquisition charges such as brokerage stamp duty taxesetc Current Investments are stated at lower of cost and netrealisable value Long-term investments are stated at cost afterdeducting provisions made if any for other than temporarydiminution in the value

VIII REVENUE RECOGNITION

Revenue is recognised to the extent that it is probable that theeconomic benefits will flow to the Company and can be reliablymeasured

Revenue from sale of products is recognised when the significantrisks and rewards of ownership of the goods have passed to thebuyer Sale of goods are recorded net of trade discounts rebatesSales Tax Value Added Tax and gross of Excise Duty

Omansh Enterprises Limited Annual Report 2016-2017 49

Interest income is recognized on a time proportion basis takinginto account the amount outstanding and the rate applicable

Dividend income on investments is accounted for on receipt of thesame

All expenses and income to the extent considered payable andreceivable respectively unless specifically stated be otherwise areaccounted for on mercantile basis

IX RETIREMENT AND OTHER EMPLOYEE BENEFITS

(a) Provident Fund

Provision of Provident Fund is not applicable to theCompany

(b) Gratuity

No provision for gratuity has been made as there is noamount due towards Gratuity payable

(c) Compensated Leaves

Unutilized leave of staff lapses as at the year end and isnot encashable Accordingly no provision is made forcompensated Leaves

X TAXATION

Tax expense comprises of current and deferred tax

Current Tax

Provision for current tax is made after taking into considerationbenefits admissible under the provisions of the Income-tax Act1961 Minimum Alternative Tax (MAT) credit is recognized wherethere is convincing evidence that the same can be utilized in future

Current tax assets and current tax liabilities are offset when thereis a legally enforceable right to set off the recognized amounts andthere is an intention to settle the asset and the liability on a netbasis

Omansh Enterprises Limited Annual Report 2016-2017 50

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 34: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

Omansh Enterprises Limited Annual Report 2016-2017 31

1 Indian Contract Act 18722 Income Tax Act 1961 to the extent of Tax Deducted at Source under various

Section and TDS Returns filed3 Indirect Tax Laws relating to collections deductions wherever applicable

payments made and returns filedWe have also examined compliance with the applicable clauses of thefollowing

1 Secretarial Standards issued by The Institute of Company Secretaries of India2 The Listing Agreements entered into by the Company with BSE Ltd pursuant

to SEBI (Listing Obligation and Disclosure Requirement) Regulations 2015During the period under review the Company has complied with the provisions ofthe Act Rules Regulations Guidelines Standards etc mentioned aboveWe further report that

The Board of Directors of the Company is duly constituted with proper balance ofExecutive Directors Non-Executive Directors and Independent Directors Thechanges in the composition of the Board of Directors that took place during theperiod under review were carried out in compliance with the provisions of the ActAdequate notice is given to all directors to schedule the Board Meetings agendaand detailed notes on agenda were sent at least seven days in advance and asystem exists for seeking and obtaining further information and clarifications onthe agenda items before the meeting and for meaningful participation at themeetingMajority decision is carried unanimously however the dissenting membersrsquo viewsif any are captured and recorded as part of the minutesWe further report that there are adequate systems and processes in the companycommensurate with the size and operations of the company to monitor and ensurecompliance with applicable laws rules regulations and guidelinesWe further report that during the audit period

1 During the financial year ended March 31 2017 the Company has notappointed Company Secretary (CS) and Chief Financial Officer (CFO) on theBoard of the Company in compliance with Section 203 of the Companies Act2013 however the Company has appointed CS and CFO wef May 292017 and September 4 2017 respectively

2 The Company has not appointed an Internal Auditor in compliance withprovision of Section 138 of Companies Act 2013

3 There were instances of delay in filing the Forms as required to be filed withRegistrar of Companies Delhi and the Company has paid additional fees forthe same

Note This report is to be read with our letter of even date which annexed asAnnexure A and forms an integral part of this report

Omansh Enterprises Limited Annual Report 2016-2017 32

Annexure A to the Secretarial Audit Report

The MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034

1 We have not verified the correctness and appropriateness of financial recordsand Books of Accounts of the Company

2 Where ever required we have obtained the Management representation aboutthe compliance of laws rules and regulations and happening of events etc

3 The compliance of the provisions of Corporate and other applicable lawsrules regulations standards is the responsibility of management Ourexamination was limited to the verification of procedures on the random testbasis

4 We have followed the audit practices and processes as were appropriate toobtain reasonable assurance about the correctness of the contents of thesecretarial records The verification was done on the random test basis toensure that correct facts are reflected in secretarial records We believe thatthe processes and practices we followed provide a reasonable basis for ouropinion

5 The Secretarial Audit report is neither an assurance as to the future viabilityof the company nor of the efficacy or effectiveness with which the managementhas conducted the affairs of the Company

For Amit R Dadheech amp Associates

Amit R DadheechM No 22889 CP No 8952Mumbai September 4 2017

MANAGEMENT DISCUSSION AND ANALYSIS

Your Directors are pleased to present the Management Discussion and AnalysisReports for the year ended March 31 2017 as underbull Overview

The Indian textile industry is one the largest and oldest sectors in the country andamong the most important in the economy in terms of output investment andemployment The sector employs nearly 45 million people directly and it is one ofthe largest sources of employment generation in the country The textile industrycontributes to 10 of manufacturing production 2 of Indiarsquos GDP and to 13 ofthe countryrsquos export earnings With direct linkages to the rural economy and theagriculture sector it has been estimated that one of every six households in thecountry depends on this sector either directly or indirectly for its livelihoodbull Industry Structure

Raw material costs have been increasing globally coupled with a shortage ofskilled workers While a shift is taking place of textiles industries from China andBangladesh to India the industrial climate in India has also become adverse dueto regular increases in input costs Any further appreciation of the Rupee willadversely affect exports from India Though the spinning industry has faredsomewhat better those with a presence in weaving processing or even compositebusinesses are facing the heat due to increases in input cost without being ableto pass on such higher costs to customers as the market is simply unable toabsorb the samebull Opportunities and Threat

There is good scope for growth for the textile industry as Indiarsquos share in theglobal trade in textiles is weak compared to other countries The free tradeenvironment is a great opportunity for the Indian textile industry to increase itsshare in the global market Chinese exports are slowing down on account of variousfactors inclusive of increase in domestic demand and rising costs This is a goodopportunity of which our textile industry should make use but smaller countrieslike Bangladesh Sri Lanka Pakistan Turkey and Vietnam etc are becomingformidable challengersLack of uninterrupted power increased power costs higher transaction costshigh cost of labour is hindering the progress However we are making all outefforts to cope with all these challenges by continuous efforts at cost reductionprocess improvements diversification of products and improving productivity byimproving efficienciesbull Business operations

The Company is engaged in the business of Textile industry During the yearunder review the industry faced various challenges due to global and economicslowdown and increasing rates of interest rates But looking at the huge potentialin India for Textile the company is hopeful of reenter into this sector The growthin the sector is very good and Management expects better results in forth comingyearOmansh Enterprises Limited Annual Report 2016-2017 33

bull Outlook

In light of the new and vibrant management of the company and steady growth inthe operations of the company and looking at the huge demand for residential aswell as commercial space in Delhi the company is hopeful of its upwardperformance the future growth for the benefit of its stakeholders at largebull Internal control System

The company has an effective internal control environment which ensures thatoperation are managed efficiently and effectively assets are safeguardedregulatory are complied with and transactions are recorded after appropriateauthorization The Company has an adequate internal control systemcommensurate with the size of the company and the nature of its business whichensures that functioning of the Company is managed efficiently and effectivelyassets are safeguarded regulatory compliances are complied with and transactionsare recorded after appropriate authorizationbull Human relations

Human resources have always been most valuable assets for Omansh EnterprisesLimited During the year the company has once again gained the confidence of itsHuman Resource as well and company constantly seeks to attract and retain thebest available talent Human resources management incorporates a process drivenapproach that invest regularly in the extensive training programs The Companycontinued to enjoy healthy industrial relations during the yearbull Forward Looking and Cautionary Statements

Management Discussion and Analysis contains forward-looking statementsconcerning the Companyrsquos future plans strategies and performance Theseforward-looking statements are not historical facts rather they representassumptions and beliefs based on economic financial and competitive datacurrently available Furthermore they are subject to a number of risks anduncertainties that without limitation relate to economic conditions fiercecompetition in the information service industry customer demand tax rulesregulations and other factors Readers of this annual report are cautioned not toplace undue reliance on these forward-looking statements The Company thereforewishes to caution readers that actual results may differ materially

On behalf of Board of Directorsof Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanManaging Director Wholetime DirectorDIN 07639422 DIN 07835068

DateSeptember 4 2017Place New Delhi

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 34

Independent Auditorrsquos Report

To the Members of Omansh Enterprises Limited

Report on the Financial Statements

We have audited the accompanying standalone financial statements of OmanshEnterprises Limited (ldquothe Companyrdquo) which comprise the Balance Sheet as atMarch 31 2017 the Statement of Profit and Loss and Cash Flow Statement for theyear then ended and a summary of significant accounting policies and otherexplanatory information

Managementrsquos Responsibility for the Financial Statements

The Companyrsquos Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 (ldquothe Actrdquo) with respect to the preparation ofthese standalone financial statements that give a true and fair view of the financialposition financial performance and cash flows of the Company in accordancewith accounting principles generally accepted in India including the AccountingStandards specified under section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014 and the Companies (Accounting Standards) AmendmentRules 2016 This responsibility includes maintenance of adequate accountingrecords in accordance with the provisions of the Act for safeguarding of the assetsof the Company and for preventing and detecting frauds and other irregularitiesselection and application of appropriate accounting policies making judgmentsand estimates that are reasonable and prudent and the design implementationand maintenance of adequate internal financial control that were operatingeffectively for ensuring the accuracy and completeness of the accounting recordsrelevant to the preparation and presentation of the financial statements that givea true and fair view and are free from material misstatement whether due to fraudor error

Auditorrsquos Responsibility

Our responsibility is to express an opinion on these standalone financial statementsbased on our audit We have taken into account the provisions of the Act theaccounting and auditing standards and matters which are required to be includedin the audit report under the provisions of the Act and the Rules made thereunderWe conducted our audit in accordance with the Standards on Auditing issued bythe Institute of Chartered Accountants of India as specified under Section 143(10)of the Act Those Standards require that we comply with ethical requirements andplan and perform the audit to obtain reasonable assurance about whether thefinancial statements are free from material misstatement

An audit involves performing procedures to obtain audit evidence about theamounts and disclosures in the financial statements The procedures selecteddepend on the auditorrsquos judgment including the assessment of the risks of materialmisstatement of the financial statements whether due to fraud or error In making

Omansh Enterprises Limited Annual Report 2016-2017 35

those risk assessments the auditor considers internal financial control relevantto the Companyrsquos preparation of the financial statements that give a true and fairview in order to design audit procedures that are appropriate in the circumstancesAn audit also includes evaluating the appropriateness of accounting policies usedand the reasonableness of the accounting estimates made by the CompanyrsquosDirectors as well as evaluating the overall presentation of the financial statementsWe believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the standalone financial statements

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the standalone financial statements give the information required bythe Act in the manner so required and give a true and fair view in conformity withthe accounting principles generally accepted in India of the state of affairs of theCompany as at 31st March 2017 its profit and its cash flows for the year endedon that date

Report on Other Legal and Regulatory Requirements

1 As required by the Companies (Auditorrsquos report) Order 2016 (ldquothe Orderrdquo)issued by the Central Government of India in terms of sub-section (11) ofSection 143 of the Act we give in the Annexure 1 a statement on the mattersspecified 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 whichto the best of our knowledge and belief were necessary for the purposeof our audit

b) In our opinion proper books of account as required by law have beenkept by the Company so far as it appears from our examination of thosebooks

c) The Balance Sheet Statement of Profit and Loss and Cash FlowStatement dealt with by this Report are in agreement with the books ofaccount

d) In our opinion the aforesaid standalone financial statements comply withthe Accounting Standards specified under Section 133 of the Act readwith Rule 7 of the Companies (Accounts) Rules 2014 and the Companies(Accounting Standards) Amendment Rules 2016

e) On the basis of written representations received from the directors as on31st March 2017 and taken on record by the Board of Directors none ofthe directors is disqualified as on 31st March 2017 from being appointedas a director in terms of Section 164(2) of the Act

Omansh Enterprises Limited Annual Report 2016-2017 36

f) With respect to the adequacy of the internal financial controls overfinancial reporting of the Company and the operating effectiveness ofsuch controls refer to our separate Report in ldquoAnnexure 2rdquo to this report

g) With respect to the other matters to be included in the Auditorrsquos Reportin accordance with Rule 11 of the Companies (Audit and Auditors) Rules2014 in our opinion and to the best of our information and according tothe explanations given to us

i The Company does not have any pending litigations which wouldimpact its financial position

ii The Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeablelosses

iii There has not been an occasion in which the company during theyear under report to transfer any sum to the Investor Education andProtection Fund Hence the question of delay in transferring suchsum does not arise

iv The Company has provided requisite disclosures in Note No 27 tothese standalone financial statements as to the holding of SpecifiedBank Notes on November 8 2016 to December 30 2016 as well asdealings in Specified Bank Notes during the period from November8 2016 to December 30 2016 Based on our audit procedures andrelying on the management representation regarding the holdingand nature of cash transactions including Specified Bank Noteswe report that these disclosures are in accordance with the books ofaccounts maintained by the Company and as produced to us by theManagement

For Satyendra Mrinal amp AssociatesChartered Accountants

Firm Registration Number 017068N

SK JainPartner

Membership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 37

Annexure 1 referred to in paragraph 1 under the heading ldquoReport on OtherLegal and Regulatory Requirementsrdquo of our Report of even date

(i) (a) The Company has maintained proper records showing fullparticulars including quantitative details and situation of fixedassets

(b) All fixed assets have been physically verified by the managementat regular intervals as informed to us no material discrepancieswere noticed on such verification

(c) According to the information and explanations given by themanagement the Company has not acquired any immovableproperty during the year under audit no comments under thesub-clause are required

(ii) The Company does not have any inventory and accordingly therequirements under paragraph 3(ii) of the Order are not applicable to theCompany

(iii) According to the information and explanation given to us the Companyhas not granted any loans secured or unsecured to companies firmsLimited Liability Partnerships or other parties covered in the registermaintained under Section 189 of the Act and hence clause 3(iii)(a) (b)and (c) of the Order are not applicable to the Company and hence notcommented upon

(iv) In our opinion and according to the information and explanations givento us there are no loans investments guarantees and securities grantedin respect of which provisions of Section 185 and 186 of the Act areapplicable and hence not commented upon

(v) The Company has not accepted any deposits within the meaning ofSections 73 to 76 of the Act and the Companies (Acceptance of Deposits)Rules 2014 (as amended) Accordingly the provisions of clause 3(v) ofthe Order are not applicable

(vi) To the best of our knowledge and as explained the Central Governmenthas not specified the maintenance of cost records under Section 148(1)of the Act for the productsservices of the Company

(vii) (a) According to the information and explanations given to us andbased on the records of the company examined by us thecompany is regular in depositing the undisputed statutory duesincluding income-tax and other statutory dues as applicablewith the appropriate authorities in India

(b) According to the information and explanations given to us andbased on the records of the company examined by us thereare no dues of Income tax which have not been deposited onaccount of any disputes However the remaining taxes specifiedunder the said sub-clause are not applicable to the company

Omansh Enterprises Limited Annual Report 2016-2017 38

(viii) In our opinion and according to the information and explanations givenby the management the Company has not availed of any loans from anyfinancial institution bank or government and not issued any debentures

(ix) In our opinion and according to the information and explanations givenby the management the Company has not raised any money by way ofinitial public offer or further public offer (including debt instruments) andthe company has not raisedtaken any term loan

(x) Based upon the audit procedures performed for the purpose of reportingthe true and fair view of the financial statements and according to theinformation and explanations given by the management we report thatno fraud by the company or no fraud on the company by the officers andemployees of the Company has been noticed or reported during the year

(xi) According to the information and explanations given by the managementthe company has complied with the provisions of Section 197 read withSchedule V of the Companies Act 2013

(xii) In our opinion the Company is not a nidhi company Therefore theprovisions of clause 3(xii) of the order are not applicable to the Companyand hence not commented upon

(xiii) According to the information and explanations given by the managementthere were no transactions with the related parties during the year hencenot commented upon

(xiv) According to the information and explanations given to us and on anoverall examination of the Balance Sheet the Company has not madeany preferential allotment or private placement of shares or fully or partlyconvertible debentures during the year under review and hence reportingrequirements under clause 3(xiv) are not applicable to the Company andnot commented upon

(xv) According to the information and explanations given by the managementthe Company has not entered into any non-cash transactions with thedirectors or persons connected with him as referred to in Section 192 ofCompanies Act 2013

(xvi) According to the information and explanations given to us the provisionsof Section 45-IA of the Reserve Bank of India Act 1934 are not applicableto the Company

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 39

ANNEXURE 2 TO THE INDEPENDENT AUDITORrsquoS REPORT OF EVEN DATEON THE STANDALONE FINANCIAL STATEMENTS OF OMANSHENTERPRISES LIMITED

Report on the Internal Financial Controls under Clause (i) of Sub-section 3of Section 143 of the Companies Act 2013 (ldquothe Actrdquo)

To the Members of Omansh Enterprises Limited

We have audited the internal financial controls over financial reporting of OmanshEnterprises Limited (ldquothe Companyrdquo) as of 31st March 2017 in conjunction withour audit of the standalone financial statements of the Company for the year endedon that date

Managementrsquos Responsibility for Internal Financial Controls

The Companyrsquos Management is responsible for establishing and maintaininginternal financial controls based on the internal control over financial reportingcriteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial ControlsOver Financial Reporting issued by the Institute of Chartered Accountants of IndiaThese responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuringthe orderly and efficient conduct of its business including adherence to theCompanyrsquos policies the safeguarding of its assets the prevention and detectionof frauds and errors the accuracy and completeness of the accounting recordsand the timely preparation of reliable financial information as required under theCompanies Act 2013 (lsquothe Actrsquo)

Auditorrsquos Responsibility

Our responsibility is to express an opinion on the Companyrsquos internal financialcontrols over financial reporting based on our audit We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting (the ldquoGuidance Noterdquo) and the Standards on Auditing asspecified under section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls both applicable to an audit of Internal Financial Controlsand both issued by the Institute of Chartered Accountants of India ThoseStandards and the Guidance Note require that we comply with ethical requirementsand plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects

Our audit involves performing procedures to obtain audit evidence about theadequacy of the internal financial controls system over financial reporting andtheir operating effectiveness Our audit of internal financial controls over financialreporting included obtaining an understanding of internal financial controls overfinancial reporting assessing the risk that a material weakness exists and testing

Omansh Enterprises Limited Annual Report 2016-2017 40

and evaluating the design and operating effectiveness of internal control basedon the assessed risk The procedures selected depend on the auditorrsquos judgementincluding the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error

We believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the internal financial controls systemover financial reporting

Meaning of Internal Financial Controls Over Financial Reporting

A companyrsquos internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles A companyrsquos internal financialcontrol over financial reporting includes those policies and procedures that (1)pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company (2)provide reasonable assurance that transactions are recorded as necessary topermit preparation of financial statements in accordance with generally acceptedaccounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorisations of management and directorsof the company and (3) provide reasonable assurance regarding prevention ortimely detection of unauthorised acquisition use or disposition of the companyrsquosassets 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 financialreporting including the possibility of collusion or improper management overrideof controls material misstatements due to error or fraud may occur and not bedetected Also projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes inconditions or that the degree of compliance with the policies or procedures maydeteriorate

Omansh Enterprises Limited Annual Report 2016-2017 41

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at 31st March 2017 basedon the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls Over Financial Reporting issued bythe Institute of Chartered Accountants of India

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 42

Amount in Particulars Note As At As At

No 31032017 31032016

OMANSH ENTERPRISES LIMITEDRegd off SHOP NO QD-37 DDA MARKET PITAMPURA NEW DELHI-110034

BALANCE SHEET AS AT 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I EQUITY AND LIABILITIES(1) Shareholderrsquos Funds

(a) Share Capital 2 3550000000 3550000000(b) Reserves and Surplus 3 90954266 68038074(c) Money received against share warrants - 3640954266 - 3618038074

(2) Share application money pending allotment - -(3) Non-Current Liabilities

(a) Long-term borrowings - -(b) Deferred tax liabilities (Net) 121300 -(c) Other Long term liabilities - -(d) Long term provisions - 121300 - -

(4) Current Liabilities(a) Short-term borrowings - -(b) Trade payables 4 2658855175 2385034725(c) Other current liabilities 5 13400000 31328100(d) Short-term provisions - 2672255175 - 2416362825

Total 6313330741 6034400899II ASSETS(1) Non-current assets

(a) Fixed assets (i) Tangible assets 6 2888600 4902500 (ii) Intangible assets - - (iii) Capital work-in-progress - - (iv) Intangible assets under development - -(b) Non-current investments 7 801500000 801500000(c) Deferred tax assets (net) - 413300(d) Long term loans and advances 8 910000000 1232160100(e) Other non-current assets - 1714388600 - 2038975900

(2) Current assets(a) Current investments - -(b) Inventories - -(c) Trade receivables 9 4311808246 3931054446(d) Cash and cash equivalents 10 262853595 19436253(e) Short-term loans and advances 11 10054300 16482300(f) Other current assets 12 14226000 4598942141 28452000 3995424999

Total 6313330741 6034400899Significant Accounting PoliciesNotes on financial Statements 1-27

Omansh Enterprises Limited Annual Report 2016-2017 43

Amount in

Particulars Note 2016-17 2015-16No

OMANSH ENTERPRISES LIMITED

STATEMENT OF PROFIT amp LOSS FOR THE YEAR ENDED 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I Revenue from operations 20 1735111517 2138004325II Other Income 21 598242 165707300III Total Revenue I+II 1735709759 2303711625IV Expenses

Purchase of Stock-in-Trade (Net of Return) 1556101986 2019177290Changes in inventories of finished goods work-in-progress and Stock-in-Trade - -Employee benefit expense 22 38500000 92100000Financial costs 23 - 371112Depreciation and amortization expense 24 16239900 22358900Other expenses 25 91717081 130240960

IV Total Expenses 1702558967 2264248262V Profit before exceptional and extraordinary items and tax III-IV 33150792 39463363VI Exceptional Items - -VII Profit before extraordinary items and tax V-VI 33150792 39463363VIII Extraordinary Items - -IX Profit before tax VII-VIII 33150792 39463363X Tax expense

(1) Current tax 9700000 11638100(2) Deferred tax 534600 27512500

XI Profit(Loss) from the perid from continuing operations IX-X 22916192 312763XII Profit(Loss) from discontinuing operations - -XIII Tax expense of discounting operations - -XIV Profit(Loss) from Discontinuing operations XII-XIII - -XV Profit(Loss) for the period XI+XIV 22916192 312763XVI Earning per equity share 26

(1) Basic 001 000(2) Diluted 001 000

Omansh Enterprises Limited Annual Report 2016-2017 44

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2017(Amount in )

Particulars 2016-17 2015-16A Cash Flow from Operating Activities

Profit(Loss) before Taxation 331508 394634Adjustments for Depreciation 20139 81329Preliminary expenses 142260 142260Loss (Profit) on Sale of assets - -Finance cost - 3711Interest Income - -Operating Profit(Loss) before Working Capital Changes 493907 621934Adjustments for Trade and Other Receivables (3807538) 198975Inventories - -Loans and Advances 3285881 (4365027)Trade and Other Payables 2558924 859666Provisions - -Other current Assets - 6837Cash Generated from Operations 2531173 (2677615)Direct Tax Paid (97000) (116381)Net Cash generated from Operating Activities 2434173 (2793996)

B Cash Flow from Investing ActivitiesPurchase of Fixed Assets - -Sale of assets - -Investments - -Interest Income - -Net Cash used in Investing Activities - -

C Cash Flow from Financing ActivitiesProceeds of Borrowings - -Finance cost - (3711)Net Cash generated from in Financing Activities - (3711)Net Increase(Decrease) in Cash and Cash Equivalents (A+B+C) 2434173 (2797708)Cash and Cash Equivalents Opening 194362 2992070Cash and Cash Equivalents Closing 2628536 194362

Notes1 The above Cash Flow Statement has been prepared under the indirect method as set out in the Accounting Standard on Cash Flow Statement

(AS-3)2 Figures in Brackets indicate Cash Outflow3 Previous Year rsquos figures have been recast regrouped and restated where ever necessary

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 45

Notes Forming Part of Financial Statements

NOTE 1

A CORPORATE INFORMATION

The company is engaged in the business of trading in ClothClothingFabric in India the disclosure requirements of AccountingStandard-17 Segment Reporting are not applicable

B SIGNIFICANT ACCOUNTING POLICIES

I BASIS OF PREPARATION

The accompanying financial statements have been prepared andpresented as a going concern under historical cost convention onthe accrual basis of accounting unless otherwise stated inaccordance with the generally accepted accounting principles inIndia (Indian GAAP) and comply with the Accounting Standardsspecified under Section 133 of the Companies Act 2013 (The Act)read with paragraph 7 of the Companies (Accounts) Rules 2014and relevant provisions of the Companies Act 2013

The accounting policies have been consistently applied by theCompany and are consistent with those used in the previous year

All assets and liabilities have been classified as current or non-current as per the Companyrsquos normal operating cycle and othercriteria set out in the Schedule III of the Companies Act 2013Based on the nature of products and the time between theacquisition of assets for processing and their realisation in cashand cash equivalents the Company has ascertained its operatingcycle as up to twelve months for the purpose of currentnon-currentclassification of assets and liabilities

II USE OF ESTIMATES

The preparation of financial statements in conformity with IndianGAAP requires the management to make judgements estimatesand assumptions that affect the reported amounts of revenuesexpenses assets and liabilities and disclosure of contingentliabilities at the end of the reporting period Although these

Omansh Enterprises Limited Annual Report 2016-2017 46

estimates are based on the managementrsquos best knowledge ofcurrent events and actions uncertainty about these assumptionsand estimates could result in the outcomes requiring a materialadjustment to the carrying amounts of assets or liabilities in futureperiods

Significant estimates used by the management in the preparationof these financial statements include the useful life of fixed assetsand intangible assets and provisions for doubtful debtsadvancesDifference if any between the actual results and estimates arerecognized in the period in which the results are knownmaterialized

III FIXED ASSETS AND DEPRECIATION

Fixed assets are recorded at cost of acquisition and installationincluding freight duties levies less accumulated depreciation Costof acquisition includes rates taxes and any other directlyattributable cost for bringing the asset to its working condition forintended use

Depreciation on Tangible Fixed Assets is provided on Written DownValue method using the rates arrived at based on the useful livesas specified in the Schedule II of the Companies Act 2013 orestimated by the management The Company has used thefollowing useful life to provide depreciation on its fixed assets

Omansh Enterprises Limited Annual Report 2016-2017 47

(a) Assets where useful life is same as Schedule II

Assets Useful Life as Prescribedby Schedule II of theCompanies Act 2013

Factory Building 30 years

Plant amp Machinery (other thancontinuous process plant notcovered under specific industries) 15 years

Furniture amp Fittings 10 years

Motor Cycles scooters and other mopeds 10 years

Vehicles (Motor Cars) 8 years

Office Equipments 5 years

Computer printers amp data processing units 3 years

Electrical Installations 10 years

(b) Assets where useful life differ from Schedule II

Fixed Assets individually costing less than Rupees five thousandare fully depreciated in the year of purchase

(c) Depreciation

Depreciation on the Fixed Assets addeddisposed offdiscardedduring the year is provided on pro-rata basis with reference to thedate of additiondisposaldiscarding and in the case of capitalisationof any asset depreciation is charged from the date the same isreadyput to use to the Statement of Profit and Loss

IV INTANGIBLE ASSETS AND AMORTISATION

Intangible Assets are stated at acquisition cost net of accumulatedamortisation and accumulated impairment losses if any Intangibleassets are amortised on a straight-line basis over their estimateduseful lives

Omansh Enterprises Limited Annual Report 2016-2017 48

The Company amortises miscellaneous expenditure representingthe Companyrsquos formation expenses over a period of 5 yearsFurther the cost of Direct Listing of Equity Shares on BSE Limitedhas also been included in the same

V BORROWING COSTS

Borrowing Costs attributable to acquisition and construction ofqualifying assets are capitalised as a part of the cost of such assetsup to the date when such assets are ready for its intended useOther borrowing costs are charged to the Statement of Profit andLoss in the period in which they are incurred

VI FOREIGN CURRENCY TRANSACTIONS

The Company has not dealt with any foreign currency transactionduring the Financial Year

VII INVESTMENTS

Investments which are readily realisable and intended to be heldfor not more than one year from the date on which such investmentsare made are classified as current investments All otherinvestments are classified as long-term investments

Investments are recorded at cost on the date of purchase whichinclude acquisition charges such as brokerage stamp duty taxesetc Current Investments are stated at lower of cost and netrealisable value Long-term investments are stated at cost afterdeducting provisions made if any for other than temporarydiminution in the value

VIII REVENUE RECOGNITION

Revenue is recognised to the extent that it is probable that theeconomic benefits will flow to the Company and can be reliablymeasured

Revenue from sale of products is recognised when the significantrisks and rewards of ownership of the goods have passed to thebuyer Sale of goods are recorded net of trade discounts rebatesSales Tax Value Added Tax and gross of Excise Duty

Omansh Enterprises Limited Annual Report 2016-2017 49

Interest income is recognized on a time proportion basis takinginto account the amount outstanding and the rate applicable

Dividend income on investments is accounted for on receipt of thesame

All expenses and income to the extent considered payable andreceivable respectively unless specifically stated be otherwise areaccounted for on mercantile basis

IX RETIREMENT AND OTHER EMPLOYEE BENEFITS

(a) Provident Fund

Provision of Provident Fund is not applicable to theCompany

(b) Gratuity

No provision for gratuity has been made as there is noamount due towards Gratuity payable

(c) Compensated Leaves

Unutilized leave of staff lapses as at the year end and isnot encashable Accordingly no provision is made forcompensated Leaves

X TAXATION

Tax expense comprises of current and deferred tax

Current Tax

Provision for current tax is made after taking into considerationbenefits admissible under the provisions of the Income-tax Act1961 Minimum Alternative Tax (MAT) credit is recognized wherethere is convincing evidence that the same can be utilized in future

Current tax assets and current tax liabilities are offset when thereis a legally enforceable right to set off the recognized amounts andthere is an intention to settle the asset and the liability on a netbasis

Omansh Enterprises Limited Annual Report 2016-2017 50

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 35: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

Omansh Enterprises Limited Annual Report 2016-2017 32

Annexure A to the Secretarial Audit Report

The MembersOmansh Enterprises LimitedShop No 37 QD Block DDA MarketPitampura New Delhi - 110034

1 We have not verified the correctness and appropriateness of financial recordsand Books of Accounts of the Company

2 Where ever required we have obtained the Management representation aboutthe compliance of laws rules and regulations and happening of events etc

3 The compliance of the provisions of Corporate and other applicable lawsrules regulations standards is the responsibility of management Ourexamination was limited to the verification of procedures on the random testbasis

4 We have followed the audit practices and processes as were appropriate toobtain reasonable assurance about the correctness of the contents of thesecretarial records The verification was done on the random test basis toensure that correct facts are reflected in secretarial records We believe thatthe processes and practices we followed provide a reasonable basis for ouropinion

5 The Secretarial Audit report is neither an assurance as to the future viabilityof the company nor of the efficacy or effectiveness with which the managementhas conducted the affairs of the Company

For Amit R Dadheech amp Associates

Amit R DadheechM No 22889 CP No 8952Mumbai September 4 2017

MANAGEMENT DISCUSSION AND ANALYSIS

Your Directors are pleased to present the Management Discussion and AnalysisReports for the year ended March 31 2017 as underbull Overview

The Indian textile industry is one the largest and oldest sectors in the country andamong the most important in the economy in terms of output investment andemployment The sector employs nearly 45 million people directly and it is one ofthe largest sources of employment generation in the country The textile industrycontributes to 10 of manufacturing production 2 of Indiarsquos GDP and to 13 ofthe countryrsquos export earnings With direct linkages to the rural economy and theagriculture sector it has been estimated that one of every six households in thecountry depends on this sector either directly or indirectly for its livelihoodbull Industry Structure

Raw material costs have been increasing globally coupled with a shortage ofskilled workers While a shift is taking place of textiles industries from China andBangladesh to India the industrial climate in India has also become adverse dueto regular increases in input costs Any further appreciation of the Rupee willadversely affect exports from India Though the spinning industry has faredsomewhat better those with a presence in weaving processing or even compositebusinesses are facing the heat due to increases in input cost without being ableto pass on such higher costs to customers as the market is simply unable toabsorb the samebull Opportunities and Threat

There is good scope for growth for the textile industry as Indiarsquos share in theglobal trade in textiles is weak compared to other countries The free tradeenvironment is a great opportunity for the Indian textile industry to increase itsshare in the global market Chinese exports are slowing down on account of variousfactors inclusive of increase in domestic demand and rising costs This is a goodopportunity of which our textile industry should make use but smaller countrieslike Bangladesh Sri Lanka Pakistan Turkey and Vietnam etc are becomingformidable challengersLack of uninterrupted power increased power costs higher transaction costshigh cost of labour is hindering the progress However we are making all outefforts to cope with all these challenges by continuous efforts at cost reductionprocess improvements diversification of products and improving productivity byimproving efficienciesbull Business operations

The Company is engaged in the business of Textile industry During the yearunder review the industry faced various challenges due to global and economicslowdown and increasing rates of interest rates But looking at the huge potentialin India for Textile the company is hopeful of reenter into this sector The growthin the sector is very good and Management expects better results in forth comingyearOmansh Enterprises Limited Annual Report 2016-2017 33

bull Outlook

In light of the new and vibrant management of the company and steady growth inthe operations of the company and looking at the huge demand for residential aswell as commercial space in Delhi the company is hopeful of its upwardperformance the future growth for the benefit of its stakeholders at largebull Internal control System

The company has an effective internal control environment which ensures thatoperation are managed efficiently and effectively assets are safeguardedregulatory are complied with and transactions are recorded after appropriateauthorization The Company has an adequate internal control systemcommensurate with the size of the company and the nature of its business whichensures that functioning of the Company is managed efficiently and effectivelyassets are safeguarded regulatory compliances are complied with and transactionsare recorded after appropriate authorizationbull Human relations

Human resources have always been most valuable assets for Omansh EnterprisesLimited During the year the company has once again gained the confidence of itsHuman Resource as well and company constantly seeks to attract and retain thebest available talent Human resources management incorporates a process drivenapproach that invest regularly in the extensive training programs The Companycontinued to enjoy healthy industrial relations during the yearbull Forward Looking and Cautionary Statements

Management Discussion and Analysis contains forward-looking statementsconcerning the Companyrsquos future plans strategies and performance Theseforward-looking statements are not historical facts rather they representassumptions and beliefs based on economic financial and competitive datacurrently available Furthermore they are subject to a number of risks anduncertainties that without limitation relate to economic conditions fiercecompetition in the information service industry customer demand tax rulesregulations and other factors Readers of this annual report are cautioned not toplace undue reliance on these forward-looking statements The Company thereforewishes to caution readers that actual results may differ materially

On behalf of Board of Directorsof Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanManaging Director Wholetime DirectorDIN 07639422 DIN 07835068

DateSeptember 4 2017Place New Delhi

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 34

Independent Auditorrsquos Report

To the Members of Omansh Enterprises Limited

Report on the Financial Statements

We have audited the accompanying standalone financial statements of OmanshEnterprises Limited (ldquothe Companyrdquo) which comprise the Balance Sheet as atMarch 31 2017 the Statement of Profit and Loss and Cash Flow Statement for theyear then ended and a summary of significant accounting policies and otherexplanatory information

Managementrsquos Responsibility for the Financial Statements

The Companyrsquos Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 (ldquothe Actrdquo) with respect to the preparation ofthese standalone financial statements that give a true and fair view of the financialposition financial performance and cash flows of the Company in accordancewith accounting principles generally accepted in India including the AccountingStandards specified under section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014 and the Companies (Accounting Standards) AmendmentRules 2016 This responsibility includes maintenance of adequate accountingrecords in accordance with the provisions of the Act for safeguarding of the assetsof the Company and for preventing and detecting frauds and other irregularitiesselection and application of appropriate accounting policies making judgmentsand estimates that are reasonable and prudent and the design implementationand maintenance of adequate internal financial control that were operatingeffectively for ensuring the accuracy and completeness of the accounting recordsrelevant to the preparation and presentation of the financial statements that givea true and fair view and are free from material misstatement whether due to fraudor error

Auditorrsquos Responsibility

Our responsibility is to express an opinion on these standalone financial statementsbased on our audit We have taken into account the provisions of the Act theaccounting and auditing standards and matters which are required to be includedin the audit report under the provisions of the Act and the Rules made thereunderWe conducted our audit in accordance with the Standards on Auditing issued bythe Institute of Chartered Accountants of India as specified under Section 143(10)of the Act Those Standards require that we comply with ethical requirements andplan and perform the audit to obtain reasonable assurance about whether thefinancial statements are free from material misstatement

An audit involves performing procedures to obtain audit evidence about theamounts and disclosures in the financial statements The procedures selecteddepend on the auditorrsquos judgment including the assessment of the risks of materialmisstatement of the financial statements whether due to fraud or error In making

Omansh Enterprises Limited Annual Report 2016-2017 35

those risk assessments the auditor considers internal financial control relevantto the Companyrsquos preparation of the financial statements that give a true and fairview in order to design audit procedures that are appropriate in the circumstancesAn audit also includes evaluating the appropriateness of accounting policies usedand the reasonableness of the accounting estimates made by the CompanyrsquosDirectors as well as evaluating the overall presentation of the financial statementsWe believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the standalone financial statements

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the standalone financial statements give the information required bythe Act in the manner so required and give a true and fair view in conformity withthe accounting principles generally accepted in India of the state of affairs of theCompany as at 31st March 2017 its profit and its cash flows for the year endedon that date

Report on Other Legal and Regulatory Requirements

1 As required by the Companies (Auditorrsquos report) Order 2016 (ldquothe Orderrdquo)issued by the Central Government of India in terms of sub-section (11) ofSection 143 of the Act we give in the Annexure 1 a statement on the mattersspecified 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 whichto the best of our knowledge and belief were necessary for the purposeof our audit

b) In our opinion proper books of account as required by law have beenkept by the Company so far as it appears from our examination of thosebooks

c) The Balance Sheet Statement of Profit and Loss and Cash FlowStatement dealt with by this Report are in agreement with the books ofaccount

d) In our opinion the aforesaid standalone financial statements comply withthe Accounting Standards specified under Section 133 of the Act readwith Rule 7 of the Companies (Accounts) Rules 2014 and the Companies(Accounting Standards) Amendment Rules 2016

e) On the basis of written representations received from the directors as on31st March 2017 and taken on record by the Board of Directors none ofthe directors is disqualified as on 31st March 2017 from being appointedas a director in terms of Section 164(2) of the Act

Omansh Enterprises Limited Annual Report 2016-2017 36

f) With respect to the adequacy of the internal financial controls overfinancial reporting of the Company and the operating effectiveness ofsuch controls refer to our separate Report in ldquoAnnexure 2rdquo to this report

g) With respect to the other matters to be included in the Auditorrsquos Reportin accordance with Rule 11 of the Companies (Audit and Auditors) Rules2014 in our opinion and to the best of our information and according tothe explanations given to us

i The Company does not have any pending litigations which wouldimpact its financial position

ii The Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeablelosses

iii There has not been an occasion in which the company during theyear under report to transfer any sum to the Investor Education andProtection Fund Hence the question of delay in transferring suchsum does not arise

iv The Company has provided requisite disclosures in Note No 27 tothese standalone financial statements as to the holding of SpecifiedBank Notes on November 8 2016 to December 30 2016 as well asdealings in Specified Bank Notes during the period from November8 2016 to December 30 2016 Based on our audit procedures andrelying on the management representation regarding the holdingand nature of cash transactions including Specified Bank Noteswe report that these disclosures are in accordance with the books ofaccounts maintained by the Company and as produced to us by theManagement

For Satyendra Mrinal amp AssociatesChartered Accountants

Firm Registration Number 017068N

SK JainPartner

Membership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 37

Annexure 1 referred to in paragraph 1 under the heading ldquoReport on OtherLegal and Regulatory Requirementsrdquo of our Report of even date

(i) (a) The Company has maintained proper records showing fullparticulars including quantitative details and situation of fixedassets

(b) All fixed assets have been physically verified by the managementat regular intervals as informed to us no material discrepancieswere noticed on such verification

(c) According to the information and explanations given by themanagement the Company has not acquired any immovableproperty during the year under audit no comments under thesub-clause are required

(ii) The Company does not have any inventory and accordingly therequirements under paragraph 3(ii) of the Order are not applicable to theCompany

(iii) According to the information and explanation given to us the Companyhas not granted any loans secured or unsecured to companies firmsLimited Liability Partnerships or other parties covered in the registermaintained under Section 189 of the Act and hence clause 3(iii)(a) (b)and (c) of the Order are not applicable to the Company and hence notcommented upon

(iv) In our opinion and according to the information and explanations givento us there are no loans investments guarantees and securities grantedin respect of which provisions of Section 185 and 186 of the Act areapplicable and hence not commented upon

(v) The Company has not accepted any deposits within the meaning ofSections 73 to 76 of the Act and the Companies (Acceptance of Deposits)Rules 2014 (as amended) Accordingly the provisions of clause 3(v) ofthe Order are not applicable

(vi) To the best of our knowledge and as explained the Central Governmenthas not specified the maintenance of cost records under Section 148(1)of the Act for the productsservices of the Company

(vii) (a) According to the information and explanations given to us andbased on the records of the company examined by us thecompany is regular in depositing the undisputed statutory duesincluding income-tax and other statutory dues as applicablewith the appropriate authorities in India

(b) According to the information and explanations given to us andbased on the records of the company examined by us thereare no dues of Income tax which have not been deposited onaccount of any disputes However the remaining taxes specifiedunder the said sub-clause are not applicable to the company

Omansh Enterprises Limited Annual Report 2016-2017 38

(viii) In our opinion and according to the information and explanations givenby the management the Company has not availed of any loans from anyfinancial institution bank or government and not issued any debentures

(ix) In our opinion and according to the information and explanations givenby the management the Company has not raised any money by way ofinitial public offer or further public offer (including debt instruments) andthe company has not raisedtaken any term loan

(x) Based upon the audit procedures performed for the purpose of reportingthe true and fair view of the financial statements and according to theinformation and explanations given by the management we report thatno fraud by the company or no fraud on the company by the officers andemployees of the Company has been noticed or reported during the year

(xi) According to the information and explanations given by the managementthe company has complied with the provisions of Section 197 read withSchedule V of the Companies Act 2013

(xii) In our opinion the Company is not a nidhi company Therefore theprovisions of clause 3(xii) of the order are not applicable to the Companyand hence not commented upon

(xiii) According to the information and explanations given by the managementthere were no transactions with the related parties during the year hencenot commented upon

(xiv) According to the information and explanations given to us and on anoverall examination of the Balance Sheet the Company has not madeany preferential allotment or private placement of shares or fully or partlyconvertible debentures during the year under review and hence reportingrequirements under clause 3(xiv) are not applicable to the Company andnot commented upon

(xv) According to the information and explanations given by the managementthe Company has not entered into any non-cash transactions with thedirectors or persons connected with him as referred to in Section 192 ofCompanies Act 2013

(xvi) According to the information and explanations given to us the provisionsof Section 45-IA of the Reserve Bank of India Act 1934 are not applicableto the Company

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 39

ANNEXURE 2 TO THE INDEPENDENT AUDITORrsquoS REPORT OF EVEN DATEON THE STANDALONE FINANCIAL STATEMENTS OF OMANSHENTERPRISES LIMITED

Report on the Internal Financial Controls under Clause (i) of Sub-section 3of Section 143 of the Companies Act 2013 (ldquothe Actrdquo)

To the Members of Omansh Enterprises Limited

We have audited the internal financial controls over financial reporting of OmanshEnterprises Limited (ldquothe Companyrdquo) as of 31st March 2017 in conjunction withour audit of the standalone financial statements of the Company for the year endedon that date

Managementrsquos Responsibility for Internal Financial Controls

The Companyrsquos Management is responsible for establishing and maintaininginternal financial controls based on the internal control over financial reportingcriteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial ControlsOver Financial Reporting issued by the Institute of Chartered Accountants of IndiaThese responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuringthe orderly and efficient conduct of its business including adherence to theCompanyrsquos policies the safeguarding of its assets the prevention and detectionof frauds and errors the accuracy and completeness of the accounting recordsand the timely preparation of reliable financial information as required under theCompanies Act 2013 (lsquothe Actrsquo)

Auditorrsquos Responsibility

Our responsibility is to express an opinion on the Companyrsquos internal financialcontrols over financial reporting based on our audit We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting (the ldquoGuidance Noterdquo) and the Standards on Auditing asspecified under section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls both applicable to an audit of Internal Financial Controlsand both issued by the Institute of Chartered Accountants of India ThoseStandards and the Guidance Note require that we comply with ethical requirementsand plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects

Our audit involves performing procedures to obtain audit evidence about theadequacy of the internal financial controls system over financial reporting andtheir operating effectiveness Our audit of internal financial controls over financialreporting included obtaining an understanding of internal financial controls overfinancial reporting assessing the risk that a material weakness exists and testing

Omansh Enterprises Limited Annual Report 2016-2017 40

and evaluating the design and operating effectiveness of internal control basedon the assessed risk The procedures selected depend on the auditorrsquos judgementincluding the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error

We believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the internal financial controls systemover financial reporting

Meaning of Internal Financial Controls Over Financial Reporting

A companyrsquos internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles A companyrsquos internal financialcontrol over financial reporting includes those policies and procedures that (1)pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company (2)provide reasonable assurance that transactions are recorded as necessary topermit preparation of financial statements in accordance with generally acceptedaccounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorisations of management and directorsof the company and (3) provide reasonable assurance regarding prevention ortimely detection of unauthorised acquisition use or disposition of the companyrsquosassets 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 financialreporting including the possibility of collusion or improper management overrideof controls material misstatements due to error or fraud may occur and not bedetected Also projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes inconditions or that the degree of compliance with the policies or procedures maydeteriorate

Omansh Enterprises Limited Annual Report 2016-2017 41

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at 31st March 2017 basedon the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls Over Financial Reporting issued bythe Institute of Chartered Accountants of India

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 42

Amount in Particulars Note As At As At

No 31032017 31032016

OMANSH ENTERPRISES LIMITEDRegd off SHOP NO QD-37 DDA MARKET PITAMPURA NEW DELHI-110034

BALANCE SHEET AS AT 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I EQUITY AND LIABILITIES(1) Shareholderrsquos Funds

(a) Share Capital 2 3550000000 3550000000(b) Reserves and Surplus 3 90954266 68038074(c) Money received against share warrants - 3640954266 - 3618038074

(2) Share application money pending allotment - -(3) Non-Current Liabilities

(a) Long-term borrowings - -(b) Deferred tax liabilities (Net) 121300 -(c) Other Long term liabilities - -(d) Long term provisions - 121300 - -

(4) Current Liabilities(a) Short-term borrowings - -(b) Trade payables 4 2658855175 2385034725(c) Other current liabilities 5 13400000 31328100(d) Short-term provisions - 2672255175 - 2416362825

Total 6313330741 6034400899II ASSETS(1) Non-current assets

(a) Fixed assets (i) Tangible assets 6 2888600 4902500 (ii) Intangible assets - - (iii) Capital work-in-progress - - (iv) Intangible assets under development - -(b) Non-current investments 7 801500000 801500000(c) Deferred tax assets (net) - 413300(d) Long term loans and advances 8 910000000 1232160100(e) Other non-current assets - 1714388600 - 2038975900

(2) Current assets(a) Current investments - -(b) Inventories - -(c) Trade receivables 9 4311808246 3931054446(d) Cash and cash equivalents 10 262853595 19436253(e) Short-term loans and advances 11 10054300 16482300(f) Other current assets 12 14226000 4598942141 28452000 3995424999

Total 6313330741 6034400899Significant Accounting PoliciesNotes on financial Statements 1-27

Omansh Enterprises Limited Annual Report 2016-2017 43

Amount in

Particulars Note 2016-17 2015-16No

OMANSH ENTERPRISES LIMITED

STATEMENT OF PROFIT amp LOSS FOR THE YEAR ENDED 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I Revenue from operations 20 1735111517 2138004325II Other Income 21 598242 165707300III Total Revenue I+II 1735709759 2303711625IV Expenses

Purchase of Stock-in-Trade (Net of Return) 1556101986 2019177290Changes in inventories of finished goods work-in-progress and Stock-in-Trade - -Employee benefit expense 22 38500000 92100000Financial costs 23 - 371112Depreciation and amortization expense 24 16239900 22358900Other expenses 25 91717081 130240960

IV Total Expenses 1702558967 2264248262V Profit before exceptional and extraordinary items and tax III-IV 33150792 39463363VI Exceptional Items - -VII Profit before extraordinary items and tax V-VI 33150792 39463363VIII Extraordinary Items - -IX Profit before tax VII-VIII 33150792 39463363X Tax expense

(1) Current tax 9700000 11638100(2) Deferred tax 534600 27512500

XI Profit(Loss) from the perid from continuing operations IX-X 22916192 312763XII Profit(Loss) from discontinuing operations - -XIII Tax expense of discounting operations - -XIV Profit(Loss) from Discontinuing operations XII-XIII - -XV Profit(Loss) for the period XI+XIV 22916192 312763XVI Earning per equity share 26

(1) Basic 001 000(2) Diluted 001 000

Omansh Enterprises Limited Annual Report 2016-2017 44

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2017(Amount in )

Particulars 2016-17 2015-16A Cash Flow from Operating Activities

Profit(Loss) before Taxation 331508 394634Adjustments for Depreciation 20139 81329Preliminary expenses 142260 142260Loss (Profit) on Sale of assets - -Finance cost - 3711Interest Income - -Operating Profit(Loss) before Working Capital Changes 493907 621934Adjustments for Trade and Other Receivables (3807538) 198975Inventories - -Loans and Advances 3285881 (4365027)Trade and Other Payables 2558924 859666Provisions - -Other current Assets - 6837Cash Generated from Operations 2531173 (2677615)Direct Tax Paid (97000) (116381)Net Cash generated from Operating Activities 2434173 (2793996)

B Cash Flow from Investing ActivitiesPurchase of Fixed Assets - -Sale of assets - -Investments - -Interest Income - -Net Cash used in Investing Activities - -

C Cash Flow from Financing ActivitiesProceeds of Borrowings - -Finance cost - (3711)Net Cash generated from in Financing Activities - (3711)Net Increase(Decrease) in Cash and Cash Equivalents (A+B+C) 2434173 (2797708)Cash and Cash Equivalents Opening 194362 2992070Cash and Cash Equivalents Closing 2628536 194362

Notes1 The above Cash Flow Statement has been prepared under the indirect method as set out in the Accounting Standard on Cash Flow Statement

(AS-3)2 Figures in Brackets indicate Cash Outflow3 Previous Year rsquos figures have been recast regrouped and restated where ever necessary

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 45

Notes Forming Part of Financial Statements

NOTE 1

A CORPORATE INFORMATION

The company is engaged in the business of trading in ClothClothingFabric in India the disclosure requirements of AccountingStandard-17 Segment Reporting are not applicable

B SIGNIFICANT ACCOUNTING POLICIES

I BASIS OF PREPARATION

The accompanying financial statements have been prepared andpresented as a going concern under historical cost convention onthe accrual basis of accounting unless otherwise stated inaccordance with the generally accepted accounting principles inIndia (Indian GAAP) and comply with the Accounting Standardsspecified under Section 133 of the Companies Act 2013 (The Act)read with paragraph 7 of the Companies (Accounts) Rules 2014and relevant provisions of the Companies Act 2013

The accounting policies have been consistently applied by theCompany and are consistent with those used in the previous year

All assets and liabilities have been classified as current or non-current as per the Companyrsquos normal operating cycle and othercriteria set out in the Schedule III of the Companies Act 2013Based on the nature of products and the time between theacquisition of assets for processing and their realisation in cashand cash equivalents the Company has ascertained its operatingcycle as up to twelve months for the purpose of currentnon-currentclassification of assets and liabilities

II USE OF ESTIMATES

The preparation of financial statements in conformity with IndianGAAP requires the management to make judgements estimatesand assumptions that affect the reported amounts of revenuesexpenses assets and liabilities and disclosure of contingentliabilities at the end of the reporting period Although these

Omansh Enterprises Limited Annual Report 2016-2017 46

estimates are based on the managementrsquos best knowledge ofcurrent events and actions uncertainty about these assumptionsand estimates could result in the outcomes requiring a materialadjustment to the carrying amounts of assets or liabilities in futureperiods

Significant estimates used by the management in the preparationof these financial statements include the useful life of fixed assetsand intangible assets and provisions for doubtful debtsadvancesDifference if any between the actual results and estimates arerecognized in the period in which the results are knownmaterialized

III FIXED ASSETS AND DEPRECIATION

Fixed assets are recorded at cost of acquisition and installationincluding freight duties levies less accumulated depreciation Costof acquisition includes rates taxes and any other directlyattributable cost for bringing the asset to its working condition forintended use

Depreciation on Tangible Fixed Assets is provided on Written DownValue method using the rates arrived at based on the useful livesas specified in the Schedule II of the Companies Act 2013 orestimated by the management The Company has used thefollowing useful life to provide depreciation on its fixed assets

Omansh Enterprises Limited Annual Report 2016-2017 47

(a) Assets where useful life is same as Schedule II

Assets Useful Life as Prescribedby Schedule II of theCompanies Act 2013

Factory Building 30 years

Plant amp Machinery (other thancontinuous process plant notcovered under specific industries) 15 years

Furniture amp Fittings 10 years

Motor Cycles scooters and other mopeds 10 years

Vehicles (Motor Cars) 8 years

Office Equipments 5 years

Computer printers amp data processing units 3 years

Electrical Installations 10 years

(b) Assets where useful life differ from Schedule II

Fixed Assets individually costing less than Rupees five thousandare fully depreciated in the year of purchase

(c) Depreciation

Depreciation on the Fixed Assets addeddisposed offdiscardedduring the year is provided on pro-rata basis with reference to thedate of additiondisposaldiscarding and in the case of capitalisationof any asset depreciation is charged from the date the same isreadyput to use to the Statement of Profit and Loss

IV INTANGIBLE ASSETS AND AMORTISATION

Intangible Assets are stated at acquisition cost net of accumulatedamortisation and accumulated impairment losses if any Intangibleassets are amortised on a straight-line basis over their estimateduseful lives

Omansh Enterprises Limited Annual Report 2016-2017 48

The Company amortises miscellaneous expenditure representingthe Companyrsquos formation expenses over a period of 5 yearsFurther the cost of Direct Listing of Equity Shares on BSE Limitedhas also been included in the same

V BORROWING COSTS

Borrowing Costs attributable to acquisition and construction ofqualifying assets are capitalised as a part of the cost of such assetsup to the date when such assets are ready for its intended useOther borrowing costs are charged to the Statement of Profit andLoss in the period in which they are incurred

VI FOREIGN CURRENCY TRANSACTIONS

The Company has not dealt with any foreign currency transactionduring the Financial Year

VII INVESTMENTS

Investments which are readily realisable and intended to be heldfor not more than one year from the date on which such investmentsare made are classified as current investments All otherinvestments are classified as long-term investments

Investments are recorded at cost on the date of purchase whichinclude acquisition charges such as brokerage stamp duty taxesetc Current Investments are stated at lower of cost and netrealisable value Long-term investments are stated at cost afterdeducting provisions made if any for other than temporarydiminution in the value

VIII REVENUE RECOGNITION

Revenue is recognised to the extent that it is probable that theeconomic benefits will flow to the Company and can be reliablymeasured

Revenue from sale of products is recognised when the significantrisks and rewards of ownership of the goods have passed to thebuyer Sale of goods are recorded net of trade discounts rebatesSales Tax Value Added Tax and gross of Excise Duty

Omansh Enterprises Limited Annual Report 2016-2017 49

Interest income is recognized on a time proportion basis takinginto account the amount outstanding and the rate applicable

Dividend income on investments is accounted for on receipt of thesame

All expenses and income to the extent considered payable andreceivable respectively unless specifically stated be otherwise areaccounted for on mercantile basis

IX RETIREMENT AND OTHER EMPLOYEE BENEFITS

(a) Provident Fund

Provision of Provident Fund is not applicable to theCompany

(b) Gratuity

No provision for gratuity has been made as there is noamount due towards Gratuity payable

(c) Compensated Leaves

Unutilized leave of staff lapses as at the year end and isnot encashable Accordingly no provision is made forcompensated Leaves

X TAXATION

Tax expense comprises of current and deferred tax

Current Tax

Provision for current tax is made after taking into considerationbenefits admissible under the provisions of the Income-tax Act1961 Minimum Alternative Tax (MAT) credit is recognized wherethere is convincing evidence that the same can be utilized in future

Current tax assets and current tax liabilities are offset when thereis a legally enforceable right to set off the recognized amounts andthere is an intention to settle the asset and the liability on a netbasis

Omansh Enterprises Limited Annual Report 2016-2017 50

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 36: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

MANAGEMENT DISCUSSION AND ANALYSIS

Your Directors are pleased to present the Management Discussion and AnalysisReports for the year ended March 31 2017 as underbull Overview

The Indian textile industry is one the largest and oldest sectors in the country andamong the most important in the economy in terms of output investment andemployment The sector employs nearly 45 million people directly and it is one ofthe largest sources of employment generation in the country The textile industrycontributes to 10 of manufacturing production 2 of Indiarsquos GDP and to 13 ofthe countryrsquos export earnings With direct linkages to the rural economy and theagriculture sector it has been estimated that one of every six households in thecountry depends on this sector either directly or indirectly for its livelihoodbull Industry Structure

Raw material costs have been increasing globally coupled with a shortage ofskilled workers While a shift is taking place of textiles industries from China andBangladesh to India the industrial climate in India has also become adverse dueto regular increases in input costs Any further appreciation of the Rupee willadversely affect exports from India Though the spinning industry has faredsomewhat better those with a presence in weaving processing or even compositebusinesses are facing the heat due to increases in input cost without being ableto pass on such higher costs to customers as the market is simply unable toabsorb the samebull Opportunities and Threat

There is good scope for growth for the textile industry as Indiarsquos share in theglobal trade in textiles is weak compared to other countries The free tradeenvironment is a great opportunity for the Indian textile industry to increase itsshare in the global market Chinese exports are slowing down on account of variousfactors inclusive of increase in domestic demand and rising costs This is a goodopportunity of which our textile industry should make use but smaller countrieslike Bangladesh Sri Lanka Pakistan Turkey and Vietnam etc are becomingformidable challengersLack of uninterrupted power increased power costs higher transaction costshigh cost of labour is hindering the progress However we are making all outefforts to cope with all these challenges by continuous efforts at cost reductionprocess improvements diversification of products and improving productivity byimproving efficienciesbull Business operations

The Company is engaged in the business of Textile industry During the yearunder review the industry faced various challenges due to global and economicslowdown and increasing rates of interest rates But looking at the huge potentialin India for Textile the company is hopeful of reenter into this sector The growthin the sector is very good and Management expects better results in forth comingyearOmansh Enterprises Limited Annual Report 2016-2017 33

bull Outlook

In light of the new and vibrant management of the company and steady growth inthe operations of the company and looking at the huge demand for residential aswell as commercial space in Delhi the company is hopeful of its upwardperformance the future growth for the benefit of its stakeholders at largebull Internal control System

The company has an effective internal control environment which ensures thatoperation are managed efficiently and effectively assets are safeguardedregulatory are complied with and transactions are recorded after appropriateauthorization The Company has an adequate internal control systemcommensurate with the size of the company and the nature of its business whichensures that functioning of the Company is managed efficiently and effectivelyassets are safeguarded regulatory compliances are complied with and transactionsare recorded after appropriate authorizationbull Human relations

Human resources have always been most valuable assets for Omansh EnterprisesLimited During the year the company has once again gained the confidence of itsHuman Resource as well and company constantly seeks to attract and retain thebest available talent Human resources management incorporates a process drivenapproach that invest regularly in the extensive training programs The Companycontinued to enjoy healthy industrial relations during the yearbull Forward Looking and Cautionary Statements

Management Discussion and Analysis contains forward-looking statementsconcerning the Companyrsquos future plans strategies and performance Theseforward-looking statements are not historical facts rather they representassumptions and beliefs based on economic financial and competitive datacurrently available Furthermore they are subject to a number of risks anduncertainties that without limitation relate to economic conditions fiercecompetition in the information service industry customer demand tax rulesregulations and other factors Readers of this annual report are cautioned not toplace undue reliance on these forward-looking statements The Company thereforewishes to caution readers that actual results may differ materially

On behalf of Board of Directorsof Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanManaging Director Wholetime DirectorDIN 07639422 DIN 07835068

DateSeptember 4 2017Place New Delhi

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 34

Independent Auditorrsquos Report

To the Members of Omansh Enterprises Limited

Report on the Financial Statements

We have audited the accompanying standalone financial statements of OmanshEnterprises Limited (ldquothe Companyrdquo) which comprise the Balance Sheet as atMarch 31 2017 the Statement of Profit and Loss and Cash Flow Statement for theyear then ended and a summary of significant accounting policies and otherexplanatory information

Managementrsquos Responsibility for the Financial Statements

The Companyrsquos Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 (ldquothe Actrdquo) with respect to the preparation ofthese standalone financial statements that give a true and fair view of the financialposition financial performance and cash flows of the Company in accordancewith accounting principles generally accepted in India including the AccountingStandards specified under section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014 and the Companies (Accounting Standards) AmendmentRules 2016 This responsibility includes maintenance of adequate accountingrecords in accordance with the provisions of the Act for safeguarding of the assetsof the Company and for preventing and detecting frauds and other irregularitiesselection and application of appropriate accounting policies making judgmentsand estimates that are reasonable and prudent and the design implementationand maintenance of adequate internal financial control that were operatingeffectively for ensuring the accuracy and completeness of the accounting recordsrelevant to the preparation and presentation of the financial statements that givea true and fair view and are free from material misstatement whether due to fraudor error

Auditorrsquos Responsibility

Our responsibility is to express an opinion on these standalone financial statementsbased on our audit We have taken into account the provisions of the Act theaccounting and auditing standards and matters which are required to be includedin the audit report under the provisions of the Act and the Rules made thereunderWe conducted our audit in accordance with the Standards on Auditing issued bythe Institute of Chartered Accountants of India as specified under Section 143(10)of the Act Those Standards require that we comply with ethical requirements andplan and perform the audit to obtain reasonable assurance about whether thefinancial statements are free from material misstatement

An audit involves performing procedures to obtain audit evidence about theamounts and disclosures in the financial statements The procedures selecteddepend on the auditorrsquos judgment including the assessment of the risks of materialmisstatement of the financial statements whether due to fraud or error In making

Omansh Enterprises Limited Annual Report 2016-2017 35

those risk assessments the auditor considers internal financial control relevantto the Companyrsquos preparation of the financial statements that give a true and fairview in order to design audit procedures that are appropriate in the circumstancesAn audit also includes evaluating the appropriateness of accounting policies usedand the reasonableness of the accounting estimates made by the CompanyrsquosDirectors as well as evaluating the overall presentation of the financial statementsWe believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the standalone financial statements

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the standalone financial statements give the information required bythe Act in the manner so required and give a true and fair view in conformity withthe accounting principles generally accepted in India of the state of affairs of theCompany as at 31st March 2017 its profit and its cash flows for the year endedon that date

Report on Other Legal and Regulatory Requirements

1 As required by the Companies (Auditorrsquos report) Order 2016 (ldquothe Orderrdquo)issued by the Central Government of India in terms of sub-section (11) ofSection 143 of the Act we give in the Annexure 1 a statement on the mattersspecified 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 whichto the best of our knowledge and belief were necessary for the purposeof our audit

b) In our opinion proper books of account as required by law have beenkept by the Company so far as it appears from our examination of thosebooks

c) The Balance Sheet Statement of Profit and Loss and Cash FlowStatement dealt with by this Report are in agreement with the books ofaccount

d) In our opinion the aforesaid standalone financial statements comply withthe Accounting Standards specified under Section 133 of the Act readwith Rule 7 of the Companies (Accounts) Rules 2014 and the Companies(Accounting Standards) Amendment Rules 2016

e) On the basis of written representations received from the directors as on31st March 2017 and taken on record by the Board of Directors none ofthe directors is disqualified as on 31st March 2017 from being appointedas a director in terms of Section 164(2) of the Act

Omansh Enterprises Limited Annual Report 2016-2017 36

f) With respect to the adequacy of the internal financial controls overfinancial reporting of the Company and the operating effectiveness ofsuch controls refer to our separate Report in ldquoAnnexure 2rdquo to this report

g) With respect to the other matters to be included in the Auditorrsquos Reportin accordance with Rule 11 of the Companies (Audit and Auditors) Rules2014 in our opinion and to the best of our information and according tothe explanations given to us

i The Company does not have any pending litigations which wouldimpact its financial position

ii The Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeablelosses

iii There has not been an occasion in which the company during theyear under report to transfer any sum to the Investor Education andProtection Fund Hence the question of delay in transferring suchsum does not arise

iv The Company has provided requisite disclosures in Note No 27 tothese standalone financial statements as to the holding of SpecifiedBank Notes on November 8 2016 to December 30 2016 as well asdealings in Specified Bank Notes during the period from November8 2016 to December 30 2016 Based on our audit procedures andrelying on the management representation regarding the holdingand nature of cash transactions including Specified Bank Noteswe report that these disclosures are in accordance with the books ofaccounts maintained by the Company and as produced to us by theManagement

For Satyendra Mrinal amp AssociatesChartered Accountants

Firm Registration Number 017068N

SK JainPartner

Membership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 37

Annexure 1 referred to in paragraph 1 under the heading ldquoReport on OtherLegal and Regulatory Requirementsrdquo of our Report of even date

(i) (a) The Company has maintained proper records showing fullparticulars including quantitative details and situation of fixedassets

(b) All fixed assets have been physically verified by the managementat regular intervals as informed to us no material discrepancieswere noticed on such verification

(c) According to the information and explanations given by themanagement the Company has not acquired any immovableproperty during the year under audit no comments under thesub-clause are required

(ii) The Company does not have any inventory and accordingly therequirements under paragraph 3(ii) of the Order are not applicable to theCompany

(iii) According to the information and explanation given to us the Companyhas not granted any loans secured or unsecured to companies firmsLimited Liability Partnerships or other parties covered in the registermaintained under Section 189 of the Act and hence clause 3(iii)(a) (b)and (c) of the Order are not applicable to the Company and hence notcommented upon

(iv) In our opinion and according to the information and explanations givento us there are no loans investments guarantees and securities grantedin respect of which provisions of Section 185 and 186 of the Act areapplicable and hence not commented upon

(v) The Company has not accepted any deposits within the meaning ofSections 73 to 76 of the Act and the Companies (Acceptance of Deposits)Rules 2014 (as amended) Accordingly the provisions of clause 3(v) ofthe Order are not applicable

(vi) To the best of our knowledge and as explained the Central Governmenthas not specified the maintenance of cost records under Section 148(1)of the Act for the productsservices of the Company

(vii) (a) According to the information and explanations given to us andbased on the records of the company examined by us thecompany is regular in depositing the undisputed statutory duesincluding income-tax and other statutory dues as applicablewith the appropriate authorities in India

(b) According to the information and explanations given to us andbased on the records of the company examined by us thereare no dues of Income tax which have not been deposited onaccount of any disputes However the remaining taxes specifiedunder the said sub-clause are not applicable to the company

Omansh Enterprises Limited Annual Report 2016-2017 38

(viii) In our opinion and according to the information and explanations givenby the management the Company has not availed of any loans from anyfinancial institution bank or government and not issued any debentures

(ix) In our opinion and according to the information and explanations givenby the management the Company has not raised any money by way ofinitial public offer or further public offer (including debt instruments) andthe company has not raisedtaken any term loan

(x) Based upon the audit procedures performed for the purpose of reportingthe true and fair view of the financial statements and according to theinformation and explanations given by the management we report thatno fraud by the company or no fraud on the company by the officers andemployees of the Company has been noticed or reported during the year

(xi) According to the information and explanations given by the managementthe company has complied with the provisions of Section 197 read withSchedule V of the Companies Act 2013

(xii) In our opinion the Company is not a nidhi company Therefore theprovisions of clause 3(xii) of the order are not applicable to the Companyand hence not commented upon

(xiii) According to the information and explanations given by the managementthere were no transactions with the related parties during the year hencenot commented upon

(xiv) According to the information and explanations given to us and on anoverall examination of the Balance Sheet the Company has not madeany preferential allotment or private placement of shares or fully or partlyconvertible debentures during the year under review and hence reportingrequirements under clause 3(xiv) are not applicable to the Company andnot commented upon

(xv) According to the information and explanations given by the managementthe Company has not entered into any non-cash transactions with thedirectors or persons connected with him as referred to in Section 192 ofCompanies Act 2013

(xvi) According to the information and explanations given to us the provisionsof Section 45-IA of the Reserve Bank of India Act 1934 are not applicableto the Company

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 39

ANNEXURE 2 TO THE INDEPENDENT AUDITORrsquoS REPORT OF EVEN DATEON THE STANDALONE FINANCIAL STATEMENTS OF OMANSHENTERPRISES LIMITED

Report on the Internal Financial Controls under Clause (i) of Sub-section 3of Section 143 of the Companies Act 2013 (ldquothe Actrdquo)

To the Members of Omansh Enterprises Limited

We have audited the internal financial controls over financial reporting of OmanshEnterprises Limited (ldquothe Companyrdquo) as of 31st March 2017 in conjunction withour audit of the standalone financial statements of the Company for the year endedon that date

Managementrsquos Responsibility for Internal Financial Controls

The Companyrsquos Management is responsible for establishing and maintaininginternal financial controls based on the internal control over financial reportingcriteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial ControlsOver Financial Reporting issued by the Institute of Chartered Accountants of IndiaThese responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuringthe orderly and efficient conduct of its business including adherence to theCompanyrsquos policies the safeguarding of its assets the prevention and detectionof frauds and errors the accuracy and completeness of the accounting recordsand the timely preparation of reliable financial information as required under theCompanies Act 2013 (lsquothe Actrsquo)

Auditorrsquos Responsibility

Our responsibility is to express an opinion on the Companyrsquos internal financialcontrols over financial reporting based on our audit We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting (the ldquoGuidance Noterdquo) and the Standards on Auditing asspecified under section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls both applicable to an audit of Internal Financial Controlsand both issued by the Institute of Chartered Accountants of India ThoseStandards and the Guidance Note require that we comply with ethical requirementsand plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects

Our audit involves performing procedures to obtain audit evidence about theadequacy of the internal financial controls system over financial reporting andtheir operating effectiveness Our audit of internal financial controls over financialreporting included obtaining an understanding of internal financial controls overfinancial reporting assessing the risk that a material weakness exists and testing

Omansh Enterprises Limited Annual Report 2016-2017 40

and evaluating the design and operating effectiveness of internal control basedon the assessed risk The procedures selected depend on the auditorrsquos judgementincluding the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error

We believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the internal financial controls systemover financial reporting

Meaning of Internal Financial Controls Over Financial Reporting

A companyrsquos internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles A companyrsquos internal financialcontrol over financial reporting includes those policies and procedures that (1)pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company (2)provide reasonable assurance that transactions are recorded as necessary topermit preparation of financial statements in accordance with generally acceptedaccounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorisations of management and directorsof the company and (3) provide reasonable assurance regarding prevention ortimely detection of unauthorised acquisition use or disposition of the companyrsquosassets 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 financialreporting including the possibility of collusion or improper management overrideof controls material misstatements due to error or fraud may occur and not bedetected Also projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes inconditions or that the degree of compliance with the policies or procedures maydeteriorate

Omansh Enterprises Limited Annual Report 2016-2017 41

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at 31st March 2017 basedon the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls Over Financial Reporting issued bythe Institute of Chartered Accountants of India

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 42

Amount in Particulars Note As At As At

No 31032017 31032016

OMANSH ENTERPRISES LIMITEDRegd off SHOP NO QD-37 DDA MARKET PITAMPURA NEW DELHI-110034

BALANCE SHEET AS AT 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I EQUITY AND LIABILITIES(1) Shareholderrsquos Funds

(a) Share Capital 2 3550000000 3550000000(b) Reserves and Surplus 3 90954266 68038074(c) Money received against share warrants - 3640954266 - 3618038074

(2) Share application money pending allotment - -(3) Non-Current Liabilities

(a) Long-term borrowings - -(b) Deferred tax liabilities (Net) 121300 -(c) Other Long term liabilities - -(d) Long term provisions - 121300 - -

(4) Current Liabilities(a) Short-term borrowings - -(b) Trade payables 4 2658855175 2385034725(c) Other current liabilities 5 13400000 31328100(d) Short-term provisions - 2672255175 - 2416362825

Total 6313330741 6034400899II ASSETS(1) Non-current assets

(a) Fixed assets (i) Tangible assets 6 2888600 4902500 (ii) Intangible assets - - (iii) Capital work-in-progress - - (iv) Intangible assets under development - -(b) Non-current investments 7 801500000 801500000(c) Deferred tax assets (net) - 413300(d) Long term loans and advances 8 910000000 1232160100(e) Other non-current assets - 1714388600 - 2038975900

(2) Current assets(a) Current investments - -(b) Inventories - -(c) Trade receivables 9 4311808246 3931054446(d) Cash and cash equivalents 10 262853595 19436253(e) Short-term loans and advances 11 10054300 16482300(f) Other current assets 12 14226000 4598942141 28452000 3995424999

Total 6313330741 6034400899Significant Accounting PoliciesNotes on financial Statements 1-27

Omansh Enterprises Limited Annual Report 2016-2017 43

Amount in

Particulars Note 2016-17 2015-16No

OMANSH ENTERPRISES LIMITED

STATEMENT OF PROFIT amp LOSS FOR THE YEAR ENDED 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I Revenue from operations 20 1735111517 2138004325II Other Income 21 598242 165707300III Total Revenue I+II 1735709759 2303711625IV Expenses

Purchase of Stock-in-Trade (Net of Return) 1556101986 2019177290Changes in inventories of finished goods work-in-progress and Stock-in-Trade - -Employee benefit expense 22 38500000 92100000Financial costs 23 - 371112Depreciation and amortization expense 24 16239900 22358900Other expenses 25 91717081 130240960

IV Total Expenses 1702558967 2264248262V Profit before exceptional and extraordinary items and tax III-IV 33150792 39463363VI Exceptional Items - -VII Profit before extraordinary items and tax V-VI 33150792 39463363VIII Extraordinary Items - -IX Profit before tax VII-VIII 33150792 39463363X Tax expense

(1) Current tax 9700000 11638100(2) Deferred tax 534600 27512500

XI Profit(Loss) from the perid from continuing operations IX-X 22916192 312763XII Profit(Loss) from discontinuing operations - -XIII Tax expense of discounting operations - -XIV Profit(Loss) from Discontinuing operations XII-XIII - -XV Profit(Loss) for the period XI+XIV 22916192 312763XVI Earning per equity share 26

(1) Basic 001 000(2) Diluted 001 000

Omansh Enterprises Limited Annual Report 2016-2017 44

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2017(Amount in )

Particulars 2016-17 2015-16A Cash Flow from Operating Activities

Profit(Loss) before Taxation 331508 394634Adjustments for Depreciation 20139 81329Preliminary expenses 142260 142260Loss (Profit) on Sale of assets - -Finance cost - 3711Interest Income - -Operating Profit(Loss) before Working Capital Changes 493907 621934Adjustments for Trade and Other Receivables (3807538) 198975Inventories - -Loans and Advances 3285881 (4365027)Trade and Other Payables 2558924 859666Provisions - -Other current Assets - 6837Cash Generated from Operations 2531173 (2677615)Direct Tax Paid (97000) (116381)Net Cash generated from Operating Activities 2434173 (2793996)

B Cash Flow from Investing ActivitiesPurchase of Fixed Assets - -Sale of assets - -Investments - -Interest Income - -Net Cash used in Investing Activities - -

C Cash Flow from Financing ActivitiesProceeds of Borrowings - -Finance cost - (3711)Net Cash generated from in Financing Activities - (3711)Net Increase(Decrease) in Cash and Cash Equivalents (A+B+C) 2434173 (2797708)Cash and Cash Equivalents Opening 194362 2992070Cash and Cash Equivalents Closing 2628536 194362

Notes1 The above Cash Flow Statement has been prepared under the indirect method as set out in the Accounting Standard on Cash Flow Statement

(AS-3)2 Figures in Brackets indicate Cash Outflow3 Previous Year rsquos figures have been recast regrouped and restated where ever necessary

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 45

Notes Forming Part of Financial Statements

NOTE 1

A CORPORATE INFORMATION

The company is engaged in the business of trading in ClothClothingFabric in India the disclosure requirements of AccountingStandard-17 Segment Reporting are not applicable

B SIGNIFICANT ACCOUNTING POLICIES

I BASIS OF PREPARATION

The accompanying financial statements have been prepared andpresented as a going concern under historical cost convention onthe accrual basis of accounting unless otherwise stated inaccordance with the generally accepted accounting principles inIndia (Indian GAAP) and comply with the Accounting Standardsspecified under Section 133 of the Companies Act 2013 (The Act)read with paragraph 7 of the Companies (Accounts) Rules 2014and relevant provisions of the Companies Act 2013

The accounting policies have been consistently applied by theCompany and are consistent with those used in the previous year

All assets and liabilities have been classified as current or non-current as per the Companyrsquos normal operating cycle and othercriteria set out in the Schedule III of the Companies Act 2013Based on the nature of products and the time between theacquisition of assets for processing and their realisation in cashand cash equivalents the Company has ascertained its operatingcycle as up to twelve months for the purpose of currentnon-currentclassification of assets and liabilities

II USE OF ESTIMATES

The preparation of financial statements in conformity with IndianGAAP requires the management to make judgements estimatesand assumptions that affect the reported amounts of revenuesexpenses assets and liabilities and disclosure of contingentliabilities at the end of the reporting period Although these

Omansh Enterprises Limited Annual Report 2016-2017 46

estimates are based on the managementrsquos best knowledge ofcurrent events and actions uncertainty about these assumptionsand estimates could result in the outcomes requiring a materialadjustment to the carrying amounts of assets or liabilities in futureperiods

Significant estimates used by the management in the preparationof these financial statements include the useful life of fixed assetsand intangible assets and provisions for doubtful debtsadvancesDifference if any between the actual results and estimates arerecognized in the period in which the results are knownmaterialized

III FIXED ASSETS AND DEPRECIATION

Fixed assets are recorded at cost of acquisition and installationincluding freight duties levies less accumulated depreciation Costof acquisition includes rates taxes and any other directlyattributable cost for bringing the asset to its working condition forintended use

Depreciation on Tangible Fixed Assets is provided on Written DownValue method using the rates arrived at based on the useful livesas specified in the Schedule II of the Companies Act 2013 orestimated by the management The Company has used thefollowing useful life to provide depreciation on its fixed assets

Omansh Enterprises Limited Annual Report 2016-2017 47

(a) Assets where useful life is same as Schedule II

Assets Useful Life as Prescribedby Schedule II of theCompanies Act 2013

Factory Building 30 years

Plant amp Machinery (other thancontinuous process plant notcovered under specific industries) 15 years

Furniture amp Fittings 10 years

Motor Cycles scooters and other mopeds 10 years

Vehicles (Motor Cars) 8 years

Office Equipments 5 years

Computer printers amp data processing units 3 years

Electrical Installations 10 years

(b) Assets where useful life differ from Schedule II

Fixed Assets individually costing less than Rupees five thousandare fully depreciated in the year of purchase

(c) Depreciation

Depreciation on the Fixed Assets addeddisposed offdiscardedduring the year is provided on pro-rata basis with reference to thedate of additiondisposaldiscarding and in the case of capitalisationof any asset depreciation is charged from the date the same isreadyput to use to the Statement of Profit and Loss

IV INTANGIBLE ASSETS AND AMORTISATION

Intangible Assets are stated at acquisition cost net of accumulatedamortisation and accumulated impairment losses if any Intangibleassets are amortised on a straight-line basis over their estimateduseful lives

Omansh Enterprises Limited Annual Report 2016-2017 48

The Company amortises miscellaneous expenditure representingthe Companyrsquos formation expenses over a period of 5 yearsFurther the cost of Direct Listing of Equity Shares on BSE Limitedhas also been included in the same

V BORROWING COSTS

Borrowing Costs attributable to acquisition and construction ofqualifying assets are capitalised as a part of the cost of such assetsup to the date when such assets are ready for its intended useOther borrowing costs are charged to the Statement of Profit andLoss in the period in which they are incurred

VI FOREIGN CURRENCY TRANSACTIONS

The Company has not dealt with any foreign currency transactionduring the Financial Year

VII INVESTMENTS

Investments which are readily realisable and intended to be heldfor not more than one year from the date on which such investmentsare made are classified as current investments All otherinvestments are classified as long-term investments

Investments are recorded at cost on the date of purchase whichinclude acquisition charges such as brokerage stamp duty taxesetc Current Investments are stated at lower of cost and netrealisable value Long-term investments are stated at cost afterdeducting provisions made if any for other than temporarydiminution in the value

VIII REVENUE RECOGNITION

Revenue is recognised to the extent that it is probable that theeconomic benefits will flow to the Company and can be reliablymeasured

Revenue from sale of products is recognised when the significantrisks and rewards of ownership of the goods have passed to thebuyer Sale of goods are recorded net of trade discounts rebatesSales Tax Value Added Tax and gross of Excise Duty

Omansh Enterprises Limited Annual Report 2016-2017 49

Interest income is recognized on a time proportion basis takinginto account the amount outstanding and the rate applicable

Dividend income on investments is accounted for on receipt of thesame

All expenses and income to the extent considered payable andreceivable respectively unless specifically stated be otherwise areaccounted for on mercantile basis

IX RETIREMENT AND OTHER EMPLOYEE BENEFITS

(a) Provident Fund

Provision of Provident Fund is not applicable to theCompany

(b) Gratuity

No provision for gratuity has been made as there is noamount due towards Gratuity payable

(c) Compensated Leaves

Unutilized leave of staff lapses as at the year end and isnot encashable Accordingly no provision is made forcompensated Leaves

X TAXATION

Tax expense comprises of current and deferred tax

Current Tax

Provision for current tax is made after taking into considerationbenefits admissible under the provisions of the Income-tax Act1961 Minimum Alternative Tax (MAT) credit is recognized wherethere is convincing evidence that the same can be utilized in future

Current tax assets and current tax liabilities are offset when thereis a legally enforceable right to set off the recognized amounts andthere is an intention to settle the asset and the liability on a netbasis

Omansh Enterprises Limited Annual Report 2016-2017 50

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 37: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

bull Outlook

In light of the new and vibrant management of the company and steady growth inthe operations of the company and looking at the huge demand for residential aswell as commercial space in Delhi the company is hopeful of its upwardperformance the future growth for the benefit of its stakeholders at largebull Internal control System

The company has an effective internal control environment which ensures thatoperation are managed efficiently and effectively assets are safeguardedregulatory are complied with and transactions are recorded after appropriateauthorization The Company has an adequate internal control systemcommensurate with the size of the company and the nature of its business whichensures that functioning of the Company is managed efficiently and effectivelyassets are safeguarded regulatory compliances are complied with and transactionsare recorded after appropriate authorizationbull Human relations

Human resources have always been most valuable assets for Omansh EnterprisesLimited During the year the company has once again gained the confidence of itsHuman Resource as well and company constantly seeks to attract and retain thebest available talent Human resources management incorporates a process drivenapproach that invest regularly in the extensive training programs The Companycontinued to enjoy healthy industrial relations during the yearbull Forward Looking and Cautionary Statements

Management Discussion and Analysis contains forward-looking statementsconcerning the Companyrsquos future plans strategies and performance Theseforward-looking statements are not historical facts rather they representassumptions and beliefs based on economic financial and competitive datacurrently available Furthermore they are subject to a number of risks anduncertainties that without limitation relate to economic conditions fiercecompetition in the information service industry customer demand tax rulesregulations and other factors Readers of this annual report are cautioned not toplace undue reliance on these forward-looking statements The Company thereforewishes to caution readers that actual results may differ materially

On behalf of Board of Directorsof Omansh Enterprises Limited

Seema Khan Manoj Kumar ChauhanManaging Director Wholetime DirectorDIN 07639422 DIN 07835068

DateSeptember 4 2017Place New Delhi

Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 34

Independent Auditorrsquos Report

To the Members of Omansh Enterprises Limited

Report on the Financial Statements

We have audited the accompanying standalone financial statements of OmanshEnterprises Limited (ldquothe Companyrdquo) which comprise the Balance Sheet as atMarch 31 2017 the Statement of Profit and Loss and Cash Flow Statement for theyear then ended and a summary of significant accounting policies and otherexplanatory information

Managementrsquos Responsibility for the Financial Statements

The Companyrsquos Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 (ldquothe Actrdquo) with respect to the preparation ofthese standalone financial statements that give a true and fair view of the financialposition financial performance and cash flows of the Company in accordancewith accounting principles generally accepted in India including the AccountingStandards specified under section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014 and the Companies (Accounting Standards) AmendmentRules 2016 This responsibility includes maintenance of adequate accountingrecords in accordance with the provisions of the Act for safeguarding of the assetsof the Company and for preventing and detecting frauds and other irregularitiesselection and application of appropriate accounting policies making judgmentsand estimates that are reasonable and prudent and the design implementationand maintenance of adequate internal financial control that were operatingeffectively for ensuring the accuracy and completeness of the accounting recordsrelevant to the preparation and presentation of the financial statements that givea true and fair view and are free from material misstatement whether due to fraudor error

Auditorrsquos Responsibility

Our responsibility is to express an opinion on these standalone financial statementsbased on our audit We have taken into account the provisions of the Act theaccounting and auditing standards and matters which are required to be includedin the audit report under the provisions of the Act and the Rules made thereunderWe conducted our audit in accordance with the Standards on Auditing issued bythe Institute of Chartered Accountants of India as specified under Section 143(10)of the Act Those Standards require that we comply with ethical requirements andplan and perform the audit to obtain reasonable assurance about whether thefinancial statements are free from material misstatement

An audit involves performing procedures to obtain audit evidence about theamounts and disclosures in the financial statements The procedures selecteddepend on the auditorrsquos judgment including the assessment of the risks of materialmisstatement of the financial statements whether due to fraud or error In making

Omansh Enterprises Limited Annual Report 2016-2017 35

those risk assessments the auditor considers internal financial control relevantto the Companyrsquos preparation of the financial statements that give a true and fairview in order to design audit procedures that are appropriate in the circumstancesAn audit also includes evaluating the appropriateness of accounting policies usedand the reasonableness of the accounting estimates made by the CompanyrsquosDirectors as well as evaluating the overall presentation of the financial statementsWe believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the standalone financial statements

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the standalone financial statements give the information required bythe Act in the manner so required and give a true and fair view in conformity withthe accounting principles generally accepted in India of the state of affairs of theCompany as at 31st March 2017 its profit and its cash flows for the year endedon that date

Report on Other Legal and Regulatory Requirements

1 As required by the Companies (Auditorrsquos report) Order 2016 (ldquothe Orderrdquo)issued by the Central Government of India in terms of sub-section (11) ofSection 143 of the Act we give in the Annexure 1 a statement on the mattersspecified 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 whichto the best of our knowledge and belief were necessary for the purposeof our audit

b) In our opinion proper books of account as required by law have beenkept by the Company so far as it appears from our examination of thosebooks

c) The Balance Sheet Statement of Profit and Loss and Cash FlowStatement dealt with by this Report are in agreement with the books ofaccount

d) In our opinion the aforesaid standalone financial statements comply withthe Accounting Standards specified under Section 133 of the Act readwith Rule 7 of the Companies (Accounts) Rules 2014 and the Companies(Accounting Standards) Amendment Rules 2016

e) On the basis of written representations received from the directors as on31st March 2017 and taken on record by the Board of Directors none ofthe directors is disqualified as on 31st March 2017 from being appointedas a director in terms of Section 164(2) of the Act

Omansh Enterprises Limited Annual Report 2016-2017 36

f) With respect to the adequacy of the internal financial controls overfinancial reporting of the Company and the operating effectiveness ofsuch controls refer to our separate Report in ldquoAnnexure 2rdquo to this report

g) With respect to the other matters to be included in the Auditorrsquos Reportin accordance with Rule 11 of the Companies (Audit and Auditors) Rules2014 in our opinion and to the best of our information and according tothe explanations given to us

i The Company does not have any pending litigations which wouldimpact its financial position

ii The Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeablelosses

iii There has not been an occasion in which the company during theyear under report to transfer any sum to the Investor Education andProtection Fund Hence the question of delay in transferring suchsum does not arise

iv The Company has provided requisite disclosures in Note No 27 tothese standalone financial statements as to the holding of SpecifiedBank Notes on November 8 2016 to December 30 2016 as well asdealings in Specified Bank Notes during the period from November8 2016 to December 30 2016 Based on our audit procedures andrelying on the management representation regarding the holdingand nature of cash transactions including Specified Bank Noteswe report that these disclosures are in accordance with the books ofaccounts maintained by the Company and as produced to us by theManagement

For Satyendra Mrinal amp AssociatesChartered Accountants

Firm Registration Number 017068N

SK JainPartner

Membership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 37

Annexure 1 referred to in paragraph 1 under the heading ldquoReport on OtherLegal and Regulatory Requirementsrdquo of our Report of even date

(i) (a) The Company has maintained proper records showing fullparticulars including quantitative details and situation of fixedassets

(b) All fixed assets have been physically verified by the managementat regular intervals as informed to us no material discrepancieswere noticed on such verification

(c) According to the information and explanations given by themanagement the Company has not acquired any immovableproperty during the year under audit no comments under thesub-clause are required

(ii) The Company does not have any inventory and accordingly therequirements under paragraph 3(ii) of the Order are not applicable to theCompany

(iii) According to the information and explanation given to us the Companyhas not granted any loans secured or unsecured to companies firmsLimited Liability Partnerships or other parties covered in the registermaintained under Section 189 of the Act and hence clause 3(iii)(a) (b)and (c) of the Order are not applicable to the Company and hence notcommented upon

(iv) In our opinion and according to the information and explanations givento us there are no loans investments guarantees and securities grantedin respect of which provisions of Section 185 and 186 of the Act areapplicable and hence not commented upon

(v) The Company has not accepted any deposits within the meaning ofSections 73 to 76 of the Act and the Companies (Acceptance of Deposits)Rules 2014 (as amended) Accordingly the provisions of clause 3(v) ofthe Order are not applicable

(vi) To the best of our knowledge and as explained the Central Governmenthas not specified the maintenance of cost records under Section 148(1)of the Act for the productsservices of the Company

(vii) (a) According to the information and explanations given to us andbased on the records of the company examined by us thecompany is regular in depositing the undisputed statutory duesincluding income-tax and other statutory dues as applicablewith the appropriate authorities in India

(b) According to the information and explanations given to us andbased on the records of the company examined by us thereare no dues of Income tax which have not been deposited onaccount of any disputes However the remaining taxes specifiedunder the said sub-clause are not applicable to the company

Omansh Enterprises Limited Annual Report 2016-2017 38

(viii) In our opinion and according to the information and explanations givenby the management the Company has not availed of any loans from anyfinancial institution bank or government and not issued any debentures

(ix) In our opinion and according to the information and explanations givenby the management the Company has not raised any money by way ofinitial public offer or further public offer (including debt instruments) andthe company has not raisedtaken any term loan

(x) Based upon the audit procedures performed for the purpose of reportingthe true and fair view of the financial statements and according to theinformation and explanations given by the management we report thatno fraud by the company or no fraud on the company by the officers andemployees of the Company has been noticed or reported during the year

(xi) According to the information and explanations given by the managementthe company has complied with the provisions of Section 197 read withSchedule V of the Companies Act 2013

(xii) In our opinion the Company is not a nidhi company Therefore theprovisions of clause 3(xii) of the order are not applicable to the Companyand hence not commented upon

(xiii) According to the information and explanations given by the managementthere were no transactions with the related parties during the year hencenot commented upon

(xiv) According to the information and explanations given to us and on anoverall examination of the Balance Sheet the Company has not madeany preferential allotment or private placement of shares or fully or partlyconvertible debentures during the year under review and hence reportingrequirements under clause 3(xiv) are not applicable to the Company andnot commented upon

(xv) According to the information and explanations given by the managementthe Company has not entered into any non-cash transactions with thedirectors or persons connected with him as referred to in Section 192 ofCompanies Act 2013

(xvi) According to the information and explanations given to us the provisionsof Section 45-IA of the Reserve Bank of India Act 1934 are not applicableto the Company

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 39

ANNEXURE 2 TO THE INDEPENDENT AUDITORrsquoS REPORT OF EVEN DATEON THE STANDALONE FINANCIAL STATEMENTS OF OMANSHENTERPRISES LIMITED

Report on the Internal Financial Controls under Clause (i) of Sub-section 3of Section 143 of the Companies Act 2013 (ldquothe Actrdquo)

To the Members of Omansh Enterprises Limited

We have audited the internal financial controls over financial reporting of OmanshEnterprises Limited (ldquothe Companyrdquo) as of 31st March 2017 in conjunction withour audit of the standalone financial statements of the Company for the year endedon that date

Managementrsquos Responsibility for Internal Financial Controls

The Companyrsquos Management is responsible for establishing and maintaininginternal financial controls based on the internal control over financial reportingcriteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial ControlsOver Financial Reporting issued by the Institute of Chartered Accountants of IndiaThese responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuringthe orderly and efficient conduct of its business including adherence to theCompanyrsquos policies the safeguarding of its assets the prevention and detectionof frauds and errors the accuracy and completeness of the accounting recordsand the timely preparation of reliable financial information as required under theCompanies Act 2013 (lsquothe Actrsquo)

Auditorrsquos Responsibility

Our responsibility is to express an opinion on the Companyrsquos internal financialcontrols over financial reporting based on our audit We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting (the ldquoGuidance Noterdquo) and the Standards on Auditing asspecified under section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls both applicable to an audit of Internal Financial Controlsand both issued by the Institute of Chartered Accountants of India ThoseStandards and the Guidance Note require that we comply with ethical requirementsand plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects

Our audit involves performing procedures to obtain audit evidence about theadequacy of the internal financial controls system over financial reporting andtheir operating effectiveness Our audit of internal financial controls over financialreporting included obtaining an understanding of internal financial controls overfinancial reporting assessing the risk that a material weakness exists and testing

Omansh Enterprises Limited Annual Report 2016-2017 40

and evaluating the design and operating effectiveness of internal control basedon the assessed risk The procedures selected depend on the auditorrsquos judgementincluding the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error

We believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the internal financial controls systemover financial reporting

Meaning of Internal Financial Controls Over Financial Reporting

A companyrsquos internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles A companyrsquos internal financialcontrol over financial reporting includes those policies and procedures that (1)pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company (2)provide reasonable assurance that transactions are recorded as necessary topermit preparation of financial statements in accordance with generally acceptedaccounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorisations of management and directorsof the company and (3) provide reasonable assurance regarding prevention ortimely detection of unauthorised acquisition use or disposition of the companyrsquosassets 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 financialreporting including the possibility of collusion or improper management overrideof controls material misstatements due to error or fraud may occur and not bedetected Also projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes inconditions or that the degree of compliance with the policies or procedures maydeteriorate

Omansh Enterprises Limited Annual Report 2016-2017 41

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at 31st March 2017 basedon the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls Over Financial Reporting issued bythe Institute of Chartered Accountants of India

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 42

Amount in Particulars Note As At As At

No 31032017 31032016

OMANSH ENTERPRISES LIMITEDRegd off SHOP NO QD-37 DDA MARKET PITAMPURA NEW DELHI-110034

BALANCE SHEET AS AT 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I EQUITY AND LIABILITIES(1) Shareholderrsquos Funds

(a) Share Capital 2 3550000000 3550000000(b) Reserves and Surplus 3 90954266 68038074(c) Money received against share warrants - 3640954266 - 3618038074

(2) Share application money pending allotment - -(3) Non-Current Liabilities

(a) Long-term borrowings - -(b) Deferred tax liabilities (Net) 121300 -(c) Other Long term liabilities - -(d) Long term provisions - 121300 - -

(4) Current Liabilities(a) Short-term borrowings - -(b) Trade payables 4 2658855175 2385034725(c) Other current liabilities 5 13400000 31328100(d) Short-term provisions - 2672255175 - 2416362825

Total 6313330741 6034400899II ASSETS(1) Non-current assets

(a) Fixed assets (i) Tangible assets 6 2888600 4902500 (ii) Intangible assets - - (iii) Capital work-in-progress - - (iv) Intangible assets under development - -(b) Non-current investments 7 801500000 801500000(c) Deferred tax assets (net) - 413300(d) Long term loans and advances 8 910000000 1232160100(e) Other non-current assets - 1714388600 - 2038975900

(2) Current assets(a) Current investments - -(b) Inventories - -(c) Trade receivables 9 4311808246 3931054446(d) Cash and cash equivalents 10 262853595 19436253(e) Short-term loans and advances 11 10054300 16482300(f) Other current assets 12 14226000 4598942141 28452000 3995424999

Total 6313330741 6034400899Significant Accounting PoliciesNotes on financial Statements 1-27

Omansh Enterprises Limited Annual Report 2016-2017 43

Amount in

Particulars Note 2016-17 2015-16No

OMANSH ENTERPRISES LIMITED

STATEMENT OF PROFIT amp LOSS FOR THE YEAR ENDED 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I Revenue from operations 20 1735111517 2138004325II Other Income 21 598242 165707300III Total Revenue I+II 1735709759 2303711625IV Expenses

Purchase of Stock-in-Trade (Net of Return) 1556101986 2019177290Changes in inventories of finished goods work-in-progress and Stock-in-Trade - -Employee benefit expense 22 38500000 92100000Financial costs 23 - 371112Depreciation and amortization expense 24 16239900 22358900Other expenses 25 91717081 130240960

IV Total Expenses 1702558967 2264248262V Profit before exceptional and extraordinary items and tax III-IV 33150792 39463363VI Exceptional Items - -VII Profit before extraordinary items and tax V-VI 33150792 39463363VIII Extraordinary Items - -IX Profit before tax VII-VIII 33150792 39463363X Tax expense

(1) Current tax 9700000 11638100(2) Deferred tax 534600 27512500

XI Profit(Loss) from the perid from continuing operations IX-X 22916192 312763XII Profit(Loss) from discontinuing operations - -XIII Tax expense of discounting operations - -XIV Profit(Loss) from Discontinuing operations XII-XIII - -XV Profit(Loss) for the period XI+XIV 22916192 312763XVI Earning per equity share 26

(1) Basic 001 000(2) Diluted 001 000

Omansh Enterprises Limited Annual Report 2016-2017 44

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2017(Amount in )

Particulars 2016-17 2015-16A Cash Flow from Operating Activities

Profit(Loss) before Taxation 331508 394634Adjustments for Depreciation 20139 81329Preliminary expenses 142260 142260Loss (Profit) on Sale of assets - -Finance cost - 3711Interest Income - -Operating Profit(Loss) before Working Capital Changes 493907 621934Adjustments for Trade and Other Receivables (3807538) 198975Inventories - -Loans and Advances 3285881 (4365027)Trade and Other Payables 2558924 859666Provisions - -Other current Assets - 6837Cash Generated from Operations 2531173 (2677615)Direct Tax Paid (97000) (116381)Net Cash generated from Operating Activities 2434173 (2793996)

B Cash Flow from Investing ActivitiesPurchase of Fixed Assets - -Sale of assets - -Investments - -Interest Income - -Net Cash used in Investing Activities - -

C Cash Flow from Financing ActivitiesProceeds of Borrowings - -Finance cost - (3711)Net Cash generated from in Financing Activities - (3711)Net Increase(Decrease) in Cash and Cash Equivalents (A+B+C) 2434173 (2797708)Cash and Cash Equivalents Opening 194362 2992070Cash and Cash Equivalents Closing 2628536 194362

Notes1 The above Cash Flow Statement has been prepared under the indirect method as set out in the Accounting Standard on Cash Flow Statement

(AS-3)2 Figures in Brackets indicate Cash Outflow3 Previous Year rsquos figures have been recast regrouped and restated where ever necessary

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 45

Notes Forming Part of Financial Statements

NOTE 1

A CORPORATE INFORMATION

The company is engaged in the business of trading in ClothClothingFabric in India the disclosure requirements of AccountingStandard-17 Segment Reporting are not applicable

B SIGNIFICANT ACCOUNTING POLICIES

I BASIS OF PREPARATION

The accompanying financial statements have been prepared andpresented as a going concern under historical cost convention onthe accrual basis of accounting unless otherwise stated inaccordance with the generally accepted accounting principles inIndia (Indian GAAP) and comply with the Accounting Standardsspecified under Section 133 of the Companies Act 2013 (The Act)read with paragraph 7 of the Companies (Accounts) Rules 2014and relevant provisions of the Companies Act 2013

The accounting policies have been consistently applied by theCompany and are consistent with those used in the previous year

All assets and liabilities have been classified as current or non-current as per the Companyrsquos normal operating cycle and othercriteria set out in the Schedule III of the Companies Act 2013Based on the nature of products and the time between theacquisition of assets for processing and their realisation in cashand cash equivalents the Company has ascertained its operatingcycle as up to twelve months for the purpose of currentnon-currentclassification of assets and liabilities

II USE OF ESTIMATES

The preparation of financial statements in conformity with IndianGAAP requires the management to make judgements estimatesand assumptions that affect the reported amounts of revenuesexpenses assets and liabilities and disclosure of contingentliabilities at the end of the reporting period Although these

Omansh Enterprises Limited Annual Report 2016-2017 46

estimates are based on the managementrsquos best knowledge ofcurrent events and actions uncertainty about these assumptionsand estimates could result in the outcomes requiring a materialadjustment to the carrying amounts of assets or liabilities in futureperiods

Significant estimates used by the management in the preparationof these financial statements include the useful life of fixed assetsand intangible assets and provisions for doubtful debtsadvancesDifference if any between the actual results and estimates arerecognized in the period in which the results are knownmaterialized

III FIXED ASSETS AND DEPRECIATION

Fixed assets are recorded at cost of acquisition and installationincluding freight duties levies less accumulated depreciation Costof acquisition includes rates taxes and any other directlyattributable cost for bringing the asset to its working condition forintended use

Depreciation on Tangible Fixed Assets is provided on Written DownValue method using the rates arrived at based on the useful livesas specified in the Schedule II of the Companies Act 2013 orestimated by the management The Company has used thefollowing useful life to provide depreciation on its fixed assets

Omansh Enterprises Limited Annual Report 2016-2017 47

(a) Assets where useful life is same as Schedule II

Assets Useful Life as Prescribedby Schedule II of theCompanies Act 2013

Factory Building 30 years

Plant amp Machinery (other thancontinuous process plant notcovered under specific industries) 15 years

Furniture amp Fittings 10 years

Motor Cycles scooters and other mopeds 10 years

Vehicles (Motor Cars) 8 years

Office Equipments 5 years

Computer printers amp data processing units 3 years

Electrical Installations 10 years

(b) Assets where useful life differ from Schedule II

Fixed Assets individually costing less than Rupees five thousandare fully depreciated in the year of purchase

(c) Depreciation

Depreciation on the Fixed Assets addeddisposed offdiscardedduring the year is provided on pro-rata basis with reference to thedate of additiondisposaldiscarding and in the case of capitalisationof any asset depreciation is charged from the date the same isreadyput to use to the Statement of Profit and Loss

IV INTANGIBLE ASSETS AND AMORTISATION

Intangible Assets are stated at acquisition cost net of accumulatedamortisation and accumulated impairment losses if any Intangibleassets are amortised on a straight-line basis over their estimateduseful lives

Omansh Enterprises Limited Annual Report 2016-2017 48

The Company amortises miscellaneous expenditure representingthe Companyrsquos formation expenses over a period of 5 yearsFurther the cost of Direct Listing of Equity Shares on BSE Limitedhas also been included in the same

V BORROWING COSTS

Borrowing Costs attributable to acquisition and construction ofqualifying assets are capitalised as a part of the cost of such assetsup to the date when such assets are ready for its intended useOther borrowing costs are charged to the Statement of Profit andLoss in the period in which they are incurred

VI FOREIGN CURRENCY TRANSACTIONS

The Company has not dealt with any foreign currency transactionduring the Financial Year

VII INVESTMENTS

Investments which are readily realisable and intended to be heldfor not more than one year from the date on which such investmentsare made are classified as current investments All otherinvestments are classified as long-term investments

Investments are recorded at cost on the date of purchase whichinclude acquisition charges such as brokerage stamp duty taxesetc Current Investments are stated at lower of cost and netrealisable value Long-term investments are stated at cost afterdeducting provisions made if any for other than temporarydiminution in the value

VIII REVENUE RECOGNITION

Revenue is recognised to the extent that it is probable that theeconomic benefits will flow to the Company and can be reliablymeasured

Revenue from sale of products is recognised when the significantrisks and rewards of ownership of the goods have passed to thebuyer Sale of goods are recorded net of trade discounts rebatesSales Tax Value Added Tax and gross of Excise Duty

Omansh Enterprises Limited Annual Report 2016-2017 49

Interest income is recognized on a time proportion basis takinginto account the amount outstanding and the rate applicable

Dividend income on investments is accounted for on receipt of thesame

All expenses and income to the extent considered payable andreceivable respectively unless specifically stated be otherwise areaccounted for on mercantile basis

IX RETIREMENT AND OTHER EMPLOYEE BENEFITS

(a) Provident Fund

Provision of Provident Fund is not applicable to theCompany

(b) Gratuity

No provision for gratuity has been made as there is noamount due towards Gratuity payable

(c) Compensated Leaves

Unutilized leave of staff lapses as at the year end and isnot encashable Accordingly no provision is made forcompensated Leaves

X TAXATION

Tax expense comprises of current and deferred tax

Current Tax

Provision for current tax is made after taking into considerationbenefits admissible under the provisions of the Income-tax Act1961 Minimum Alternative Tax (MAT) credit is recognized wherethere is convincing evidence that the same can be utilized in future

Current tax assets and current tax liabilities are offset when thereis a legally enforceable right to set off the recognized amounts andthere is an intention to settle the asset and the liability on a netbasis

Omansh Enterprises Limited Annual Report 2016-2017 50

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 38: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

Independent Auditorrsquos Report

To the Members of Omansh Enterprises Limited

Report on the Financial Statements

We have audited the accompanying standalone financial statements of OmanshEnterprises Limited (ldquothe Companyrdquo) which comprise the Balance Sheet as atMarch 31 2017 the Statement of Profit and Loss and Cash Flow Statement for theyear then ended and a summary of significant accounting policies and otherexplanatory information

Managementrsquos Responsibility for the Financial Statements

The Companyrsquos Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 (ldquothe Actrdquo) with respect to the preparation ofthese standalone financial statements that give a true and fair view of the financialposition financial performance and cash flows of the Company in accordancewith accounting principles generally accepted in India including the AccountingStandards specified under section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014 and the Companies (Accounting Standards) AmendmentRules 2016 This responsibility includes maintenance of adequate accountingrecords in accordance with the provisions of the Act for safeguarding of the assetsof the Company and for preventing and detecting frauds and other irregularitiesselection and application of appropriate accounting policies making judgmentsand estimates that are reasonable and prudent and the design implementationand maintenance of adequate internal financial control that were operatingeffectively for ensuring the accuracy and completeness of the accounting recordsrelevant to the preparation and presentation of the financial statements that givea true and fair view and are free from material misstatement whether due to fraudor error

Auditorrsquos Responsibility

Our responsibility is to express an opinion on these standalone financial statementsbased on our audit We have taken into account the provisions of the Act theaccounting and auditing standards and matters which are required to be includedin the audit report under the provisions of the Act and the Rules made thereunderWe conducted our audit in accordance with the Standards on Auditing issued bythe Institute of Chartered Accountants of India as specified under Section 143(10)of the Act Those Standards require that we comply with ethical requirements andplan and perform the audit to obtain reasonable assurance about whether thefinancial statements are free from material misstatement

An audit involves performing procedures to obtain audit evidence about theamounts and disclosures in the financial statements The procedures selecteddepend on the auditorrsquos judgment including the assessment of the risks of materialmisstatement of the financial statements whether due to fraud or error In making

Omansh Enterprises Limited Annual Report 2016-2017 35

those risk assessments the auditor considers internal financial control relevantto the Companyrsquos preparation of the financial statements that give a true and fairview in order to design audit procedures that are appropriate in the circumstancesAn audit also includes evaluating the appropriateness of accounting policies usedand the reasonableness of the accounting estimates made by the CompanyrsquosDirectors as well as evaluating the overall presentation of the financial statementsWe believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the standalone financial statements

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the standalone financial statements give the information required bythe Act in the manner so required and give a true and fair view in conformity withthe accounting principles generally accepted in India of the state of affairs of theCompany as at 31st March 2017 its profit and its cash flows for the year endedon that date

Report on Other Legal and Regulatory Requirements

1 As required by the Companies (Auditorrsquos report) Order 2016 (ldquothe Orderrdquo)issued by the Central Government of India in terms of sub-section (11) ofSection 143 of the Act we give in the Annexure 1 a statement on the mattersspecified 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 whichto the best of our knowledge and belief were necessary for the purposeof our audit

b) In our opinion proper books of account as required by law have beenkept by the Company so far as it appears from our examination of thosebooks

c) The Balance Sheet Statement of Profit and Loss and Cash FlowStatement dealt with by this Report are in agreement with the books ofaccount

d) In our opinion the aforesaid standalone financial statements comply withthe Accounting Standards specified under Section 133 of the Act readwith Rule 7 of the Companies (Accounts) Rules 2014 and the Companies(Accounting Standards) Amendment Rules 2016

e) On the basis of written representations received from the directors as on31st March 2017 and taken on record by the Board of Directors none ofthe directors is disqualified as on 31st March 2017 from being appointedas a director in terms of Section 164(2) of the Act

Omansh Enterprises Limited Annual Report 2016-2017 36

f) With respect to the adequacy of the internal financial controls overfinancial reporting of the Company and the operating effectiveness ofsuch controls refer to our separate Report in ldquoAnnexure 2rdquo to this report

g) With respect to the other matters to be included in the Auditorrsquos Reportin accordance with Rule 11 of the Companies (Audit and Auditors) Rules2014 in our opinion and to the best of our information and according tothe explanations given to us

i The Company does not have any pending litigations which wouldimpact its financial position

ii The Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeablelosses

iii There has not been an occasion in which the company during theyear under report to transfer any sum to the Investor Education andProtection Fund Hence the question of delay in transferring suchsum does not arise

iv The Company has provided requisite disclosures in Note No 27 tothese standalone financial statements as to the holding of SpecifiedBank Notes on November 8 2016 to December 30 2016 as well asdealings in Specified Bank Notes during the period from November8 2016 to December 30 2016 Based on our audit procedures andrelying on the management representation regarding the holdingand nature of cash transactions including Specified Bank Noteswe report that these disclosures are in accordance with the books ofaccounts maintained by the Company and as produced to us by theManagement

For Satyendra Mrinal amp AssociatesChartered Accountants

Firm Registration Number 017068N

SK JainPartner

Membership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 37

Annexure 1 referred to in paragraph 1 under the heading ldquoReport on OtherLegal and Regulatory Requirementsrdquo of our Report of even date

(i) (a) The Company has maintained proper records showing fullparticulars including quantitative details and situation of fixedassets

(b) All fixed assets have been physically verified by the managementat regular intervals as informed to us no material discrepancieswere noticed on such verification

(c) According to the information and explanations given by themanagement the Company has not acquired any immovableproperty during the year under audit no comments under thesub-clause are required

(ii) The Company does not have any inventory and accordingly therequirements under paragraph 3(ii) of the Order are not applicable to theCompany

(iii) According to the information and explanation given to us the Companyhas not granted any loans secured or unsecured to companies firmsLimited Liability Partnerships or other parties covered in the registermaintained under Section 189 of the Act and hence clause 3(iii)(a) (b)and (c) of the Order are not applicable to the Company and hence notcommented upon

(iv) In our opinion and according to the information and explanations givento us there are no loans investments guarantees and securities grantedin respect of which provisions of Section 185 and 186 of the Act areapplicable and hence not commented upon

(v) The Company has not accepted any deposits within the meaning ofSections 73 to 76 of the Act and the Companies (Acceptance of Deposits)Rules 2014 (as amended) Accordingly the provisions of clause 3(v) ofthe Order are not applicable

(vi) To the best of our knowledge and as explained the Central Governmenthas not specified the maintenance of cost records under Section 148(1)of the Act for the productsservices of the Company

(vii) (a) According to the information and explanations given to us andbased on the records of the company examined by us thecompany is regular in depositing the undisputed statutory duesincluding income-tax and other statutory dues as applicablewith the appropriate authorities in India

(b) According to the information and explanations given to us andbased on the records of the company examined by us thereare no dues of Income tax which have not been deposited onaccount of any disputes However the remaining taxes specifiedunder the said sub-clause are not applicable to the company

Omansh Enterprises Limited Annual Report 2016-2017 38

(viii) In our opinion and according to the information and explanations givenby the management the Company has not availed of any loans from anyfinancial institution bank or government and not issued any debentures

(ix) In our opinion and according to the information and explanations givenby the management the Company has not raised any money by way ofinitial public offer or further public offer (including debt instruments) andthe company has not raisedtaken any term loan

(x) Based upon the audit procedures performed for the purpose of reportingthe true and fair view of the financial statements and according to theinformation and explanations given by the management we report thatno fraud by the company or no fraud on the company by the officers andemployees of the Company has been noticed or reported during the year

(xi) According to the information and explanations given by the managementthe company has complied with the provisions of Section 197 read withSchedule V of the Companies Act 2013

(xii) In our opinion the Company is not a nidhi company Therefore theprovisions of clause 3(xii) of the order are not applicable to the Companyand hence not commented upon

(xiii) According to the information and explanations given by the managementthere were no transactions with the related parties during the year hencenot commented upon

(xiv) According to the information and explanations given to us and on anoverall examination of the Balance Sheet the Company has not madeany preferential allotment or private placement of shares or fully or partlyconvertible debentures during the year under review and hence reportingrequirements under clause 3(xiv) are not applicable to the Company andnot commented upon

(xv) According to the information and explanations given by the managementthe Company has not entered into any non-cash transactions with thedirectors or persons connected with him as referred to in Section 192 ofCompanies Act 2013

(xvi) According to the information and explanations given to us the provisionsof Section 45-IA of the Reserve Bank of India Act 1934 are not applicableto the Company

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 39

ANNEXURE 2 TO THE INDEPENDENT AUDITORrsquoS REPORT OF EVEN DATEON THE STANDALONE FINANCIAL STATEMENTS OF OMANSHENTERPRISES LIMITED

Report on the Internal Financial Controls under Clause (i) of Sub-section 3of Section 143 of the Companies Act 2013 (ldquothe Actrdquo)

To the Members of Omansh Enterprises Limited

We have audited the internal financial controls over financial reporting of OmanshEnterprises Limited (ldquothe Companyrdquo) as of 31st March 2017 in conjunction withour audit of the standalone financial statements of the Company for the year endedon that date

Managementrsquos Responsibility for Internal Financial Controls

The Companyrsquos Management is responsible for establishing and maintaininginternal financial controls based on the internal control over financial reportingcriteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial ControlsOver Financial Reporting issued by the Institute of Chartered Accountants of IndiaThese responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuringthe orderly and efficient conduct of its business including adherence to theCompanyrsquos policies the safeguarding of its assets the prevention and detectionof frauds and errors the accuracy and completeness of the accounting recordsand the timely preparation of reliable financial information as required under theCompanies Act 2013 (lsquothe Actrsquo)

Auditorrsquos Responsibility

Our responsibility is to express an opinion on the Companyrsquos internal financialcontrols over financial reporting based on our audit We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting (the ldquoGuidance Noterdquo) and the Standards on Auditing asspecified under section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls both applicable to an audit of Internal Financial Controlsand both issued by the Institute of Chartered Accountants of India ThoseStandards and the Guidance Note require that we comply with ethical requirementsand plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects

Our audit involves performing procedures to obtain audit evidence about theadequacy of the internal financial controls system over financial reporting andtheir operating effectiveness Our audit of internal financial controls over financialreporting included obtaining an understanding of internal financial controls overfinancial reporting assessing the risk that a material weakness exists and testing

Omansh Enterprises Limited Annual Report 2016-2017 40

and evaluating the design and operating effectiveness of internal control basedon the assessed risk The procedures selected depend on the auditorrsquos judgementincluding the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error

We believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the internal financial controls systemover financial reporting

Meaning of Internal Financial Controls Over Financial Reporting

A companyrsquos internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles A companyrsquos internal financialcontrol over financial reporting includes those policies and procedures that (1)pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company (2)provide reasonable assurance that transactions are recorded as necessary topermit preparation of financial statements in accordance with generally acceptedaccounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorisations of management and directorsof the company and (3) provide reasonable assurance regarding prevention ortimely detection of unauthorised acquisition use or disposition of the companyrsquosassets 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 financialreporting including the possibility of collusion or improper management overrideof controls material misstatements due to error or fraud may occur and not bedetected Also projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes inconditions or that the degree of compliance with the policies or procedures maydeteriorate

Omansh Enterprises Limited Annual Report 2016-2017 41

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at 31st March 2017 basedon the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls Over Financial Reporting issued bythe Institute of Chartered Accountants of India

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 42

Amount in Particulars Note As At As At

No 31032017 31032016

OMANSH ENTERPRISES LIMITEDRegd off SHOP NO QD-37 DDA MARKET PITAMPURA NEW DELHI-110034

BALANCE SHEET AS AT 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I EQUITY AND LIABILITIES(1) Shareholderrsquos Funds

(a) Share Capital 2 3550000000 3550000000(b) Reserves and Surplus 3 90954266 68038074(c) Money received against share warrants - 3640954266 - 3618038074

(2) Share application money pending allotment - -(3) Non-Current Liabilities

(a) Long-term borrowings - -(b) Deferred tax liabilities (Net) 121300 -(c) Other Long term liabilities - -(d) Long term provisions - 121300 - -

(4) Current Liabilities(a) Short-term borrowings - -(b) Trade payables 4 2658855175 2385034725(c) Other current liabilities 5 13400000 31328100(d) Short-term provisions - 2672255175 - 2416362825

Total 6313330741 6034400899II ASSETS(1) Non-current assets

(a) Fixed assets (i) Tangible assets 6 2888600 4902500 (ii) Intangible assets - - (iii) Capital work-in-progress - - (iv) Intangible assets under development - -(b) Non-current investments 7 801500000 801500000(c) Deferred tax assets (net) - 413300(d) Long term loans and advances 8 910000000 1232160100(e) Other non-current assets - 1714388600 - 2038975900

(2) Current assets(a) Current investments - -(b) Inventories - -(c) Trade receivables 9 4311808246 3931054446(d) Cash and cash equivalents 10 262853595 19436253(e) Short-term loans and advances 11 10054300 16482300(f) Other current assets 12 14226000 4598942141 28452000 3995424999

Total 6313330741 6034400899Significant Accounting PoliciesNotes on financial Statements 1-27

Omansh Enterprises Limited Annual Report 2016-2017 43

Amount in

Particulars Note 2016-17 2015-16No

OMANSH ENTERPRISES LIMITED

STATEMENT OF PROFIT amp LOSS FOR THE YEAR ENDED 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I Revenue from operations 20 1735111517 2138004325II Other Income 21 598242 165707300III Total Revenue I+II 1735709759 2303711625IV Expenses

Purchase of Stock-in-Trade (Net of Return) 1556101986 2019177290Changes in inventories of finished goods work-in-progress and Stock-in-Trade - -Employee benefit expense 22 38500000 92100000Financial costs 23 - 371112Depreciation and amortization expense 24 16239900 22358900Other expenses 25 91717081 130240960

IV Total Expenses 1702558967 2264248262V Profit before exceptional and extraordinary items and tax III-IV 33150792 39463363VI Exceptional Items - -VII Profit before extraordinary items and tax V-VI 33150792 39463363VIII Extraordinary Items - -IX Profit before tax VII-VIII 33150792 39463363X Tax expense

(1) Current tax 9700000 11638100(2) Deferred tax 534600 27512500

XI Profit(Loss) from the perid from continuing operations IX-X 22916192 312763XII Profit(Loss) from discontinuing operations - -XIII Tax expense of discounting operations - -XIV Profit(Loss) from Discontinuing operations XII-XIII - -XV Profit(Loss) for the period XI+XIV 22916192 312763XVI Earning per equity share 26

(1) Basic 001 000(2) Diluted 001 000

Omansh Enterprises Limited Annual Report 2016-2017 44

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2017(Amount in )

Particulars 2016-17 2015-16A Cash Flow from Operating Activities

Profit(Loss) before Taxation 331508 394634Adjustments for Depreciation 20139 81329Preliminary expenses 142260 142260Loss (Profit) on Sale of assets - -Finance cost - 3711Interest Income - -Operating Profit(Loss) before Working Capital Changes 493907 621934Adjustments for Trade and Other Receivables (3807538) 198975Inventories - -Loans and Advances 3285881 (4365027)Trade and Other Payables 2558924 859666Provisions - -Other current Assets - 6837Cash Generated from Operations 2531173 (2677615)Direct Tax Paid (97000) (116381)Net Cash generated from Operating Activities 2434173 (2793996)

B Cash Flow from Investing ActivitiesPurchase of Fixed Assets - -Sale of assets - -Investments - -Interest Income - -Net Cash used in Investing Activities - -

C Cash Flow from Financing ActivitiesProceeds of Borrowings - -Finance cost - (3711)Net Cash generated from in Financing Activities - (3711)Net Increase(Decrease) in Cash and Cash Equivalents (A+B+C) 2434173 (2797708)Cash and Cash Equivalents Opening 194362 2992070Cash and Cash Equivalents Closing 2628536 194362

Notes1 The above Cash Flow Statement has been prepared under the indirect method as set out in the Accounting Standard on Cash Flow Statement

(AS-3)2 Figures in Brackets indicate Cash Outflow3 Previous Year rsquos figures have been recast regrouped and restated where ever necessary

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 45

Notes Forming Part of Financial Statements

NOTE 1

A CORPORATE INFORMATION

The company is engaged in the business of trading in ClothClothingFabric in India the disclosure requirements of AccountingStandard-17 Segment Reporting are not applicable

B SIGNIFICANT ACCOUNTING POLICIES

I BASIS OF PREPARATION

The accompanying financial statements have been prepared andpresented as a going concern under historical cost convention onthe accrual basis of accounting unless otherwise stated inaccordance with the generally accepted accounting principles inIndia (Indian GAAP) and comply with the Accounting Standardsspecified under Section 133 of the Companies Act 2013 (The Act)read with paragraph 7 of the Companies (Accounts) Rules 2014and relevant provisions of the Companies Act 2013

The accounting policies have been consistently applied by theCompany and are consistent with those used in the previous year

All assets and liabilities have been classified as current or non-current as per the Companyrsquos normal operating cycle and othercriteria set out in the Schedule III of the Companies Act 2013Based on the nature of products and the time between theacquisition of assets for processing and their realisation in cashand cash equivalents the Company has ascertained its operatingcycle as up to twelve months for the purpose of currentnon-currentclassification of assets and liabilities

II USE OF ESTIMATES

The preparation of financial statements in conformity with IndianGAAP requires the management to make judgements estimatesand assumptions that affect the reported amounts of revenuesexpenses assets and liabilities and disclosure of contingentliabilities at the end of the reporting period Although these

Omansh Enterprises Limited Annual Report 2016-2017 46

estimates are based on the managementrsquos best knowledge ofcurrent events and actions uncertainty about these assumptionsand estimates could result in the outcomes requiring a materialadjustment to the carrying amounts of assets or liabilities in futureperiods

Significant estimates used by the management in the preparationof these financial statements include the useful life of fixed assetsand intangible assets and provisions for doubtful debtsadvancesDifference if any between the actual results and estimates arerecognized in the period in which the results are knownmaterialized

III FIXED ASSETS AND DEPRECIATION

Fixed assets are recorded at cost of acquisition and installationincluding freight duties levies less accumulated depreciation Costof acquisition includes rates taxes and any other directlyattributable cost for bringing the asset to its working condition forintended use

Depreciation on Tangible Fixed Assets is provided on Written DownValue method using the rates arrived at based on the useful livesas specified in the Schedule II of the Companies Act 2013 orestimated by the management The Company has used thefollowing useful life to provide depreciation on its fixed assets

Omansh Enterprises Limited Annual Report 2016-2017 47

(a) Assets where useful life is same as Schedule II

Assets Useful Life as Prescribedby Schedule II of theCompanies Act 2013

Factory Building 30 years

Plant amp Machinery (other thancontinuous process plant notcovered under specific industries) 15 years

Furniture amp Fittings 10 years

Motor Cycles scooters and other mopeds 10 years

Vehicles (Motor Cars) 8 years

Office Equipments 5 years

Computer printers amp data processing units 3 years

Electrical Installations 10 years

(b) Assets where useful life differ from Schedule II

Fixed Assets individually costing less than Rupees five thousandare fully depreciated in the year of purchase

(c) Depreciation

Depreciation on the Fixed Assets addeddisposed offdiscardedduring the year is provided on pro-rata basis with reference to thedate of additiondisposaldiscarding and in the case of capitalisationof any asset depreciation is charged from the date the same isreadyput to use to the Statement of Profit and Loss

IV INTANGIBLE ASSETS AND AMORTISATION

Intangible Assets are stated at acquisition cost net of accumulatedamortisation and accumulated impairment losses if any Intangibleassets are amortised on a straight-line basis over their estimateduseful lives

Omansh Enterprises Limited Annual Report 2016-2017 48

The Company amortises miscellaneous expenditure representingthe Companyrsquos formation expenses over a period of 5 yearsFurther the cost of Direct Listing of Equity Shares on BSE Limitedhas also been included in the same

V BORROWING COSTS

Borrowing Costs attributable to acquisition and construction ofqualifying assets are capitalised as a part of the cost of such assetsup to the date when such assets are ready for its intended useOther borrowing costs are charged to the Statement of Profit andLoss in the period in which they are incurred

VI FOREIGN CURRENCY TRANSACTIONS

The Company has not dealt with any foreign currency transactionduring the Financial Year

VII INVESTMENTS

Investments which are readily realisable and intended to be heldfor not more than one year from the date on which such investmentsare made are classified as current investments All otherinvestments are classified as long-term investments

Investments are recorded at cost on the date of purchase whichinclude acquisition charges such as brokerage stamp duty taxesetc Current Investments are stated at lower of cost and netrealisable value Long-term investments are stated at cost afterdeducting provisions made if any for other than temporarydiminution in the value

VIII REVENUE RECOGNITION

Revenue is recognised to the extent that it is probable that theeconomic benefits will flow to the Company and can be reliablymeasured

Revenue from sale of products is recognised when the significantrisks and rewards of ownership of the goods have passed to thebuyer Sale of goods are recorded net of trade discounts rebatesSales Tax Value Added Tax and gross of Excise Duty

Omansh Enterprises Limited Annual Report 2016-2017 49

Interest income is recognized on a time proportion basis takinginto account the amount outstanding and the rate applicable

Dividend income on investments is accounted for on receipt of thesame

All expenses and income to the extent considered payable andreceivable respectively unless specifically stated be otherwise areaccounted for on mercantile basis

IX RETIREMENT AND OTHER EMPLOYEE BENEFITS

(a) Provident Fund

Provision of Provident Fund is not applicable to theCompany

(b) Gratuity

No provision for gratuity has been made as there is noamount due towards Gratuity payable

(c) Compensated Leaves

Unutilized leave of staff lapses as at the year end and isnot encashable Accordingly no provision is made forcompensated Leaves

X TAXATION

Tax expense comprises of current and deferred tax

Current Tax

Provision for current tax is made after taking into considerationbenefits admissible under the provisions of the Income-tax Act1961 Minimum Alternative Tax (MAT) credit is recognized wherethere is convincing evidence that the same can be utilized in future

Current tax assets and current tax liabilities are offset when thereis a legally enforceable right to set off the recognized amounts andthere is an intention to settle the asset and the liability on a netbasis

Omansh Enterprises Limited Annual Report 2016-2017 50

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 39: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

those risk assessments the auditor considers internal financial control relevantto the Companyrsquos preparation of the financial statements that give a true and fairview in order to design audit procedures that are appropriate in the circumstancesAn audit also includes evaluating the appropriateness of accounting policies usedand the reasonableness of the accounting estimates made by the CompanyrsquosDirectors as well as evaluating the overall presentation of the financial statementsWe believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the standalone financial statements

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the standalone financial statements give the information required bythe Act in the manner so required and give a true and fair view in conformity withthe accounting principles generally accepted in India of the state of affairs of theCompany as at 31st March 2017 its profit and its cash flows for the year endedon that date

Report on Other Legal and Regulatory Requirements

1 As required by the Companies (Auditorrsquos report) Order 2016 (ldquothe Orderrdquo)issued by the Central Government of India in terms of sub-section (11) ofSection 143 of the Act we give in the Annexure 1 a statement on the mattersspecified 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 whichto the best of our knowledge and belief were necessary for the purposeof our audit

b) In our opinion proper books of account as required by law have beenkept by the Company so far as it appears from our examination of thosebooks

c) The Balance Sheet Statement of Profit and Loss and Cash FlowStatement dealt with by this Report are in agreement with the books ofaccount

d) In our opinion the aforesaid standalone financial statements comply withthe Accounting Standards specified under Section 133 of the Act readwith Rule 7 of the Companies (Accounts) Rules 2014 and the Companies(Accounting Standards) Amendment Rules 2016

e) On the basis of written representations received from the directors as on31st March 2017 and taken on record by the Board of Directors none ofthe directors is disqualified as on 31st March 2017 from being appointedas a director in terms of Section 164(2) of the Act

Omansh Enterprises Limited Annual Report 2016-2017 36

f) With respect to the adequacy of the internal financial controls overfinancial reporting of the Company and the operating effectiveness ofsuch controls refer to our separate Report in ldquoAnnexure 2rdquo to this report

g) With respect to the other matters to be included in the Auditorrsquos Reportin accordance with Rule 11 of the Companies (Audit and Auditors) Rules2014 in our opinion and to the best of our information and according tothe explanations given to us

i The Company does not have any pending litigations which wouldimpact its financial position

ii The Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeablelosses

iii There has not been an occasion in which the company during theyear under report to transfer any sum to the Investor Education andProtection Fund Hence the question of delay in transferring suchsum does not arise

iv The Company has provided requisite disclosures in Note No 27 tothese standalone financial statements as to the holding of SpecifiedBank Notes on November 8 2016 to December 30 2016 as well asdealings in Specified Bank Notes during the period from November8 2016 to December 30 2016 Based on our audit procedures andrelying on the management representation regarding the holdingand nature of cash transactions including Specified Bank Noteswe report that these disclosures are in accordance with the books ofaccounts maintained by the Company and as produced to us by theManagement

For Satyendra Mrinal amp AssociatesChartered Accountants

Firm Registration Number 017068N

SK JainPartner

Membership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 37

Annexure 1 referred to in paragraph 1 under the heading ldquoReport on OtherLegal and Regulatory Requirementsrdquo of our Report of even date

(i) (a) The Company has maintained proper records showing fullparticulars including quantitative details and situation of fixedassets

(b) All fixed assets have been physically verified by the managementat regular intervals as informed to us no material discrepancieswere noticed on such verification

(c) According to the information and explanations given by themanagement the Company has not acquired any immovableproperty during the year under audit no comments under thesub-clause are required

(ii) The Company does not have any inventory and accordingly therequirements under paragraph 3(ii) of the Order are not applicable to theCompany

(iii) According to the information and explanation given to us the Companyhas not granted any loans secured or unsecured to companies firmsLimited Liability Partnerships or other parties covered in the registermaintained under Section 189 of the Act and hence clause 3(iii)(a) (b)and (c) of the Order are not applicable to the Company and hence notcommented upon

(iv) In our opinion and according to the information and explanations givento us there are no loans investments guarantees and securities grantedin respect of which provisions of Section 185 and 186 of the Act areapplicable and hence not commented upon

(v) The Company has not accepted any deposits within the meaning ofSections 73 to 76 of the Act and the Companies (Acceptance of Deposits)Rules 2014 (as amended) Accordingly the provisions of clause 3(v) ofthe Order are not applicable

(vi) To the best of our knowledge and as explained the Central Governmenthas not specified the maintenance of cost records under Section 148(1)of the Act for the productsservices of the Company

(vii) (a) According to the information and explanations given to us andbased on the records of the company examined by us thecompany is regular in depositing the undisputed statutory duesincluding income-tax and other statutory dues as applicablewith the appropriate authorities in India

(b) According to the information and explanations given to us andbased on the records of the company examined by us thereare no dues of Income tax which have not been deposited onaccount of any disputes However the remaining taxes specifiedunder the said sub-clause are not applicable to the company

Omansh Enterprises Limited Annual Report 2016-2017 38

(viii) In our opinion and according to the information and explanations givenby the management the Company has not availed of any loans from anyfinancial institution bank or government and not issued any debentures

(ix) In our opinion and according to the information and explanations givenby the management the Company has not raised any money by way ofinitial public offer or further public offer (including debt instruments) andthe company has not raisedtaken any term loan

(x) Based upon the audit procedures performed for the purpose of reportingthe true and fair view of the financial statements and according to theinformation and explanations given by the management we report thatno fraud by the company or no fraud on the company by the officers andemployees of the Company has been noticed or reported during the year

(xi) According to the information and explanations given by the managementthe company has complied with the provisions of Section 197 read withSchedule V of the Companies Act 2013

(xii) In our opinion the Company is not a nidhi company Therefore theprovisions of clause 3(xii) of the order are not applicable to the Companyand hence not commented upon

(xiii) According to the information and explanations given by the managementthere were no transactions with the related parties during the year hencenot commented upon

(xiv) According to the information and explanations given to us and on anoverall examination of the Balance Sheet the Company has not madeany preferential allotment or private placement of shares or fully or partlyconvertible debentures during the year under review and hence reportingrequirements under clause 3(xiv) are not applicable to the Company andnot commented upon

(xv) According to the information and explanations given by the managementthe Company has not entered into any non-cash transactions with thedirectors or persons connected with him as referred to in Section 192 ofCompanies Act 2013

(xvi) According to the information and explanations given to us the provisionsof Section 45-IA of the Reserve Bank of India Act 1934 are not applicableto the Company

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 39

ANNEXURE 2 TO THE INDEPENDENT AUDITORrsquoS REPORT OF EVEN DATEON THE STANDALONE FINANCIAL STATEMENTS OF OMANSHENTERPRISES LIMITED

Report on the Internal Financial Controls under Clause (i) of Sub-section 3of Section 143 of the Companies Act 2013 (ldquothe Actrdquo)

To the Members of Omansh Enterprises Limited

We have audited the internal financial controls over financial reporting of OmanshEnterprises Limited (ldquothe Companyrdquo) as of 31st March 2017 in conjunction withour audit of the standalone financial statements of the Company for the year endedon that date

Managementrsquos Responsibility for Internal Financial Controls

The Companyrsquos Management is responsible for establishing and maintaininginternal financial controls based on the internal control over financial reportingcriteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial ControlsOver Financial Reporting issued by the Institute of Chartered Accountants of IndiaThese responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuringthe orderly and efficient conduct of its business including adherence to theCompanyrsquos policies the safeguarding of its assets the prevention and detectionof frauds and errors the accuracy and completeness of the accounting recordsand the timely preparation of reliable financial information as required under theCompanies Act 2013 (lsquothe Actrsquo)

Auditorrsquos Responsibility

Our responsibility is to express an opinion on the Companyrsquos internal financialcontrols over financial reporting based on our audit We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting (the ldquoGuidance Noterdquo) and the Standards on Auditing asspecified under section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls both applicable to an audit of Internal Financial Controlsand both issued by the Institute of Chartered Accountants of India ThoseStandards and the Guidance Note require that we comply with ethical requirementsand plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects

Our audit involves performing procedures to obtain audit evidence about theadequacy of the internal financial controls system over financial reporting andtheir operating effectiveness Our audit of internal financial controls over financialreporting included obtaining an understanding of internal financial controls overfinancial reporting assessing the risk that a material weakness exists and testing

Omansh Enterprises Limited Annual Report 2016-2017 40

and evaluating the design and operating effectiveness of internal control basedon the assessed risk The procedures selected depend on the auditorrsquos judgementincluding the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error

We believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the internal financial controls systemover financial reporting

Meaning of Internal Financial Controls Over Financial Reporting

A companyrsquos internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles A companyrsquos internal financialcontrol over financial reporting includes those policies and procedures that (1)pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company (2)provide reasonable assurance that transactions are recorded as necessary topermit preparation of financial statements in accordance with generally acceptedaccounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorisations of management and directorsof the company and (3) provide reasonable assurance regarding prevention ortimely detection of unauthorised acquisition use or disposition of the companyrsquosassets 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 financialreporting including the possibility of collusion or improper management overrideof controls material misstatements due to error or fraud may occur and not bedetected Also projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes inconditions or that the degree of compliance with the policies or procedures maydeteriorate

Omansh Enterprises Limited Annual Report 2016-2017 41

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at 31st March 2017 basedon the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls Over Financial Reporting issued bythe Institute of Chartered Accountants of India

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 42

Amount in Particulars Note As At As At

No 31032017 31032016

OMANSH ENTERPRISES LIMITEDRegd off SHOP NO QD-37 DDA MARKET PITAMPURA NEW DELHI-110034

BALANCE SHEET AS AT 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I EQUITY AND LIABILITIES(1) Shareholderrsquos Funds

(a) Share Capital 2 3550000000 3550000000(b) Reserves and Surplus 3 90954266 68038074(c) Money received against share warrants - 3640954266 - 3618038074

(2) Share application money pending allotment - -(3) Non-Current Liabilities

(a) Long-term borrowings - -(b) Deferred tax liabilities (Net) 121300 -(c) Other Long term liabilities - -(d) Long term provisions - 121300 - -

(4) Current Liabilities(a) Short-term borrowings - -(b) Trade payables 4 2658855175 2385034725(c) Other current liabilities 5 13400000 31328100(d) Short-term provisions - 2672255175 - 2416362825

Total 6313330741 6034400899II ASSETS(1) Non-current assets

(a) Fixed assets (i) Tangible assets 6 2888600 4902500 (ii) Intangible assets - - (iii) Capital work-in-progress - - (iv) Intangible assets under development - -(b) Non-current investments 7 801500000 801500000(c) Deferred tax assets (net) - 413300(d) Long term loans and advances 8 910000000 1232160100(e) Other non-current assets - 1714388600 - 2038975900

(2) Current assets(a) Current investments - -(b) Inventories - -(c) Trade receivables 9 4311808246 3931054446(d) Cash and cash equivalents 10 262853595 19436253(e) Short-term loans and advances 11 10054300 16482300(f) Other current assets 12 14226000 4598942141 28452000 3995424999

Total 6313330741 6034400899Significant Accounting PoliciesNotes on financial Statements 1-27

Omansh Enterprises Limited Annual Report 2016-2017 43

Amount in

Particulars Note 2016-17 2015-16No

OMANSH ENTERPRISES LIMITED

STATEMENT OF PROFIT amp LOSS FOR THE YEAR ENDED 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I Revenue from operations 20 1735111517 2138004325II Other Income 21 598242 165707300III Total Revenue I+II 1735709759 2303711625IV Expenses

Purchase of Stock-in-Trade (Net of Return) 1556101986 2019177290Changes in inventories of finished goods work-in-progress and Stock-in-Trade - -Employee benefit expense 22 38500000 92100000Financial costs 23 - 371112Depreciation and amortization expense 24 16239900 22358900Other expenses 25 91717081 130240960

IV Total Expenses 1702558967 2264248262V Profit before exceptional and extraordinary items and tax III-IV 33150792 39463363VI Exceptional Items - -VII Profit before extraordinary items and tax V-VI 33150792 39463363VIII Extraordinary Items - -IX Profit before tax VII-VIII 33150792 39463363X Tax expense

(1) Current tax 9700000 11638100(2) Deferred tax 534600 27512500

XI Profit(Loss) from the perid from continuing operations IX-X 22916192 312763XII Profit(Loss) from discontinuing operations - -XIII Tax expense of discounting operations - -XIV Profit(Loss) from Discontinuing operations XII-XIII - -XV Profit(Loss) for the period XI+XIV 22916192 312763XVI Earning per equity share 26

(1) Basic 001 000(2) Diluted 001 000

Omansh Enterprises Limited Annual Report 2016-2017 44

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2017(Amount in )

Particulars 2016-17 2015-16A Cash Flow from Operating Activities

Profit(Loss) before Taxation 331508 394634Adjustments for Depreciation 20139 81329Preliminary expenses 142260 142260Loss (Profit) on Sale of assets - -Finance cost - 3711Interest Income - -Operating Profit(Loss) before Working Capital Changes 493907 621934Adjustments for Trade and Other Receivables (3807538) 198975Inventories - -Loans and Advances 3285881 (4365027)Trade and Other Payables 2558924 859666Provisions - -Other current Assets - 6837Cash Generated from Operations 2531173 (2677615)Direct Tax Paid (97000) (116381)Net Cash generated from Operating Activities 2434173 (2793996)

B Cash Flow from Investing ActivitiesPurchase of Fixed Assets - -Sale of assets - -Investments - -Interest Income - -Net Cash used in Investing Activities - -

C Cash Flow from Financing ActivitiesProceeds of Borrowings - -Finance cost - (3711)Net Cash generated from in Financing Activities - (3711)Net Increase(Decrease) in Cash and Cash Equivalents (A+B+C) 2434173 (2797708)Cash and Cash Equivalents Opening 194362 2992070Cash and Cash Equivalents Closing 2628536 194362

Notes1 The above Cash Flow Statement has been prepared under the indirect method as set out in the Accounting Standard on Cash Flow Statement

(AS-3)2 Figures in Brackets indicate Cash Outflow3 Previous Year rsquos figures have been recast regrouped and restated where ever necessary

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 45

Notes Forming Part of Financial Statements

NOTE 1

A CORPORATE INFORMATION

The company is engaged in the business of trading in ClothClothingFabric in India the disclosure requirements of AccountingStandard-17 Segment Reporting are not applicable

B SIGNIFICANT ACCOUNTING POLICIES

I BASIS OF PREPARATION

The accompanying financial statements have been prepared andpresented as a going concern under historical cost convention onthe accrual basis of accounting unless otherwise stated inaccordance with the generally accepted accounting principles inIndia (Indian GAAP) and comply with the Accounting Standardsspecified under Section 133 of the Companies Act 2013 (The Act)read with paragraph 7 of the Companies (Accounts) Rules 2014and relevant provisions of the Companies Act 2013

The accounting policies have been consistently applied by theCompany and are consistent with those used in the previous year

All assets and liabilities have been classified as current or non-current as per the Companyrsquos normal operating cycle and othercriteria set out in the Schedule III of the Companies Act 2013Based on the nature of products and the time between theacquisition of assets for processing and their realisation in cashand cash equivalents the Company has ascertained its operatingcycle as up to twelve months for the purpose of currentnon-currentclassification of assets and liabilities

II USE OF ESTIMATES

The preparation of financial statements in conformity with IndianGAAP requires the management to make judgements estimatesand assumptions that affect the reported amounts of revenuesexpenses assets and liabilities and disclosure of contingentliabilities at the end of the reporting period Although these

Omansh Enterprises Limited Annual Report 2016-2017 46

estimates are based on the managementrsquos best knowledge ofcurrent events and actions uncertainty about these assumptionsand estimates could result in the outcomes requiring a materialadjustment to the carrying amounts of assets or liabilities in futureperiods

Significant estimates used by the management in the preparationof these financial statements include the useful life of fixed assetsand intangible assets and provisions for doubtful debtsadvancesDifference if any between the actual results and estimates arerecognized in the period in which the results are knownmaterialized

III FIXED ASSETS AND DEPRECIATION

Fixed assets are recorded at cost of acquisition and installationincluding freight duties levies less accumulated depreciation Costof acquisition includes rates taxes and any other directlyattributable cost for bringing the asset to its working condition forintended use

Depreciation on Tangible Fixed Assets is provided on Written DownValue method using the rates arrived at based on the useful livesas specified in the Schedule II of the Companies Act 2013 orestimated by the management The Company has used thefollowing useful life to provide depreciation on its fixed assets

Omansh Enterprises Limited Annual Report 2016-2017 47

(a) Assets where useful life is same as Schedule II

Assets Useful Life as Prescribedby Schedule II of theCompanies Act 2013

Factory Building 30 years

Plant amp Machinery (other thancontinuous process plant notcovered under specific industries) 15 years

Furniture amp Fittings 10 years

Motor Cycles scooters and other mopeds 10 years

Vehicles (Motor Cars) 8 years

Office Equipments 5 years

Computer printers amp data processing units 3 years

Electrical Installations 10 years

(b) Assets where useful life differ from Schedule II

Fixed Assets individually costing less than Rupees five thousandare fully depreciated in the year of purchase

(c) Depreciation

Depreciation on the Fixed Assets addeddisposed offdiscardedduring the year is provided on pro-rata basis with reference to thedate of additiondisposaldiscarding and in the case of capitalisationof any asset depreciation is charged from the date the same isreadyput to use to the Statement of Profit and Loss

IV INTANGIBLE ASSETS AND AMORTISATION

Intangible Assets are stated at acquisition cost net of accumulatedamortisation and accumulated impairment losses if any Intangibleassets are amortised on a straight-line basis over their estimateduseful lives

Omansh Enterprises Limited Annual Report 2016-2017 48

The Company amortises miscellaneous expenditure representingthe Companyrsquos formation expenses over a period of 5 yearsFurther the cost of Direct Listing of Equity Shares on BSE Limitedhas also been included in the same

V BORROWING COSTS

Borrowing Costs attributable to acquisition and construction ofqualifying assets are capitalised as a part of the cost of such assetsup to the date when such assets are ready for its intended useOther borrowing costs are charged to the Statement of Profit andLoss in the period in which they are incurred

VI FOREIGN CURRENCY TRANSACTIONS

The Company has not dealt with any foreign currency transactionduring the Financial Year

VII INVESTMENTS

Investments which are readily realisable and intended to be heldfor not more than one year from the date on which such investmentsare made are classified as current investments All otherinvestments are classified as long-term investments

Investments are recorded at cost on the date of purchase whichinclude acquisition charges such as brokerage stamp duty taxesetc Current Investments are stated at lower of cost and netrealisable value Long-term investments are stated at cost afterdeducting provisions made if any for other than temporarydiminution in the value

VIII REVENUE RECOGNITION

Revenue is recognised to the extent that it is probable that theeconomic benefits will flow to the Company and can be reliablymeasured

Revenue from sale of products is recognised when the significantrisks and rewards of ownership of the goods have passed to thebuyer Sale of goods are recorded net of trade discounts rebatesSales Tax Value Added Tax and gross of Excise Duty

Omansh Enterprises Limited Annual Report 2016-2017 49

Interest income is recognized on a time proportion basis takinginto account the amount outstanding and the rate applicable

Dividend income on investments is accounted for on receipt of thesame

All expenses and income to the extent considered payable andreceivable respectively unless specifically stated be otherwise areaccounted for on mercantile basis

IX RETIREMENT AND OTHER EMPLOYEE BENEFITS

(a) Provident Fund

Provision of Provident Fund is not applicable to theCompany

(b) Gratuity

No provision for gratuity has been made as there is noamount due towards Gratuity payable

(c) Compensated Leaves

Unutilized leave of staff lapses as at the year end and isnot encashable Accordingly no provision is made forcompensated Leaves

X TAXATION

Tax expense comprises of current and deferred tax

Current Tax

Provision for current tax is made after taking into considerationbenefits admissible under the provisions of the Income-tax Act1961 Minimum Alternative Tax (MAT) credit is recognized wherethere is convincing evidence that the same can be utilized in future

Current tax assets and current tax liabilities are offset when thereis a legally enforceable right to set off the recognized amounts andthere is an intention to settle the asset and the liability on a netbasis

Omansh Enterprises Limited Annual Report 2016-2017 50

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 40: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

f) With respect to the adequacy of the internal financial controls overfinancial reporting of the Company and the operating effectiveness ofsuch controls refer to our separate Report in ldquoAnnexure 2rdquo to this report

g) With respect to the other matters to be included in the Auditorrsquos Reportin accordance with Rule 11 of the Companies (Audit and Auditors) Rules2014 in our opinion and to the best of our information and according tothe explanations given to us

i The Company does not have any pending litigations which wouldimpact its financial position

ii The Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeablelosses

iii There has not been an occasion in which the company during theyear under report to transfer any sum to the Investor Education andProtection Fund Hence the question of delay in transferring suchsum does not arise

iv The Company has provided requisite disclosures in Note No 27 tothese standalone financial statements as to the holding of SpecifiedBank Notes on November 8 2016 to December 30 2016 as well asdealings in Specified Bank Notes during the period from November8 2016 to December 30 2016 Based on our audit procedures andrelying on the management representation regarding the holdingand nature of cash transactions including Specified Bank Noteswe report that these disclosures are in accordance with the books ofaccounts maintained by the Company and as produced to us by theManagement

For Satyendra Mrinal amp AssociatesChartered Accountants

Firm Registration Number 017068N

SK JainPartner

Membership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 37

Annexure 1 referred to in paragraph 1 under the heading ldquoReport on OtherLegal and Regulatory Requirementsrdquo of our Report of even date

(i) (a) The Company has maintained proper records showing fullparticulars including quantitative details and situation of fixedassets

(b) All fixed assets have been physically verified by the managementat regular intervals as informed to us no material discrepancieswere noticed on such verification

(c) According to the information and explanations given by themanagement the Company has not acquired any immovableproperty during the year under audit no comments under thesub-clause are required

(ii) The Company does not have any inventory and accordingly therequirements under paragraph 3(ii) of the Order are not applicable to theCompany

(iii) According to the information and explanation given to us the Companyhas not granted any loans secured or unsecured to companies firmsLimited Liability Partnerships or other parties covered in the registermaintained under Section 189 of the Act and hence clause 3(iii)(a) (b)and (c) of the Order are not applicable to the Company and hence notcommented upon

(iv) In our opinion and according to the information and explanations givento us there are no loans investments guarantees and securities grantedin respect of which provisions of Section 185 and 186 of the Act areapplicable and hence not commented upon

(v) The Company has not accepted any deposits within the meaning ofSections 73 to 76 of the Act and the Companies (Acceptance of Deposits)Rules 2014 (as amended) Accordingly the provisions of clause 3(v) ofthe Order are not applicable

(vi) To the best of our knowledge and as explained the Central Governmenthas not specified the maintenance of cost records under Section 148(1)of the Act for the productsservices of the Company

(vii) (a) According to the information and explanations given to us andbased on the records of the company examined by us thecompany is regular in depositing the undisputed statutory duesincluding income-tax and other statutory dues as applicablewith the appropriate authorities in India

(b) According to the information and explanations given to us andbased on the records of the company examined by us thereare no dues of Income tax which have not been deposited onaccount of any disputes However the remaining taxes specifiedunder the said sub-clause are not applicable to the company

Omansh Enterprises Limited Annual Report 2016-2017 38

(viii) In our opinion and according to the information and explanations givenby the management the Company has not availed of any loans from anyfinancial institution bank or government and not issued any debentures

(ix) In our opinion and according to the information and explanations givenby the management the Company has not raised any money by way ofinitial public offer or further public offer (including debt instruments) andthe company has not raisedtaken any term loan

(x) Based upon the audit procedures performed for the purpose of reportingthe true and fair view of the financial statements and according to theinformation and explanations given by the management we report thatno fraud by the company or no fraud on the company by the officers andemployees of the Company has been noticed or reported during the year

(xi) According to the information and explanations given by the managementthe company has complied with the provisions of Section 197 read withSchedule V of the Companies Act 2013

(xii) In our opinion the Company is not a nidhi company Therefore theprovisions of clause 3(xii) of the order are not applicable to the Companyand hence not commented upon

(xiii) According to the information and explanations given by the managementthere were no transactions with the related parties during the year hencenot commented upon

(xiv) According to the information and explanations given to us and on anoverall examination of the Balance Sheet the Company has not madeany preferential allotment or private placement of shares or fully or partlyconvertible debentures during the year under review and hence reportingrequirements under clause 3(xiv) are not applicable to the Company andnot commented upon

(xv) According to the information and explanations given by the managementthe Company has not entered into any non-cash transactions with thedirectors or persons connected with him as referred to in Section 192 ofCompanies Act 2013

(xvi) According to the information and explanations given to us the provisionsof Section 45-IA of the Reserve Bank of India Act 1934 are not applicableto the Company

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 39

ANNEXURE 2 TO THE INDEPENDENT AUDITORrsquoS REPORT OF EVEN DATEON THE STANDALONE FINANCIAL STATEMENTS OF OMANSHENTERPRISES LIMITED

Report on the Internal Financial Controls under Clause (i) of Sub-section 3of Section 143 of the Companies Act 2013 (ldquothe Actrdquo)

To the Members of Omansh Enterprises Limited

We have audited the internal financial controls over financial reporting of OmanshEnterprises Limited (ldquothe Companyrdquo) as of 31st March 2017 in conjunction withour audit of the standalone financial statements of the Company for the year endedon that date

Managementrsquos Responsibility for Internal Financial Controls

The Companyrsquos Management is responsible for establishing and maintaininginternal financial controls based on the internal control over financial reportingcriteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial ControlsOver Financial Reporting issued by the Institute of Chartered Accountants of IndiaThese responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuringthe orderly and efficient conduct of its business including adherence to theCompanyrsquos policies the safeguarding of its assets the prevention and detectionof frauds and errors the accuracy and completeness of the accounting recordsand the timely preparation of reliable financial information as required under theCompanies Act 2013 (lsquothe Actrsquo)

Auditorrsquos Responsibility

Our responsibility is to express an opinion on the Companyrsquos internal financialcontrols over financial reporting based on our audit We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting (the ldquoGuidance Noterdquo) and the Standards on Auditing asspecified under section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls both applicable to an audit of Internal Financial Controlsand both issued by the Institute of Chartered Accountants of India ThoseStandards and the Guidance Note require that we comply with ethical requirementsand plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects

Our audit involves performing procedures to obtain audit evidence about theadequacy of the internal financial controls system over financial reporting andtheir operating effectiveness Our audit of internal financial controls over financialreporting included obtaining an understanding of internal financial controls overfinancial reporting assessing the risk that a material weakness exists and testing

Omansh Enterprises Limited Annual Report 2016-2017 40

and evaluating the design and operating effectiveness of internal control basedon the assessed risk The procedures selected depend on the auditorrsquos judgementincluding the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error

We believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the internal financial controls systemover financial reporting

Meaning of Internal Financial Controls Over Financial Reporting

A companyrsquos internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles A companyrsquos internal financialcontrol over financial reporting includes those policies and procedures that (1)pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company (2)provide reasonable assurance that transactions are recorded as necessary topermit preparation of financial statements in accordance with generally acceptedaccounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorisations of management and directorsof the company and (3) provide reasonable assurance regarding prevention ortimely detection of unauthorised acquisition use or disposition of the companyrsquosassets 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 financialreporting including the possibility of collusion or improper management overrideof controls material misstatements due to error or fraud may occur and not bedetected Also projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes inconditions or that the degree of compliance with the policies or procedures maydeteriorate

Omansh Enterprises Limited Annual Report 2016-2017 41

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at 31st March 2017 basedon the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls Over Financial Reporting issued bythe Institute of Chartered Accountants of India

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 42

Amount in Particulars Note As At As At

No 31032017 31032016

OMANSH ENTERPRISES LIMITEDRegd off SHOP NO QD-37 DDA MARKET PITAMPURA NEW DELHI-110034

BALANCE SHEET AS AT 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I EQUITY AND LIABILITIES(1) Shareholderrsquos Funds

(a) Share Capital 2 3550000000 3550000000(b) Reserves and Surplus 3 90954266 68038074(c) Money received against share warrants - 3640954266 - 3618038074

(2) Share application money pending allotment - -(3) Non-Current Liabilities

(a) Long-term borrowings - -(b) Deferred tax liabilities (Net) 121300 -(c) Other Long term liabilities - -(d) Long term provisions - 121300 - -

(4) Current Liabilities(a) Short-term borrowings - -(b) Trade payables 4 2658855175 2385034725(c) Other current liabilities 5 13400000 31328100(d) Short-term provisions - 2672255175 - 2416362825

Total 6313330741 6034400899II ASSETS(1) Non-current assets

(a) Fixed assets (i) Tangible assets 6 2888600 4902500 (ii) Intangible assets - - (iii) Capital work-in-progress - - (iv) Intangible assets under development - -(b) Non-current investments 7 801500000 801500000(c) Deferred tax assets (net) - 413300(d) Long term loans and advances 8 910000000 1232160100(e) Other non-current assets - 1714388600 - 2038975900

(2) Current assets(a) Current investments - -(b) Inventories - -(c) Trade receivables 9 4311808246 3931054446(d) Cash and cash equivalents 10 262853595 19436253(e) Short-term loans and advances 11 10054300 16482300(f) Other current assets 12 14226000 4598942141 28452000 3995424999

Total 6313330741 6034400899Significant Accounting PoliciesNotes on financial Statements 1-27

Omansh Enterprises Limited Annual Report 2016-2017 43

Amount in

Particulars Note 2016-17 2015-16No

OMANSH ENTERPRISES LIMITED

STATEMENT OF PROFIT amp LOSS FOR THE YEAR ENDED 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I Revenue from operations 20 1735111517 2138004325II Other Income 21 598242 165707300III Total Revenue I+II 1735709759 2303711625IV Expenses

Purchase of Stock-in-Trade (Net of Return) 1556101986 2019177290Changes in inventories of finished goods work-in-progress and Stock-in-Trade - -Employee benefit expense 22 38500000 92100000Financial costs 23 - 371112Depreciation and amortization expense 24 16239900 22358900Other expenses 25 91717081 130240960

IV Total Expenses 1702558967 2264248262V Profit before exceptional and extraordinary items and tax III-IV 33150792 39463363VI Exceptional Items - -VII Profit before extraordinary items and tax V-VI 33150792 39463363VIII Extraordinary Items - -IX Profit before tax VII-VIII 33150792 39463363X Tax expense

(1) Current tax 9700000 11638100(2) Deferred tax 534600 27512500

XI Profit(Loss) from the perid from continuing operations IX-X 22916192 312763XII Profit(Loss) from discontinuing operations - -XIII Tax expense of discounting operations - -XIV Profit(Loss) from Discontinuing operations XII-XIII - -XV Profit(Loss) for the period XI+XIV 22916192 312763XVI Earning per equity share 26

(1) Basic 001 000(2) Diluted 001 000

Omansh Enterprises Limited Annual Report 2016-2017 44

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2017(Amount in )

Particulars 2016-17 2015-16A Cash Flow from Operating Activities

Profit(Loss) before Taxation 331508 394634Adjustments for Depreciation 20139 81329Preliminary expenses 142260 142260Loss (Profit) on Sale of assets - -Finance cost - 3711Interest Income - -Operating Profit(Loss) before Working Capital Changes 493907 621934Adjustments for Trade and Other Receivables (3807538) 198975Inventories - -Loans and Advances 3285881 (4365027)Trade and Other Payables 2558924 859666Provisions - -Other current Assets - 6837Cash Generated from Operations 2531173 (2677615)Direct Tax Paid (97000) (116381)Net Cash generated from Operating Activities 2434173 (2793996)

B Cash Flow from Investing ActivitiesPurchase of Fixed Assets - -Sale of assets - -Investments - -Interest Income - -Net Cash used in Investing Activities - -

C Cash Flow from Financing ActivitiesProceeds of Borrowings - -Finance cost - (3711)Net Cash generated from in Financing Activities - (3711)Net Increase(Decrease) in Cash and Cash Equivalents (A+B+C) 2434173 (2797708)Cash and Cash Equivalents Opening 194362 2992070Cash and Cash Equivalents Closing 2628536 194362

Notes1 The above Cash Flow Statement has been prepared under the indirect method as set out in the Accounting Standard on Cash Flow Statement

(AS-3)2 Figures in Brackets indicate Cash Outflow3 Previous Year rsquos figures have been recast regrouped and restated where ever necessary

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 45

Notes Forming Part of Financial Statements

NOTE 1

A CORPORATE INFORMATION

The company is engaged in the business of trading in ClothClothingFabric in India the disclosure requirements of AccountingStandard-17 Segment Reporting are not applicable

B SIGNIFICANT ACCOUNTING POLICIES

I BASIS OF PREPARATION

The accompanying financial statements have been prepared andpresented as a going concern under historical cost convention onthe accrual basis of accounting unless otherwise stated inaccordance with the generally accepted accounting principles inIndia (Indian GAAP) and comply with the Accounting Standardsspecified under Section 133 of the Companies Act 2013 (The Act)read with paragraph 7 of the Companies (Accounts) Rules 2014and relevant provisions of the Companies Act 2013

The accounting policies have been consistently applied by theCompany and are consistent with those used in the previous year

All assets and liabilities have been classified as current or non-current as per the Companyrsquos normal operating cycle and othercriteria set out in the Schedule III of the Companies Act 2013Based on the nature of products and the time between theacquisition of assets for processing and their realisation in cashand cash equivalents the Company has ascertained its operatingcycle as up to twelve months for the purpose of currentnon-currentclassification of assets and liabilities

II USE OF ESTIMATES

The preparation of financial statements in conformity with IndianGAAP requires the management to make judgements estimatesand assumptions that affect the reported amounts of revenuesexpenses assets and liabilities and disclosure of contingentliabilities at the end of the reporting period Although these

Omansh Enterprises Limited Annual Report 2016-2017 46

estimates are based on the managementrsquos best knowledge ofcurrent events and actions uncertainty about these assumptionsand estimates could result in the outcomes requiring a materialadjustment to the carrying amounts of assets or liabilities in futureperiods

Significant estimates used by the management in the preparationof these financial statements include the useful life of fixed assetsand intangible assets and provisions for doubtful debtsadvancesDifference if any between the actual results and estimates arerecognized in the period in which the results are knownmaterialized

III FIXED ASSETS AND DEPRECIATION

Fixed assets are recorded at cost of acquisition and installationincluding freight duties levies less accumulated depreciation Costof acquisition includes rates taxes and any other directlyattributable cost for bringing the asset to its working condition forintended use

Depreciation on Tangible Fixed Assets is provided on Written DownValue method using the rates arrived at based on the useful livesas specified in the Schedule II of the Companies Act 2013 orestimated by the management The Company has used thefollowing useful life to provide depreciation on its fixed assets

Omansh Enterprises Limited Annual Report 2016-2017 47

(a) Assets where useful life is same as Schedule II

Assets Useful Life as Prescribedby Schedule II of theCompanies Act 2013

Factory Building 30 years

Plant amp Machinery (other thancontinuous process plant notcovered under specific industries) 15 years

Furniture amp Fittings 10 years

Motor Cycles scooters and other mopeds 10 years

Vehicles (Motor Cars) 8 years

Office Equipments 5 years

Computer printers amp data processing units 3 years

Electrical Installations 10 years

(b) Assets where useful life differ from Schedule II

Fixed Assets individually costing less than Rupees five thousandare fully depreciated in the year of purchase

(c) Depreciation

Depreciation on the Fixed Assets addeddisposed offdiscardedduring the year is provided on pro-rata basis with reference to thedate of additiondisposaldiscarding and in the case of capitalisationof any asset depreciation is charged from the date the same isreadyput to use to the Statement of Profit and Loss

IV INTANGIBLE ASSETS AND AMORTISATION

Intangible Assets are stated at acquisition cost net of accumulatedamortisation and accumulated impairment losses if any Intangibleassets are amortised on a straight-line basis over their estimateduseful lives

Omansh Enterprises Limited Annual Report 2016-2017 48

The Company amortises miscellaneous expenditure representingthe Companyrsquos formation expenses over a period of 5 yearsFurther the cost of Direct Listing of Equity Shares on BSE Limitedhas also been included in the same

V BORROWING COSTS

Borrowing Costs attributable to acquisition and construction ofqualifying assets are capitalised as a part of the cost of such assetsup to the date when such assets are ready for its intended useOther borrowing costs are charged to the Statement of Profit andLoss in the period in which they are incurred

VI FOREIGN CURRENCY TRANSACTIONS

The Company has not dealt with any foreign currency transactionduring the Financial Year

VII INVESTMENTS

Investments which are readily realisable and intended to be heldfor not more than one year from the date on which such investmentsare made are classified as current investments All otherinvestments are classified as long-term investments

Investments are recorded at cost on the date of purchase whichinclude acquisition charges such as brokerage stamp duty taxesetc Current Investments are stated at lower of cost and netrealisable value Long-term investments are stated at cost afterdeducting provisions made if any for other than temporarydiminution in the value

VIII REVENUE RECOGNITION

Revenue is recognised to the extent that it is probable that theeconomic benefits will flow to the Company and can be reliablymeasured

Revenue from sale of products is recognised when the significantrisks and rewards of ownership of the goods have passed to thebuyer Sale of goods are recorded net of trade discounts rebatesSales Tax Value Added Tax and gross of Excise Duty

Omansh Enterprises Limited Annual Report 2016-2017 49

Interest income is recognized on a time proportion basis takinginto account the amount outstanding and the rate applicable

Dividend income on investments is accounted for on receipt of thesame

All expenses and income to the extent considered payable andreceivable respectively unless specifically stated be otherwise areaccounted for on mercantile basis

IX RETIREMENT AND OTHER EMPLOYEE BENEFITS

(a) Provident Fund

Provision of Provident Fund is not applicable to theCompany

(b) Gratuity

No provision for gratuity has been made as there is noamount due towards Gratuity payable

(c) Compensated Leaves

Unutilized leave of staff lapses as at the year end and isnot encashable Accordingly no provision is made forcompensated Leaves

X TAXATION

Tax expense comprises of current and deferred tax

Current Tax

Provision for current tax is made after taking into considerationbenefits admissible under the provisions of the Income-tax Act1961 Minimum Alternative Tax (MAT) credit is recognized wherethere is convincing evidence that the same can be utilized in future

Current tax assets and current tax liabilities are offset when thereis a legally enforceable right to set off the recognized amounts andthere is an intention to settle the asset and the liability on a netbasis

Omansh Enterprises Limited Annual Report 2016-2017 50

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 41: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

Annexure 1 referred to in paragraph 1 under the heading ldquoReport on OtherLegal and Regulatory Requirementsrdquo of our Report of even date

(i) (a) The Company has maintained proper records showing fullparticulars including quantitative details and situation of fixedassets

(b) All fixed assets have been physically verified by the managementat regular intervals as informed to us no material discrepancieswere noticed on such verification

(c) According to the information and explanations given by themanagement the Company has not acquired any immovableproperty during the year under audit no comments under thesub-clause are required

(ii) The Company does not have any inventory and accordingly therequirements under paragraph 3(ii) of the Order are not applicable to theCompany

(iii) According to the information and explanation given to us the Companyhas not granted any loans secured or unsecured to companies firmsLimited Liability Partnerships or other parties covered in the registermaintained under Section 189 of the Act and hence clause 3(iii)(a) (b)and (c) of the Order are not applicable to the Company and hence notcommented upon

(iv) In our opinion and according to the information and explanations givento us there are no loans investments guarantees and securities grantedin respect of which provisions of Section 185 and 186 of the Act areapplicable and hence not commented upon

(v) The Company has not accepted any deposits within the meaning ofSections 73 to 76 of the Act and the Companies (Acceptance of Deposits)Rules 2014 (as amended) Accordingly the provisions of clause 3(v) ofthe Order are not applicable

(vi) To the best of our knowledge and as explained the Central Governmenthas not specified the maintenance of cost records under Section 148(1)of the Act for the productsservices of the Company

(vii) (a) According to the information and explanations given to us andbased on the records of the company examined by us thecompany is regular in depositing the undisputed statutory duesincluding income-tax and other statutory dues as applicablewith the appropriate authorities in India

(b) According to the information and explanations given to us andbased on the records of the company examined by us thereare no dues of Income tax which have not been deposited onaccount of any disputes However the remaining taxes specifiedunder the said sub-clause are not applicable to the company

Omansh Enterprises Limited Annual Report 2016-2017 38

(viii) In our opinion and according to the information and explanations givenby the management the Company has not availed of any loans from anyfinancial institution bank or government and not issued any debentures

(ix) In our opinion and according to the information and explanations givenby the management the Company has not raised any money by way ofinitial public offer or further public offer (including debt instruments) andthe company has not raisedtaken any term loan

(x) Based upon the audit procedures performed for the purpose of reportingthe true and fair view of the financial statements and according to theinformation and explanations given by the management we report thatno fraud by the company or no fraud on the company by the officers andemployees of the Company has been noticed or reported during the year

(xi) According to the information and explanations given by the managementthe company has complied with the provisions of Section 197 read withSchedule V of the Companies Act 2013

(xii) In our opinion the Company is not a nidhi company Therefore theprovisions of clause 3(xii) of the order are not applicable to the Companyand hence not commented upon

(xiii) According to the information and explanations given by the managementthere were no transactions with the related parties during the year hencenot commented upon

(xiv) According to the information and explanations given to us and on anoverall examination of the Balance Sheet the Company has not madeany preferential allotment or private placement of shares or fully or partlyconvertible debentures during the year under review and hence reportingrequirements under clause 3(xiv) are not applicable to the Company andnot commented upon

(xv) According to the information and explanations given by the managementthe Company has not entered into any non-cash transactions with thedirectors or persons connected with him as referred to in Section 192 ofCompanies Act 2013

(xvi) According to the information and explanations given to us the provisionsof Section 45-IA of the Reserve Bank of India Act 1934 are not applicableto the Company

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 39

ANNEXURE 2 TO THE INDEPENDENT AUDITORrsquoS REPORT OF EVEN DATEON THE STANDALONE FINANCIAL STATEMENTS OF OMANSHENTERPRISES LIMITED

Report on the Internal Financial Controls under Clause (i) of Sub-section 3of Section 143 of the Companies Act 2013 (ldquothe Actrdquo)

To the Members of Omansh Enterprises Limited

We have audited the internal financial controls over financial reporting of OmanshEnterprises Limited (ldquothe Companyrdquo) as of 31st March 2017 in conjunction withour audit of the standalone financial statements of the Company for the year endedon that date

Managementrsquos Responsibility for Internal Financial Controls

The Companyrsquos Management is responsible for establishing and maintaininginternal financial controls based on the internal control over financial reportingcriteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial ControlsOver Financial Reporting issued by the Institute of Chartered Accountants of IndiaThese responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuringthe orderly and efficient conduct of its business including adherence to theCompanyrsquos policies the safeguarding of its assets the prevention and detectionof frauds and errors the accuracy and completeness of the accounting recordsand the timely preparation of reliable financial information as required under theCompanies Act 2013 (lsquothe Actrsquo)

Auditorrsquos Responsibility

Our responsibility is to express an opinion on the Companyrsquos internal financialcontrols over financial reporting based on our audit We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting (the ldquoGuidance Noterdquo) and the Standards on Auditing asspecified under section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls both applicable to an audit of Internal Financial Controlsand both issued by the Institute of Chartered Accountants of India ThoseStandards and the Guidance Note require that we comply with ethical requirementsand plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects

Our audit involves performing procedures to obtain audit evidence about theadequacy of the internal financial controls system over financial reporting andtheir operating effectiveness Our audit of internal financial controls over financialreporting included obtaining an understanding of internal financial controls overfinancial reporting assessing the risk that a material weakness exists and testing

Omansh Enterprises Limited Annual Report 2016-2017 40

and evaluating the design and operating effectiveness of internal control basedon the assessed risk The procedures selected depend on the auditorrsquos judgementincluding the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error

We believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the internal financial controls systemover financial reporting

Meaning of Internal Financial Controls Over Financial Reporting

A companyrsquos internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles A companyrsquos internal financialcontrol over financial reporting includes those policies and procedures that (1)pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company (2)provide reasonable assurance that transactions are recorded as necessary topermit preparation of financial statements in accordance with generally acceptedaccounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorisations of management and directorsof the company and (3) provide reasonable assurance regarding prevention ortimely detection of unauthorised acquisition use or disposition of the companyrsquosassets 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 financialreporting including the possibility of collusion or improper management overrideof controls material misstatements due to error or fraud may occur and not bedetected Also projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes inconditions or that the degree of compliance with the policies or procedures maydeteriorate

Omansh Enterprises Limited Annual Report 2016-2017 41

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at 31st March 2017 basedon the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls Over Financial Reporting issued bythe Institute of Chartered Accountants of India

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 42

Amount in Particulars Note As At As At

No 31032017 31032016

OMANSH ENTERPRISES LIMITEDRegd off SHOP NO QD-37 DDA MARKET PITAMPURA NEW DELHI-110034

BALANCE SHEET AS AT 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I EQUITY AND LIABILITIES(1) Shareholderrsquos Funds

(a) Share Capital 2 3550000000 3550000000(b) Reserves and Surplus 3 90954266 68038074(c) Money received against share warrants - 3640954266 - 3618038074

(2) Share application money pending allotment - -(3) Non-Current Liabilities

(a) Long-term borrowings - -(b) Deferred tax liabilities (Net) 121300 -(c) Other Long term liabilities - -(d) Long term provisions - 121300 - -

(4) Current Liabilities(a) Short-term borrowings - -(b) Trade payables 4 2658855175 2385034725(c) Other current liabilities 5 13400000 31328100(d) Short-term provisions - 2672255175 - 2416362825

Total 6313330741 6034400899II ASSETS(1) Non-current assets

(a) Fixed assets (i) Tangible assets 6 2888600 4902500 (ii) Intangible assets - - (iii) Capital work-in-progress - - (iv) Intangible assets under development - -(b) Non-current investments 7 801500000 801500000(c) Deferred tax assets (net) - 413300(d) Long term loans and advances 8 910000000 1232160100(e) Other non-current assets - 1714388600 - 2038975900

(2) Current assets(a) Current investments - -(b) Inventories - -(c) Trade receivables 9 4311808246 3931054446(d) Cash and cash equivalents 10 262853595 19436253(e) Short-term loans and advances 11 10054300 16482300(f) Other current assets 12 14226000 4598942141 28452000 3995424999

Total 6313330741 6034400899Significant Accounting PoliciesNotes on financial Statements 1-27

Omansh Enterprises Limited Annual Report 2016-2017 43

Amount in

Particulars Note 2016-17 2015-16No

OMANSH ENTERPRISES LIMITED

STATEMENT OF PROFIT amp LOSS FOR THE YEAR ENDED 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I Revenue from operations 20 1735111517 2138004325II Other Income 21 598242 165707300III Total Revenue I+II 1735709759 2303711625IV Expenses

Purchase of Stock-in-Trade (Net of Return) 1556101986 2019177290Changes in inventories of finished goods work-in-progress and Stock-in-Trade - -Employee benefit expense 22 38500000 92100000Financial costs 23 - 371112Depreciation and amortization expense 24 16239900 22358900Other expenses 25 91717081 130240960

IV Total Expenses 1702558967 2264248262V Profit before exceptional and extraordinary items and tax III-IV 33150792 39463363VI Exceptional Items - -VII Profit before extraordinary items and tax V-VI 33150792 39463363VIII Extraordinary Items - -IX Profit before tax VII-VIII 33150792 39463363X Tax expense

(1) Current tax 9700000 11638100(2) Deferred tax 534600 27512500

XI Profit(Loss) from the perid from continuing operations IX-X 22916192 312763XII Profit(Loss) from discontinuing operations - -XIII Tax expense of discounting operations - -XIV Profit(Loss) from Discontinuing operations XII-XIII - -XV Profit(Loss) for the period XI+XIV 22916192 312763XVI Earning per equity share 26

(1) Basic 001 000(2) Diluted 001 000

Omansh Enterprises Limited Annual Report 2016-2017 44

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2017(Amount in )

Particulars 2016-17 2015-16A Cash Flow from Operating Activities

Profit(Loss) before Taxation 331508 394634Adjustments for Depreciation 20139 81329Preliminary expenses 142260 142260Loss (Profit) on Sale of assets - -Finance cost - 3711Interest Income - -Operating Profit(Loss) before Working Capital Changes 493907 621934Adjustments for Trade and Other Receivables (3807538) 198975Inventories - -Loans and Advances 3285881 (4365027)Trade and Other Payables 2558924 859666Provisions - -Other current Assets - 6837Cash Generated from Operations 2531173 (2677615)Direct Tax Paid (97000) (116381)Net Cash generated from Operating Activities 2434173 (2793996)

B Cash Flow from Investing ActivitiesPurchase of Fixed Assets - -Sale of assets - -Investments - -Interest Income - -Net Cash used in Investing Activities - -

C Cash Flow from Financing ActivitiesProceeds of Borrowings - -Finance cost - (3711)Net Cash generated from in Financing Activities - (3711)Net Increase(Decrease) in Cash and Cash Equivalents (A+B+C) 2434173 (2797708)Cash and Cash Equivalents Opening 194362 2992070Cash and Cash Equivalents Closing 2628536 194362

Notes1 The above Cash Flow Statement has been prepared under the indirect method as set out in the Accounting Standard on Cash Flow Statement

(AS-3)2 Figures in Brackets indicate Cash Outflow3 Previous Year rsquos figures have been recast regrouped and restated where ever necessary

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 45

Notes Forming Part of Financial Statements

NOTE 1

A CORPORATE INFORMATION

The company is engaged in the business of trading in ClothClothingFabric in India the disclosure requirements of AccountingStandard-17 Segment Reporting are not applicable

B SIGNIFICANT ACCOUNTING POLICIES

I BASIS OF PREPARATION

The accompanying financial statements have been prepared andpresented as a going concern under historical cost convention onthe accrual basis of accounting unless otherwise stated inaccordance with the generally accepted accounting principles inIndia (Indian GAAP) and comply with the Accounting Standardsspecified under Section 133 of the Companies Act 2013 (The Act)read with paragraph 7 of the Companies (Accounts) Rules 2014and relevant provisions of the Companies Act 2013

The accounting policies have been consistently applied by theCompany and are consistent with those used in the previous year

All assets and liabilities have been classified as current or non-current as per the Companyrsquos normal operating cycle and othercriteria set out in the Schedule III of the Companies Act 2013Based on the nature of products and the time between theacquisition of assets for processing and their realisation in cashand cash equivalents the Company has ascertained its operatingcycle as up to twelve months for the purpose of currentnon-currentclassification of assets and liabilities

II USE OF ESTIMATES

The preparation of financial statements in conformity with IndianGAAP requires the management to make judgements estimatesand assumptions that affect the reported amounts of revenuesexpenses assets and liabilities and disclosure of contingentliabilities at the end of the reporting period Although these

Omansh Enterprises Limited Annual Report 2016-2017 46

estimates are based on the managementrsquos best knowledge ofcurrent events and actions uncertainty about these assumptionsand estimates could result in the outcomes requiring a materialadjustment to the carrying amounts of assets or liabilities in futureperiods

Significant estimates used by the management in the preparationof these financial statements include the useful life of fixed assetsand intangible assets and provisions for doubtful debtsadvancesDifference if any between the actual results and estimates arerecognized in the period in which the results are knownmaterialized

III FIXED ASSETS AND DEPRECIATION

Fixed assets are recorded at cost of acquisition and installationincluding freight duties levies less accumulated depreciation Costof acquisition includes rates taxes and any other directlyattributable cost for bringing the asset to its working condition forintended use

Depreciation on Tangible Fixed Assets is provided on Written DownValue method using the rates arrived at based on the useful livesas specified in the Schedule II of the Companies Act 2013 orestimated by the management The Company has used thefollowing useful life to provide depreciation on its fixed assets

Omansh Enterprises Limited Annual Report 2016-2017 47

(a) Assets where useful life is same as Schedule II

Assets Useful Life as Prescribedby Schedule II of theCompanies Act 2013

Factory Building 30 years

Plant amp Machinery (other thancontinuous process plant notcovered under specific industries) 15 years

Furniture amp Fittings 10 years

Motor Cycles scooters and other mopeds 10 years

Vehicles (Motor Cars) 8 years

Office Equipments 5 years

Computer printers amp data processing units 3 years

Electrical Installations 10 years

(b) Assets where useful life differ from Schedule II

Fixed Assets individually costing less than Rupees five thousandare fully depreciated in the year of purchase

(c) Depreciation

Depreciation on the Fixed Assets addeddisposed offdiscardedduring the year is provided on pro-rata basis with reference to thedate of additiondisposaldiscarding and in the case of capitalisationof any asset depreciation is charged from the date the same isreadyput to use to the Statement of Profit and Loss

IV INTANGIBLE ASSETS AND AMORTISATION

Intangible Assets are stated at acquisition cost net of accumulatedamortisation and accumulated impairment losses if any Intangibleassets are amortised on a straight-line basis over their estimateduseful lives

Omansh Enterprises Limited Annual Report 2016-2017 48

The Company amortises miscellaneous expenditure representingthe Companyrsquos formation expenses over a period of 5 yearsFurther the cost of Direct Listing of Equity Shares on BSE Limitedhas also been included in the same

V BORROWING COSTS

Borrowing Costs attributable to acquisition and construction ofqualifying assets are capitalised as a part of the cost of such assetsup to the date when such assets are ready for its intended useOther borrowing costs are charged to the Statement of Profit andLoss in the period in which they are incurred

VI FOREIGN CURRENCY TRANSACTIONS

The Company has not dealt with any foreign currency transactionduring the Financial Year

VII INVESTMENTS

Investments which are readily realisable and intended to be heldfor not more than one year from the date on which such investmentsare made are classified as current investments All otherinvestments are classified as long-term investments

Investments are recorded at cost on the date of purchase whichinclude acquisition charges such as brokerage stamp duty taxesetc Current Investments are stated at lower of cost and netrealisable value Long-term investments are stated at cost afterdeducting provisions made if any for other than temporarydiminution in the value

VIII REVENUE RECOGNITION

Revenue is recognised to the extent that it is probable that theeconomic benefits will flow to the Company and can be reliablymeasured

Revenue from sale of products is recognised when the significantrisks and rewards of ownership of the goods have passed to thebuyer Sale of goods are recorded net of trade discounts rebatesSales Tax Value Added Tax and gross of Excise Duty

Omansh Enterprises Limited Annual Report 2016-2017 49

Interest income is recognized on a time proportion basis takinginto account the amount outstanding and the rate applicable

Dividend income on investments is accounted for on receipt of thesame

All expenses and income to the extent considered payable andreceivable respectively unless specifically stated be otherwise areaccounted for on mercantile basis

IX RETIREMENT AND OTHER EMPLOYEE BENEFITS

(a) Provident Fund

Provision of Provident Fund is not applicable to theCompany

(b) Gratuity

No provision for gratuity has been made as there is noamount due towards Gratuity payable

(c) Compensated Leaves

Unutilized leave of staff lapses as at the year end and isnot encashable Accordingly no provision is made forcompensated Leaves

X TAXATION

Tax expense comprises of current and deferred tax

Current Tax

Provision for current tax is made after taking into considerationbenefits admissible under the provisions of the Income-tax Act1961 Minimum Alternative Tax (MAT) credit is recognized wherethere is convincing evidence that the same can be utilized in future

Current tax assets and current tax liabilities are offset when thereis a legally enforceable right to set off the recognized amounts andthere is an intention to settle the asset and the liability on a netbasis

Omansh Enterprises Limited Annual Report 2016-2017 50

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 42: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

(viii) In our opinion and according to the information and explanations givenby the management the Company has not availed of any loans from anyfinancial institution bank or government and not issued any debentures

(ix) In our opinion and according to the information and explanations givenby the management the Company has not raised any money by way ofinitial public offer or further public offer (including debt instruments) andthe company has not raisedtaken any term loan

(x) Based upon the audit procedures performed for the purpose of reportingthe true and fair view of the financial statements and according to theinformation and explanations given by the management we report thatno fraud by the company or no fraud on the company by the officers andemployees of the Company has been noticed or reported during the year

(xi) According to the information and explanations given by the managementthe company has complied with the provisions of Section 197 read withSchedule V of the Companies Act 2013

(xii) In our opinion the Company is not a nidhi company Therefore theprovisions of clause 3(xii) of the order are not applicable to the Companyand hence not commented upon

(xiii) According to the information and explanations given by the managementthere were no transactions with the related parties during the year hencenot commented upon

(xiv) According to the information and explanations given to us and on anoverall examination of the Balance Sheet the Company has not madeany preferential allotment or private placement of shares or fully or partlyconvertible debentures during the year under review and hence reportingrequirements under clause 3(xiv) are not applicable to the Company andnot commented upon

(xv) According to the information and explanations given by the managementthe Company has not entered into any non-cash transactions with thedirectors or persons connected with him as referred to in Section 192 ofCompanies Act 2013

(xvi) According to the information and explanations given to us the provisionsof Section 45-IA of the Reserve Bank of India Act 1934 are not applicableto the Company

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 39

ANNEXURE 2 TO THE INDEPENDENT AUDITORrsquoS REPORT OF EVEN DATEON THE STANDALONE FINANCIAL STATEMENTS OF OMANSHENTERPRISES LIMITED

Report on the Internal Financial Controls under Clause (i) of Sub-section 3of Section 143 of the Companies Act 2013 (ldquothe Actrdquo)

To the Members of Omansh Enterprises Limited

We have audited the internal financial controls over financial reporting of OmanshEnterprises Limited (ldquothe Companyrdquo) as of 31st March 2017 in conjunction withour audit of the standalone financial statements of the Company for the year endedon that date

Managementrsquos Responsibility for Internal Financial Controls

The Companyrsquos Management is responsible for establishing and maintaininginternal financial controls based on the internal control over financial reportingcriteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial ControlsOver Financial Reporting issued by the Institute of Chartered Accountants of IndiaThese responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuringthe orderly and efficient conduct of its business including adherence to theCompanyrsquos policies the safeguarding of its assets the prevention and detectionof frauds and errors the accuracy and completeness of the accounting recordsand the timely preparation of reliable financial information as required under theCompanies Act 2013 (lsquothe Actrsquo)

Auditorrsquos Responsibility

Our responsibility is to express an opinion on the Companyrsquos internal financialcontrols over financial reporting based on our audit We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting (the ldquoGuidance Noterdquo) and the Standards on Auditing asspecified under section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls both applicable to an audit of Internal Financial Controlsand both issued by the Institute of Chartered Accountants of India ThoseStandards and the Guidance Note require that we comply with ethical requirementsand plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects

Our audit involves performing procedures to obtain audit evidence about theadequacy of the internal financial controls system over financial reporting andtheir operating effectiveness Our audit of internal financial controls over financialreporting included obtaining an understanding of internal financial controls overfinancial reporting assessing the risk that a material weakness exists and testing

Omansh Enterprises Limited Annual Report 2016-2017 40

and evaluating the design and operating effectiveness of internal control basedon the assessed risk The procedures selected depend on the auditorrsquos judgementincluding the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error

We believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the internal financial controls systemover financial reporting

Meaning of Internal Financial Controls Over Financial Reporting

A companyrsquos internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles A companyrsquos internal financialcontrol over financial reporting includes those policies and procedures that (1)pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company (2)provide reasonable assurance that transactions are recorded as necessary topermit preparation of financial statements in accordance with generally acceptedaccounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorisations of management and directorsof the company and (3) provide reasonable assurance regarding prevention ortimely detection of unauthorised acquisition use or disposition of the companyrsquosassets 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 financialreporting including the possibility of collusion or improper management overrideof controls material misstatements due to error or fraud may occur and not bedetected Also projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes inconditions or that the degree of compliance with the policies or procedures maydeteriorate

Omansh Enterprises Limited Annual Report 2016-2017 41

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at 31st March 2017 basedon the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls Over Financial Reporting issued bythe Institute of Chartered Accountants of India

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 42

Amount in Particulars Note As At As At

No 31032017 31032016

OMANSH ENTERPRISES LIMITEDRegd off SHOP NO QD-37 DDA MARKET PITAMPURA NEW DELHI-110034

BALANCE SHEET AS AT 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I EQUITY AND LIABILITIES(1) Shareholderrsquos Funds

(a) Share Capital 2 3550000000 3550000000(b) Reserves and Surplus 3 90954266 68038074(c) Money received against share warrants - 3640954266 - 3618038074

(2) Share application money pending allotment - -(3) Non-Current Liabilities

(a) Long-term borrowings - -(b) Deferred tax liabilities (Net) 121300 -(c) Other Long term liabilities - -(d) Long term provisions - 121300 - -

(4) Current Liabilities(a) Short-term borrowings - -(b) Trade payables 4 2658855175 2385034725(c) Other current liabilities 5 13400000 31328100(d) Short-term provisions - 2672255175 - 2416362825

Total 6313330741 6034400899II ASSETS(1) Non-current assets

(a) Fixed assets (i) Tangible assets 6 2888600 4902500 (ii) Intangible assets - - (iii) Capital work-in-progress - - (iv) Intangible assets under development - -(b) Non-current investments 7 801500000 801500000(c) Deferred tax assets (net) - 413300(d) Long term loans and advances 8 910000000 1232160100(e) Other non-current assets - 1714388600 - 2038975900

(2) Current assets(a) Current investments - -(b) Inventories - -(c) Trade receivables 9 4311808246 3931054446(d) Cash and cash equivalents 10 262853595 19436253(e) Short-term loans and advances 11 10054300 16482300(f) Other current assets 12 14226000 4598942141 28452000 3995424999

Total 6313330741 6034400899Significant Accounting PoliciesNotes on financial Statements 1-27

Omansh Enterprises Limited Annual Report 2016-2017 43

Amount in

Particulars Note 2016-17 2015-16No

OMANSH ENTERPRISES LIMITED

STATEMENT OF PROFIT amp LOSS FOR THE YEAR ENDED 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I Revenue from operations 20 1735111517 2138004325II Other Income 21 598242 165707300III Total Revenue I+II 1735709759 2303711625IV Expenses

Purchase of Stock-in-Trade (Net of Return) 1556101986 2019177290Changes in inventories of finished goods work-in-progress and Stock-in-Trade - -Employee benefit expense 22 38500000 92100000Financial costs 23 - 371112Depreciation and amortization expense 24 16239900 22358900Other expenses 25 91717081 130240960

IV Total Expenses 1702558967 2264248262V Profit before exceptional and extraordinary items and tax III-IV 33150792 39463363VI Exceptional Items - -VII Profit before extraordinary items and tax V-VI 33150792 39463363VIII Extraordinary Items - -IX Profit before tax VII-VIII 33150792 39463363X Tax expense

(1) Current tax 9700000 11638100(2) Deferred tax 534600 27512500

XI Profit(Loss) from the perid from continuing operations IX-X 22916192 312763XII Profit(Loss) from discontinuing operations - -XIII Tax expense of discounting operations - -XIV Profit(Loss) from Discontinuing operations XII-XIII - -XV Profit(Loss) for the period XI+XIV 22916192 312763XVI Earning per equity share 26

(1) Basic 001 000(2) Diluted 001 000

Omansh Enterprises Limited Annual Report 2016-2017 44

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2017(Amount in )

Particulars 2016-17 2015-16A Cash Flow from Operating Activities

Profit(Loss) before Taxation 331508 394634Adjustments for Depreciation 20139 81329Preliminary expenses 142260 142260Loss (Profit) on Sale of assets - -Finance cost - 3711Interest Income - -Operating Profit(Loss) before Working Capital Changes 493907 621934Adjustments for Trade and Other Receivables (3807538) 198975Inventories - -Loans and Advances 3285881 (4365027)Trade and Other Payables 2558924 859666Provisions - -Other current Assets - 6837Cash Generated from Operations 2531173 (2677615)Direct Tax Paid (97000) (116381)Net Cash generated from Operating Activities 2434173 (2793996)

B Cash Flow from Investing ActivitiesPurchase of Fixed Assets - -Sale of assets - -Investments - -Interest Income - -Net Cash used in Investing Activities - -

C Cash Flow from Financing ActivitiesProceeds of Borrowings - -Finance cost - (3711)Net Cash generated from in Financing Activities - (3711)Net Increase(Decrease) in Cash and Cash Equivalents (A+B+C) 2434173 (2797708)Cash and Cash Equivalents Opening 194362 2992070Cash and Cash Equivalents Closing 2628536 194362

Notes1 The above Cash Flow Statement has been prepared under the indirect method as set out in the Accounting Standard on Cash Flow Statement

(AS-3)2 Figures in Brackets indicate Cash Outflow3 Previous Year rsquos figures have been recast regrouped and restated where ever necessary

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 45

Notes Forming Part of Financial Statements

NOTE 1

A CORPORATE INFORMATION

The company is engaged in the business of trading in ClothClothingFabric in India the disclosure requirements of AccountingStandard-17 Segment Reporting are not applicable

B SIGNIFICANT ACCOUNTING POLICIES

I BASIS OF PREPARATION

The accompanying financial statements have been prepared andpresented as a going concern under historical cost convention onthe accrual basis of accounting unless otherwise stated inaccordance with the generally accepted accounting principles inIndia (Indian GAAP) and comply with the Accounting Standardsspecified under Section 133 of the Companies Act 2013 (The Act)read with paragraph 7 of the Companies (Accounts) Rules 2014and relevant provisions of the Companies Act 2013

The accounting policies have been consistently applied by theCompany and are consistent with those used in the previous year

All assets and liabilities have been classified as current or non-current as per the Companyrsquos normal operating cycle and othercriteria set out in the Schedule III of the Companies Act 2013Based on the nature of products and the time between theacquisition of assets for processing and their realisation in cashand cash equivalents the Company has ascertained its operatingcycle as up to twelve months for the purpose of currentnon-currentclassification of assets and liabilities

II USE OF ESTIMATES

The preparation of financial statements in conformity with IndianGAAP requires the management to make judgements estimatesand assumptions that affect the reported amounts of revenuesexpenses assets and liabilities and disclosure of contingentliabilities at the end of the reporting period Although these

Omansh Enterprises Limited Annual Report 2016-2017 46

estimates are based on the managementrsquos best knowledge ofcurrent events and actions uncertainty about these assumptionsand estimates could result in the outcomes requiring a materialadjustment to the carrying amounts of assets or liabilities in futureperiods

Significant estimates used by the management in the preparationof these financial statements include the useful life of fixed assetsand intangible assets and provisions for doubtful debtsadvancesDifference if any between the actual results and estimates arerecognized in the period in which the results are knownmaterialized

III FIXED ASSETS AND DEPRECIATION

Fixed assets are recorded at cost of acquisition and installationincluding freight duties levies less accumulated depreciation Costof acquisition includes rates taxes and any other directlyattributable cost for bringing the asset to its working condition forintended use

Depreciation on Tangible Fixed Assets is provided on Written DownValue method using the rates arrived at based on the useful livesas specified in the Schedule II of the Companies Act 2013 orestimated by the management The Company has used thefollowing useful life to provide depreciation on its fixed assets

Omansh Enterprises Limited Annual Report 2016-2017 47

(a) Assets where useful life is same as Schedule II

Assets Useful Life as Prescribedby Schedule II of theCompanies Act 2013

Factory Building 30 years

Plant amp Machinery (other thancontinuous process plant notcovered under specific industries) 15 years

Furniture amp Fittings 10 years

Motor Cycles scooters and other mopeds 10 years

Vehicles (Motor Cars) 8 years

Office Equipments 5 years

Computer printers amp data processing units 3 years

Electrical Installations 10 years

(b) Assets where useful life differ from Schedule II

Fixed Assets individually costing less than Rupees five thousandare fully depreciated in the year of purchase

(c) Depreciation

Depreciation on the Fixed Assets addeddisposed offdiscardedduring the year is provided on pro-rata basis with reference to thedate of additiondisposaldiscarding and in the case of capitalisationof any asset depreciation is charged from the date the same isreadyput to use to the Statement of Profit and Loss

IV INTANGIBLE ASSETS AND AMORTISATION

Intangible Assets are stated at acquisition cost net of accumulatedamortisation and accumulated impairment losses if any Intangibleassets are amortised on a straight-line basis over their estimateduseful lives

Omansh Enterprises Limited Annual Report 2016-2017 48

The Company amortises miscellaneous expenditure representingthe Companyrsquos formation expenses over a period of 5 yearsFurther the cost of Direct Listing of Equity Shares on BSE Limitedhas also been included in the same

V BORROWING COSTS

Borrowing Costs attributable to acquisition and construction ofqualifying assets are capitalised as a part of the cost of such assetsup to the date when such assets are ready for its intended useOther borrowing costs are charged to the Statement of Profit andLoss in the period in which they are incurred

VI FOREIGN CURRENCY TRANSACTIONS

The Company has not dealt with any foreign currency transactionduring the Financial Year

VII INVESTMENTS

Investments which are readily realisable and intended to be heldfor not more than one year from the date on which such investmentsare made are classified as current investments All otherinvestments are classified as long-term investments

Investments are recorded at cost on the date of purchase whichinclude acquisition charges such as brokerage stamp duty taxesetc Current Investments are stated at lower of cost and netrealisable value Long-term investments are stated at cost afterdeducting provisions made if any for other than temporarydiminution in the value

VIII REVENUE RECOGNITION

Revenue is recognised to the extent that it is probable that theeconomic benefits will flow to the Company and can be reliablymeasured

Revenue from sale of products is recognised when the significantrisks and rewards of ownership of the goods have passed to thebuyer Sale of goods are recorded net of trade discounts rebatesSales Tax Value Added Tax and gross of Excise Duty

Omansh Enterprises Limited Annual Report 2016-2017 49

Interest income is recognized on a time proportion basis takinginto account the amount outstanding and the rate applicable

Dividend income on investments is accounted for on receipt of thesame

All expenses and income to the extent considered payable andreceivable respectively unless specifically stated be otherwise areaccounted for on mercantile basis

IX RETIREMENT AND OTHER EMPLOYEE BENEFITS

(a) Provident Fund

Provision of Provident Fund is not applicable to theCompany

(b) Gratuity

No provision for gratuity has been made as there is noamount due towards Gratuity payable

(c) Compensated Leaves

Unutilized leave of staff lapses as at the year end and isnot encashable Accordingly no provision is made forcompensated Leaves

X TAXATION

Tax expense comprises of current and deferred tax

Current Tax

Provision for current tax is made after taking into considerationbenefits admissible under the provisions of the Income-tax Act1961 Minimum Alternative Tax (MAT) credit is recognized wherethere is convincing evidence that the same can be utilized in future

Current tax assets and current tax liabilities are offset when thereis a legally enforceable right to set off the recognized amounts andthere is an intention to settle the asset and the liability on a netbasis

Omansh Enterprises Limited Annual Report 2016-2017 50

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 43: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

ANNEXURE 2 TO THE INDEPENDENT AUDITORrsquoS REPORT OF EVEN DATEON THE STANDALONE FINANCIAL STATEMENTS OF OMANSHENTERPRISES LIMITED

Report on the Internal Financial Controls under Clause (i) of Sub-section 3of Section 143 of the Companies Act 2013 (ldquothe Actrdquo)

To the Members of Omansh Enterprises Limited

We have audited the internal financial controls over financial reporting of OmanshEnterprises Limited (ldquothe Companyrdquo) as of 31st March 2017 in conjunction withour audit of the standalone financial statements of the Company for the year endedon that date

Managementrsquos Responsibility for Internal Financial Controls

The Companyrsquos Management is responsible for establishing and maintaininginternal financial controls based on the internal control over financial reportingcriteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial ControlsOver Financial Reporting issued by the Institute of Chartered Accountants of IndiaThese responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuringthe orderly and efficient conduct of its business including adherence to theCompanyrsquos policies the safeguarding of its assets the prevention and detectionof frauds and errors the accuracy and completeness of the accounting recordsand the timely preparation of reliable financial information as required under theCompanies Act 2013 (lsquothe Actrsquo)

Auditorrsquos Responsibility

Our responsibility is to express an opinion on the Companyrsquos internal financialcontrols over financial reporting based on our audit We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting (the ldquoGuidance Noterdquo) and the Standards on Auditing asspecified under section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls both applicable to an audit of Internal Financial Controlsand both issued by the Institute of Chartered Accountants of India ThoseStandards and the Guidance Note require that we comply with ethical requirementsand plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects

Our audit involves performing procedures to obtain audit evidence about theadequacy of the internal financial controls system over financial reporting andtheir operating effectiveness Our audit of internal financial controls over financialreporting included obtaining an understanding of internal financial controls overfinancial reporting assessing the risk that a material weakness exists and testing

Omansh Enterprises Limited Annual Report 2016-2017 40

and evaluating the design and operating effectiveness of internal control basedon the assessed risk The procedures selected depend on the auditorrsquos judgementincluding the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error

We believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the internal financial controls systemover financial reporting

Meaning of Internal Financial Controls Over Financial Reporting

A companyrsquos internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles A companyrsquos internal financialcontrol over financial reporting includes those policies and procedures that (1)pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company (2)provide reasonable assurance that transactions are recorded as necessary topermit preparation of financial statements in accordance with generally acceptedaccounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorisations of management and directorsof the company and (3) provide reasonable assurance regarding prevention ortimely detection of unauthorised acquisition use or disposition of the companyrsquosassets 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 financialreporting including the possibility of collusion or improper management overrideof controls material misstatements due to error or fraud may occur and not bedetected Also projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes inconditions or that the degree of compliance with the policies or procedures maydeteriorate

Omansh Enterprises Limited Annual Report 2016-2017 41

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at 31st March 2017 basedon the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls Over Financial Reporting issued bythe Institute of Chartered Accountants of India

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 42

Amount in Particulars Note As At As At

No 31032017 31032016

OMANSH ENTERPRISES LIMITEDRegd off SHOP NO QD-37 DDA MARKET PITAMPURA NEW DELHI-110034

BALANCE SHEET AS AT 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I EQUITY AND LIABILITIES(1) Shareholderrsquos Funds

(a) Share Capital 2 3550000000 3550000000(b) Reserves and Surplus 3 90954266 68038074(c) Money received against share warrants - 3640954266 - 3618038074

(2) Share application money pending allotment - -(3) Non-Current Liabilities

(a) Long-term borrowings - -(b) Deferred tax liabilities (Net) 121300 -(c) Other Long term liabilities - -(d) Long term provisions - 121300 - -

(4) Current Liabilities(a) Short-term borrowings - -(b) Trade payables 4 2658855175 2385034725(c) Other current liabilities 5 13400000 31328100(d) Short-term provisions - 2672255175 - 2416362825

Total 6313330741 6034400899II ASSETS(1) Non-current assets

(a) Fixed assets (i) Tangible assets 6 2888600 4902500 (ii) Intangible assets - - (iii) Capital work-in-progress - - (iv) Intangible assets under development - -(b) Non-current investments 7 801500000 801500000(c) Deferred tax assets (net) - 413300(d) Long term loans and advances 8 910000000 1232160100(e) Other non-current assets - 1714388600 - 2038975900

(2) Current assets(a) Current investments - -(b) Inventories - -(c) Trade receivables 9 4311808246 3931054446(d) Cash and cash equivalents 10 262853595 19436253(e) Short-term loans and advances 11 10054300 16482300(f) Other current assets 12 14226000 4598942141 28452000 3995424999

Total 6313330741 6034400899Significant Accounting PoliciesNotes on financial Statements 1-27

Omansh Enterprises Limited Annual Report 2016-2017 43

Amount in

Particulars Note 2016-17 2015-16No

OMANSH ENTERPRISES LIMITED

STATEMENT OF PROFIT amp LOSS FOR THE YEAR ENDED 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I Revenue from operations 20 1735111517 2138004325II Other Income 21 598242 165707300III Total Revenue I+II 1735709759 2303711625IV Expenses

Purchase of Stock-in-Trade (Net of Return) 1556101986 2019177290Changes in inventories of finished goods work-in-progress and Stock-in-Trade - -Employee benefit expense 22 38500000 92100000Financial costs 23 - 371112Depreciation and amortization expense 24 16239900 22358900Other expenses 25 91717081 130240960

IV Total Expenses 1702558967 2264248262V Profit before exceptional and extraordinary items and tax III-IV 33150792 39463363VI Exceptional Items - -VII Profit before extraordinary items and tax V-VI 33150792 39463363VIII Extraordinary Items - -IX Profit before tax VII-VIII 33150792 39463363X Tax expense

(1) Current tax 9700000 11638100(2) Deferred tax 534600 27512500

XI Profit(Loss) from the perid from continuing operations IX-X 22916192 312763XII Profit(Loss) from discontinuing operations - -XIII Tax expense of discounting operations - -XIV Profit(Loss) from Discontinuing operations XII-XIII - -XV Profit(Loss) for the period XI+XIV 22916192 312763XVI Earning per equity share 26

(1) Basic 001 000(2) Diluted 001 000

Omansh Enterprises Limited Annual Report 2016-2017 44

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2017(Amount in )

Particulars 2016-17 2015-16A Cash Flow from Operating Activities

Profit(Loss) before Taxation 331508 394634Adjustments for Depreciation 20139 81329Preliminary expenses 142260 142260Loss (Profit) on Sale of assets - -Finance cost - 3711Interest Income - -Operating Profit(Loss) before Working Capital Changes 493907 621934Adjustments for Trade and Other Receivables (3807538) 198975Inventories - -Loans and Advances 3285881 (4365027)Trade and Other Payables 2558924 859666Provisions - -Other current Assets - 6837Cash Generated from Operations 2531173 (2677615)Direct Tax Paid (97000) (116381)Net Cash generated from Operating Activities 2434173 (2793996)

B Cash Flow from Investing ActivitiesPurchase of Fixed Assets - -Sale of assets - -Investments - -Interest Income - -Net Cash used in Investing Activities - -

C Cash Flow from Financing ActivitiesProceeds of Borrowings - -Finance cost - (3711)Net Cash generated from in Financing Activities - (3711)Net Increase(Decrease) in Cash and Cash Equivalents (A+B+C) 2434173 (2797708)Cash and Cash Equivalents Opening 194362 2992070Cash and Cash Equivalents Closing 2628536 194362

Notes1 The above Cash Flow Statement has been prepared under the indirect method as set out in the Accounting Standard on Cash Flow Statement

(AS-3)2 Figures in Brackets indicate Cash Outflow3 Previous Year rsquos figures have been recast regrouped and restated where ever necessary

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 45

Notes Forming Part of Financial Statements

NOTE 1

A CORPORATE INFORMATION

The company is engaged in the business of trading in ClothClothingFabric in India the disclosure requirements of AccountingStandard-17 Segment Reporting are not applicable

B SIGNIFICANT ACCOUNTING POLICIES

I BASIS OF PREPARATION

The accompanying financial statements have been prepared andpresented as a going concern under historical cost convention onthe accrual basis of accounting unless otherwise stated inaccordance with the generally accepted accounting principles inIndia (Indian GAAP) and comply with the Accounting Standardsspecified under Section 133 of the Companies Act 2013 (The Act)read with paragraph 7 of the Companies (Accounts) Rules 2014and relevant provisions of the Companies Act 2013

The accounting policies have been consistently applied by theCompany and are consistent with those used in the previous year

All assets and liabilities have been classified as current or non-current as per the Companyrsquos normal operating cycle and othercriteria set out in the Schedule III of the Companies Act 2013Based on the nature of products and the time between theacquisition of assets for processing and their realisation in cashand cash equivalents the Company has ascertained its operatingcycle as up to twelve months for the purpose of currentnon-currentclassification of assets and liabilities

II USE OF ESTIMATES

The preparation of financial statements in conformity with IndianGAAP requires the management to make judgements estimatesand assumptions that affect the reported amounts of revenuesexpenses assets and liabilities and disclosure of contingentliabilities at the end of the reporting period Although these

Omansh Enterprises Limited Annual Report 2016-2017 46

estimates are based on the managementrsquos best knowledge ofcurrent events and actions uncertainty about these assumptionsand estimates could result in the outcomes requiring a materialadjustment to the carrying amounts of assets or liabilities in futureperiods

Significant estimates used by the management in the preparationof these financial statements include the useful life of fixed assetsand intangible assets and provisions for doubtful debtsadvancesDifference if any between the actual results and estimates arerecognized in the period in which the results are knownmaterialized

III FIXED ASSETS AND DEPRECIATION

Fixed assets are recorded at cost of acquisition and installationincluding freight duties levies less accumulated depreciation Costof acquisition includes rates taxes and any other directlyattributable cost for bringing the asset to its working condition forintended use

Depreciation on Tangible Fixed Assets is provided on Written DownValue method using the rates arrived at based on the useful livesas specified in the Schedule II of the Companies Act 2013 orestimated by the management The Company has used thefollowing useful life to provide depreciation on its fixed assets

Omansh Enterprises Limited Annual Report 2016-2017 47

(a) Assets where useful life is same as Schedule II

Assets Useful Life as Prescribedby Schedule II of theCompanies Act 2013

Factory Building 30 years

Plant amp Machinery (other thancontinuous process plant notcovered under specific industries) 15 years

Furniture amp Fittings 10 years

Motor Cycles scooters and other mopeds 10 years

Vehicles (Motor Cars) 8 years

Office Equipments 5 years

Computer printers amp data processing units 3 years

Electrical Installations 10 years

(b) Assets where useful life differ from Schedule II

Fixed Assets individually costing less than Rupees five thousandare fully depreciated in the year of purchase

(c) Depreciation

Depreciation on the Fixed Assets addeddisposed offdiscardedduring the year is provided on pro-rata basis with reference to thedate of additiondisposaldiscarding and in the case of capitalisationof any asset depreciation is charged from the date the same isreadyput to use to the Statement of Profit and Loss

IV INTANGIBLE ASSETS AND AMORTISATION

Intangible Assets are stated at acquisition cost net of accumulatedamortisation and accumulated impairment losses if any Intangibleassets are amortised on a straight-line basis over their estimateduseful lives

Omansh Enterprises Limited Annual Report 2016-2017 48

The Company amortises miscellaneous expenditure representingthe Companyrsquos formation expenses over a period of 5 yearsFurther the cost of Direct Listing of Equity Shares on BSE Limitedhas also been included in the same

V BORROWING COSTS

Borrowing Costs attributable to acquisition and construction ofqualifying assets are capitalised as a part of the cost of such assetsup to the date when such assets are ready for its intended useOther borrowing costs are charged to the Statement of Profit andLoss in the period in which they are incurred

VI FOREIGN CURRENCY TRANSACTIONS

The Company has not dealt with any foreign currency transactionduring the Financial Year

VII INVESTMENTS

Investments which are readily realisable and intended to be heldfor not more than one year from the date on which such investmentsare made are classified as current investments All otherinvestments are classified as long-term investments

Investments are recorded at cost on the date of purchase whichinclude acquisition charges such as brokerage stamp duty taxesetc Current Investments are stated at lower of cost and netrealisable value Long-term investments are stated at cost afterdeducting provisions made if any for other than temporarydiminution in the value

VIII REVENUE RECOGNITION

Revenue is recognised to the extent that it is probable that theeconomic benefits will flow to the Company and can be reliablymeasured

Revenue from sale of products is recognised when the significantrisks and rewards of ownership of the goods have passed to thebuyer Sale of goods are recorded net of trade discounts rebatesSales Tax Value Added Tax and gross of Excise Duty

Omansh Enterprises Limited Annual Report 2016-2017 49

Interest income is recognized on a time proportion basis takinginto account the amount outstanding and the rate applicable

Dividend income on investments is accounted for on receipt of thesame

All expenses and income to the extent considered payable andreceivable respectively unless specifically stated be otherwise areaccounted for on mercantile basis

IX RETIREMENT AND OTHER EMPLOYEE BENEFITS

(a) Provident Fund

Provision of Provident Fund is not applicable to theCompany

(b) Gratuity

No provision for gratuity has been made as there is noamount due towards Gratuity payable

(c) Compensated Leaves

Unutilized leave of staff lapses as at the year end and isnot encashable Accordingly no provision is made forcompensated Leaves

X TAXATION

Tax expense comprises of current and deferred tax

Current Tax

Provision for current tax is made after taking into considerationbenefits admissible under the provisions of the Income-tax Act1961 Minimum Alternative Tax (MAT) credit is recognized wherethere is convincing evidence that the same can be utilized in future

Current tax assets and current tax liabilities are offset when thereis a legally enforceable right to set off the recognized amounts andthere is an intention to settle the asset and the liability on a netbasis

Omansh Enterprises Limited Annual Report 2016-2017 50

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 44: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

and evaluating the design and operating effectiveness of internal control basedon the assessed risk The procedures selected depend on the auditorrsquos judgementincluding the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error

We believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the internal financial controls systemover financial reporting

Meaning of Internal Financial Controls Over Financial Reporting

A companyrsquos internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles A companyrsquos internal financialcontrol over financial reporting includes those policies and procedures that (1)pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company (2)provide reasonable assurance that transactions are recorded as necessary topermit preparation of financial statements in accordance with generally acceptedaccounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorisations of management and directorsof the company and (3) provide reasonable assurance regarding prevention ortimely detection of unauthorised acquisition use or disposition of the companyrsquosassets 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 financialreporting including the possibility of collusion or improper management overrideof controls material misstatements due to error or fraud may occur and not bedetected Also projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes inconditions or that the degree of compliance with the policies or procedures maydeteriorate

Omansh Enterprises Limited Annual Report 2016-2017 41

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at 31st March 2017 basedon the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls Over Financial Reporting issued bythe Institute of Chartered Accountants of India

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 42

Amount in Particulars Note As At As At

No 31032017 31032016

OMANSH ENTERPRISES LIMITEDRegd off SHOP NO QD-37 DDA MARKET PITAMPURA NEW DELHI-110034

BALANCE SHEET AS AT 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I EQUITY AND LIABILITIES(1) Shareholderrsquos Funds

(a) Share Capital 2 3550000000 3550000000(b) Reserves and Surplus 3 90954266 68038074(c) Money received against share warrants - 3640954266 - 3618038074

(2) Share application money pending allotment - -(3) Non-Current Liabilities

(a) Long-term borrowings - -(b) Deferred tax liabilities (Net) 121300 -(c) Other Long term liabilities - -(d) Long term provisions - 121300 - -

(4) Current Liabilities(a) Short-term borrowings - -(b) Trade payables 4 2658855175 2385034725(c) Other current liabilities 5 13400000 31328100(d) Short-term provisions - 2672255175 - 2416362825

Total 6313330741 6034400899II ASSETS(1) Non-current assets

(a) Fixed assets (i) Tangible assets 6 2888600 4902500 (ii) Intangible assets - - (iii) Capital work-in-progress - - (iv) Intangible assets under development - -(b) Non-current investments 7 801500000 801500000(c) Deferred tax assets (net) - 413300(d) Long term loans and advances 8 910000000 1232160100(e) Other non-current assets - 1714388600 - 2038975900

(2) Current assets(a) Current investments - -(b) Inventories - -(c) Trade receivables 9 4311808246 3931054446(d) Cash and cash equivalents 10 262853595 19436253(e) Short-term loans and advances 11 10054300 16482300(f) Other current assets 12 14226000 4598942141 28452000 3995424999

Total 6313330741 6034400899Significant Accounting PoliciesNotes on financial Statements 1-27

Omansh Enterprises Limited Annual Report 2016-2017 43

Amount in

Particulars Note 2016-17 2015-16No

OMANSH ENTERPRISES LIMITED

STATEMENT OF PROFIT amp LOSS FOR THE YEAR ENDED 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I Revenue from operations 20 1735111517 2138004325II Other Income 21 598242 165707300III Total Revenue I+II 1735709759 2303711625IV Expenses

Purchase of Stock-in-Trade (Net of Return) 1556101986 2019177290Changes in inventories of finished goods work-in-progress and Stock-in-Trade - -Employee benefit expense 22 38500000 92100000Financial costs 23 - 371112Depreciation and amortization expense 24 16239900 22358900Other expenses 25 91717081 130240960

IV Total Expenses 1702558967 2264248262V Profit before exceptional and extraordinary items and tax III-IV 33150792 39463363VI Exceptional Items - -VII Profit before extraordinary items and tax V-VI 33150792 39463363VIII Extraordinary Items - -IX Profit before tax VII-VIII 33150792 39463363X Tax expense

(1) Current tax 9700000 11638100(2) Deferred tax 534600 27512500

XI Profit(Loss) from the perid from continuing operations IX-X 22916192 312763XII Profit(Loss) from discontinuing operations - -XIII Tax expense of discounting operations - -XIV Profit(Loss) from Discontinuing operations XII-XIII - -XV Profit(Loss) for the period XI+XIV 22916192 312763XVI Earning per equity share 26

(1) Basic 001 000(2) Diluted 001 000

Omansh Enterprises Limited Annual Report 2016-2017 44

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2017(Amount in )

Particulars 2016-17 2015-16A Cash Flow from Operating Activities

Profit(Loss) before Taxation 331508 394634Adjustments for Depreciation 20139 81329Preliminary expenses 142260 142260Loss (Profit) on Sale of assets - -Finance cost - 3711Interest Income - -Operating Profit(Loss) before Working Capital Changes 493907 621934Adjustments for Trade and Other Receivables (3807538) 198975Inventories - -Loans and Advances 3285881 (4365027)Trade and Other Payables 2558924 859666Provisions - -Other current Assets - 6837Cash Generated from Operations 2531173 (2677615)Direct Tax Paid (97000) (116381)Net Cash generated from Operating Activities 2434173 (2793996)

B Cash Flow from Investing ActivitiesPurchase of Fixed Assets - -Sale of assets - -Investments - -Interest Income - -Net Cash used in Investing Activities - -

C Cash Flow from Financing ActivitiesProceeds of Borrowings - -Finance cost - (3711)Net Cash generated from in Financing Activities - (3711)Net Increase(Decrease) in Cash and Cash Equivalents (A+B+C) 2434173 (2797708)Cash and Cash Equivalents Opening 194362 2992070Cash and Cash Equivalents Closing 2628536 194362

Notes1 The above Cash Flow Statement has been prepared under the indirect method as set out in the Accounting Standard on Cash Flow Statement

(AS-3)2 Figures in Brackets indicate Cash Outflow3 Previous Year rsquos figures have been recast regrouped and restated where ever necessary

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 45

Notes Forming Part of Financial Statements

NOTE 1

A CORPORATE INFORMATION

The company is engaged in the business of trading in ClothClothingFabric in India the disclosure requirements of AccountingStandard-17 Segment Reporting are not applicable

B SIGNIFICANT ACCOUNTING POLICIES

I BASIS OF PREPARATION

The accompanying financial statements have been prepared andpresented as a going concern under historical cost convention onthe accrual basis of accounting unless otherwise stated inaccordance with the generally accepted accounting principles inIndia (Indian GAAP) and comply with the Accounting Standardsspecified under Section 133 of the Companies Act 2013 (The Act)read with paragraph 7 of the Companies (Accounts) Rules 2014and relevant provisions of the Companies Act 2013

The accounting policies have been consistently applied by theCompany and are consistent with those used in the previous year

All assets and liabilities have been classified as current or non-current as per the Companyrsquos normal operating cycle and othercriteria set out in the Schedule III of the Companies Act 2013Based on the nature of products and the time between theacquisition of assets for processing and their realisation in cashand cash equivalents the Company has ascertained its operatingcycle as up to twelve months for the purpose of currentnon-currentclassification of assets and liabilities

II USE OF ESTIMATES

The preparation of financial statements in conformity with IndianGAAP requires the management to make judgements estimatesand assumptions that affect the reported amounts of revenuesexpenses assets and liabilities and disclosure of contingentliabilities at the end of the reporting period Although these

Omansh Enterprises Limited Annual Report 2016-2017 46

estimates are based on the managementrsquos best knowledge ofcurrent events and actions uncertainty about these assumptionsand estimates could result in the outcomes requiring a materialadjustment to the carrying amounts of assets or liabilities in futureperiods

Significant estimates used by the management in the preparationof these financial statements include the useful life of fixed assetsand intangible assets and provisions for doubtful debtsadvancesDifference if any between the actual results and estimates arerecognized in the period in which the results are knownmaterialized

III FIXED ASSETS AND DEPRECIATION

Fixed assets are recorded at cost of acquisition and installationincluding freight duties levies less accumulated depreciation Costof acquisition includes rates taxes and any other directlyattributable cost for bringing the asset to its working condition forintended use

Depreciation on Tangible Fixed Assets is provided on Written DownValue method using the rates arrived at based on the useful livesas specified in the Schedule II of the Companies Act 2013 orestimated by the management The Company has used thefollowing useful life to provide depreciation on its fixed assets

Omansh Enterprises Limited Annual Report 2016-2017 47

(a) Assets where useful life is same as Schedule II

Assets Useful Life as Prescribedby Schedule II of theCompanies Act 2013

Factory Building 30 years

Plant amp Machinery (other thancontinuous process plant notcovered under specific industries) 15 years

Furniture amp Fittings 10 years

Motor Cycles scooters and other mopeds 10 years

Vehicles (Motor Cars) 8 years

Office Equipments 5 years

Computer printers amp data processing units 3 years

Electrical Installations 10 years

(b) Assets where useful life differ from Schedule II

Fixed Assets individually costing less than Rupees five thousandare fully depreciated in the year of purchase

(c) Depreciation

Depreciation on the Fixed Assets addeddisposed offdiscardedduring the year is provided on pro-rata basis with reference to thedate of additiondisposaldiscarding and in the case of capitalisationof any asset depreciation is charged from the date the same isreadyput to use to the Statement of Profit and Loss

IV INTANGIBLE ASSETS AND AMORTISATION

Intangible Assets are stated at acquisition cost net of accumulatedamortisation and accumulated impairment losses if any Intangibleassets are amortised on a straight-line basis over their estimateduseful lives

Omansh Enterprises Limited Annual Report 2016-2017 48

The Company amortises miscellaneous expenditure representingthe Companyrsquos formation expenses over a period of 5 yearsFurther the cost of Direct Listing of Equity Shares on BSE Limitedhas also been included in the same

V BORROWING COSTS

Borrowing Costs attributable to acquisition and construction ofqualifying assets are capitalised as a part of the cost of such assetsup to the date when such assets are ready for its intended useOther borrowing costs are charged to the Statement of Profit andLoss in the period in which they are incurred

VI FOREIGN CURRENCY TRANSACTIONS

The Company has not dealt with any foreign currency transactionduring the Financial Year

VII INVESTMENTS

Investments which are readily realisable and intended to be heldfor not more than one year from the date on which such investmentsare made are classified as current investments All otherinvestments are classified as long-term investments

Investments are recorded at cost on the date of purchase whichinclude acquisition charges such as brokerage stamp duty taxesetc Current Investments are stated at lower of cost and netrealisable value Long-term investments are stated at cost afterdeducting provisions made if any for other than temporarydiminution in the value

VIII REVENUE RECOGNITION

Revenue is recognised to the extent that it is probable that theeconomic benefits will flow to the Company and can be reliablymeasured

Revenue from sale of products is recognised when the significantrisks and rewards of ownership of the goods have passed to thebuyer Sale of goods are recorded net of trade discounts rebatesSales Tax Value Added Tax and gross of Excise Duty

Omansh Enterprises Limited Annual Report 2016-2017 49

Interest income is recognized on a time proportion basis takinginto account the amount outstanding and the rate applicable

Dividend income on investments is accounted for on receipt of thesame

All expenses and income to the extent considered payable andreceivable respectively unless specifically stated be otherwise areaccounted for on mercantile basis

IX RETIREMENT AND OTHER EMPLOYEE BENEFITS

(a) Provident Fund

Provision of Provident Fund is not applicable to theCompany

(b) Gratuity

No provision for gratuity has been made as there is noamount due towards Gratuity payable

(c) Compensated Leaves

Unutilized leave of staff lapses as at the year end and isnot encashable Accordingly no provision is made forcompensated Leaves

X TAXATION

Tax expense comprises of current and deferred tax

Current Tax

Provision for current tax is made after taking into considerationbenefits admissible under the provisions of the Income-tax Act1961 Minimum Alternative Tax (MAT) credit is recognized wherethere is convincing evidence that the same can be utilized in future

Current tax assets and current tax liabilities are offset when thereis a legally enforceable right to set off the recognized amounts andthere is an intention to settle the asset and the liability on a netbasis

Omansh Enterprises Limited Annual Report 2016-2017 50

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 45: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at 31st March 2017 basedon the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls Over Financial Reporting issued bythe Institute of Chartered Accountants of India

For Satyendra Mrinal amp AssociatesChartered AccountantsFirm Registration Number 017068N

SK JainPartnerMembership Number 086103

Place DelhiDate 29th May 2017

Omansh Enterprises Limited Annual Report 2016-2017 42

Amount in Particulars Note As At As At

No 31032017 31032016

OMANSH ENTERPRISES LIMITEDRegd off SHOP NO QD-37 DDA MARKET PITAMPURA NEW DELHI-110034

BALANCE SHEET AS AT 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I EQUITY AND LIABILITIES(1) Shareholderrsquos Funds

(a) Share Capital 2 3550000000 3550000000(b) Reserves and Surplus 3 90954266 68038074(c) Money received against share warrants - 3640954266 - 3618038074

(2) Share application money pending allotment - -(3) Non-Current Liabilities

(a) Long-term borrowings - -(b) Deferred tax liabilities (Net) 121300 -(c) Other Long term liabilities - -(d) Long term provisions - 121300 - -

(4) Current Liabilities(a) Short-term borrowings - -(b) Trade payables 4 2658855175 2385034725(c) Other current liabilities 5 13400000 31328100(d) Short-term provisions - 2672255175 - 2416362825

Total 6313330741 6034400899II ASSETS(1) Non-current assets

(a) Fixed assets (i) Tangible assets 6 2888600 4902500 (ii) Intangible assets - - (iii) Capital work-in-progress - - (iv) Intangible assets under development - -(b) Non-current investments 7 801500000 801500000(c) Deferred tax assets (net) - 413300(d) Long term loans and advances 8 910000000 1232160100(e) Other non-current assets - 1714388600 - 2038975900

(2) Current assets(a) Current investments - -(b) Inventories - -(c) Trade receivables 9 4311808246 3931054446(d) Cash and cash equivalents 10 262853595 19436253(e) Short-term loans and advances 11 10054300 16482300(f) Other current assets 12 14226000 4598942141 28452000 3995424999

Total 6313330741 6034400899Significant Accounting PoliciesNotes on financial Statements 1-27

Omansh Enterprises Limited Annual Report 2016-2017 43

Amount in

Particulars Note 2016-17 2015-16No

OMANSH ENTERPRISES LIMITED

STATEMENT OF PROFIT amp LOSS FOR THE YEAR ENDED 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I Revenue from operations 20 1735111517 2138004325II Other Income 21 598242 165707300III Total Revenue I+II 1735709759 2303711625IV Expenses

Purchase of Stock-in-Trade (Net of Return) 1556101986 2019177290Changes in inventories of finished goods work-in-progress and Stock-in-Trade - -Employee benefit expense 22 38500000 92100000Financial costs 23 - 371112Depreciation and amortization expense 24 16239900 22358900Other expenses 25 91717081 130240960

IV Total Expenses 1702558967 2264248262V Profit before exceptional and extraordinary items and tax III-IV 33150792 39463363VI Exceptional Items - -VII Profit before extraordinary items and tax V-VI 33150792 39463363VIII Extraordinary Items - -IX Profit before tax VII-VIII 33150792 39463363X Tax expense

(1) Current tax 9700000 11638100(2) Deferred tax 534600 27512500

XI Profit(Loss) from the perid from continuing operations IX-X 22916192 312763XII Profit(Loss) from discontinuing operations - -XIII Tax expense of discounting operations - -XIV Profit(Loss) from Discontinuing operations XII-XIII - -XV Profit(Loss) for the period XI+XIV 22916192 312763XVI Earning per equity share 26

(1) Basic 001 000(2) Diluted 001 000

Omansh Enterprises Limited Annual Report 2016-2017 44

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2017(Amount in )

Particulars 2016-17 2015-16A Cash Flow from Operating Activities

Profit(Loss) before Taxation 331508 394634Adjustments for Depreciation 20139 81329Preliminary expenses 142260 142260Loss (Profit) on Sale of assets - -Finance cost - 3711Interest Income - -Operating Profit(Loss) before Working Capital Changes 493907 621934Adjustments for Trade and Other Receivables (3807538) 198975Inventories - -Loans and Advances 3285881 (4365027)Trade and Other Payables 2558924 859666Provisions - -Other current Assets - 6837Cash Generated from Operations 2531173 (2677615)Direct Tax Paid (97000) (116381)Net Cash generated from Operating Activities 2434173 (2793996)

B Cash Flow from Investing ActivitiesPurchase of Fixed Assets - -Sale of assets - -Investments - -Interest Income - -Net Cash used in Investing Activities - -

C Cash Flow from Financing ActivitiesProceeds of Borrowings - -Finance cost - (3711)Net Cash generated from in Financing Activities - (3711)Net Increase(Decrease) in Cash and Cash Equivalents (A+B+C) 2434173 (2797708)Cash and Cash Equivalents Opening 194362 2992070Cash and Cash Equivalents Closing 2628536 194362

Notes1 The above Cash Flow Statement has been prepared under the indirect method as set out in the Accounting Standard on Cash Flow Statement

(AS-3)2 Figures in Brackets indicate Cash Outflow3 Previous Year rsquos figures have been recast regrouped and restated where ever necessary

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 45

Notes Forming Part of Financial Statements

NOTE 1

A CORPORATE INFORMATION

The company is engaged in the business of trading in ClothClothingFabric in India the disclosure requirements of AccountingStandard-17 Segment Reporting are not applicable

B SIGNIFICANT ACCOUNTING POLICIES

I BASIS OF PREPARATION

The accompanying financial statements have been prepared andpresented as a going concern under historical cost convention onthe accrual basis of accounting unless otherwise stated inaccordance with the generally accepted accounting principles inIndia (Indian GAAP) and comply with the Accounting Standardsspecified under Section 133 of the Companies Act 2013 (The Act)read with paragraph 7 of the Companies (Accounts) Rules 2014and relevant provisions of the Companies Act 2013

The accounting policies have been consistently applied by theCompany and are consistent with those used in the previous year

All assets and liabilities have been classified as current or non-current as per the Companyrsquos normal operating cycle and othercriteria set out in the Schedule III of the Companies Act 2013Based on the nature of products and the time between theacquisition of assets for processing and their realisation in cashand cash equivalents the Company has ascertained its operatingcycle as up to twelve months for the purpose of currentnon-currentclassification of assets and liabilities

II USE OF ESTIMATES

The preparation of financial statements in conformity with IndianGAAP requires the management to make judgements estimatesand assumptions that affect the reported amounts of revenuesexpenses assets and liabilities and disclosure of contingentliabilities at the end of the reporting period Although these

Omansh Enterprises Limited Annual Report 2016-2017 46

estimates are based on the managementrsquos best knowledge ofcurrent events and actions uncertainty about these assumptionsand estimates could result in the outcomes requiring a materialadjustment to the carrying amounts of assets or liabilities in futureperiods

Significant estimates used by the management in the preparationof these financial statements include the useful life of fixed assetsand intangible assets and provisions for doubtful debtsadvancesDifference if any between the actual results and estimates arerecognized in the period in which the results are knownmaterialized

III FIXED ASSETS AND DEPRECIATION

Fixed assets are recorded at cost of acquisition and installationincluding freight duties levies less accumulated depreciation Costof acquisition includes rates taxes and any other directlyattributable cost for bringing the asset to its working condition forintended use

Depreciation on Tangible Fixed Assets is provided on Written DownValue method using the rates arrived at based on the useful livesas specified in the Schedule II of the Companies Act 2013 orestimated by the management The Company has used thefollowing useful life to provide depreciation on its fixed assets

Omansh Enterprises Limited Annual Report 2016-2017 47

(a) Assets where useful life is same as Schedule II

Assets Useful Life as Prescribedby Schedule II of theCompanies Act 2013

Factory Building 30 years

Plant amp Machinery (other thancontinuous process plant notcovered under specific industries) 15 years

Furniture amp Fittings 10 years

Motor Cycles scooters and other mopeds 10 years

Vehicles (Motor Cars) 8 years

Office Equipments 5 years

Computer printers amp data processing units 3 years

Electrical Installations 10 years

(b) Assets where useful life differ from Schedule II

Fixed Assets individually costing less than Rupees five thousandare fully depreciated in the year of purchase

(c) Depreciation

Depreciation on the Fixed Assets addeddisposed offdiscardedduring the year is provided on pro-rata basis with reference to thedate of additiondisposaldiscarding and in the case of capitalisationof any asset depreciation is charged from the date the same isreadyput to use to the Statement of Profit and Loss

IV INTANGIBLE ASSETS AND AMORTISATION

Intangible Assets are stated at acquisition cost net of accumulatedamortisation and accumulated impairment losses if any Intangibleassets are amortised on a straight-line basis over their estimateduseful lives

Omansh Enterprises Limited Annual Report 2016-2017 48

The Company amortises miscellaneous expenditure representingthe Companyrsquos formation expenses over a period of 5 yearsFurther the cost of Direct Listing of Equity Shares on BSE Limitedhas also been included in the same

V BORROWING COSTS

Borrowing Costs attributable to acquisition and construction ofqualifying assets are capitalised as a part of the cost of such assetsup to the date when such assets are ready for its intended useOther borrowing costs are charged to the Statement of Profit andLoss in the period in which they are incurred

VI FOREIGN CURRENCY TRANSACTIONS

The Company has not dealt with any foreign currency transactionduring the Financial Year

VII INVESTMENTS

Investments which are readily realisable and intended to be heldfor not more than one year from the date on which such investmentsare made are classified as current investments All otherinvestments are classified as long-term investments

Investments are recorded at cost on the date of purchase whichinclude acquisition charges such as brokerage stamp duty taxesetc Current Investments are stated at lower of cost and netrealisable value Long-term investments are stated at cost afterdeducting provisions made if any for other than temporarydiminution in the value

VIII REVENUE RECOGNITION

Revenue is recognised to the extent that it is probable that theeconomic benefits will flow to the Company and can be reliablymeasured

Revenue from sale of products is recognised when the significantrisks and rewards of ownership of the goods have passed to thebuyer Sale of goods are recorded net of trade discounts rebatesSales Tax Value Added Tax and gross of Excise Duty

Omansh Enterprises Limited Annual Report 2016-2017 49

Interest income is recognized on a time proportion basis takinginto account the amount outstanding and the rate applicable

Dividend income on investments is accounted for on receipt of thesame

All expenses and income to the extent considered payable andreceivable respectively unless specifically stated be otherwise areaccounted for on mercantile basis

IX RETIREMENT AND OTHER EMPLOYEE BENEFITS

(a) Provident Fund

Provision of Provident Fund is not applicable to theCompany

(b) Gratuity

No provision for gratuity has been made as there is noamount due towards Gratuity payable

(c) Compensated Leaves

Unutilized leave of staff lapses as at the year end and isnot encashable Accordingly no provision is made forcompensated Leaves

X TAXATION

Tax expense comprises of current and deferred tax

Current Tax

Provision for current tax is made after taking into considerationbenefits admissible under the provisions of the Income-tax Act1961 Minimum Alternative Tax (MAT) credit is recognized wherethere is convincing evidence that the same can be utilized in future

Current tax assets and current tax liabilities are offset when thereis a legally enforceable right to set off the recognized amounts andthere is an intention to settle the asset and the liability on a netbasis

Omansh Enterprises Limited Annual Report 2016-2017 50

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 46: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

Amount in Particulars Note As At As At

No 31032017 31032016

OMANSH ENTERPRISES LIMITEDRegd off SHOP NO QD-37 DDA MARKET PITAMPURA NEW DELHI-110034

BALANCE SHEET AS AT 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I EQUITY AND LIABILITIES(1) Shareholderrsquos Funds

(a) Share Capital 2 3550000000 3550000000(b) Reserves and Surplus 3 90954266 68038074(c) Money received against share warrants - 3640954266 - 3618038074

(2) Share application money pending allotment - -(3) Non-Current Liabilities

(a) Long-term borrowings - -(b) Deferred tax liabilities (Net) 121300 -(c) Other Long term liabilities - -(d) Long term provisions - 121300 - -

(4) Current Liabilities(a) Short-term borrowings - -(b) Trade payables 4 2658855175 2385034725(c) Other current liabilities 5 13400000 31328100(d) Short-term provisions - 2672255175 - 2416362825

Total 6313330741 6034400899II ASSETS(1) Non-current assets

(a) Fixed assets (i) Tangible assets 6 2888600 4902500 (ii) Intangible assets - - (iii) Capital work-in-progress - - (iv) Intangible assets under development - -(b) Non-current investments 7 801500000 801500000(c) Deferred tax assets (net) - 413300(d) Long term loans and advances 8 910000000 1232160100(e) Other non-current assets - 1714388600 - 2038975900

(2) Current assets(a) Current investments - -(b) Inventories - -(c) Trade receivables 9 4311808246 3931054446(d) Cash and cash equivalents 10 262853595 19436253(e) Short-term loans and advances 11 10054300 16482300(f) Other current assets 12 14226000 4598942141 28452000 3995424999

Total 6313330741 6034400899Significant Accounting PoliciesNotes on financial Statements 1-27

Omansh Enterprises Limited Annual Report 2016-2017 43

Amount in

Particulars Note 2016-17 2015-16No

OMANSH ENTERPRISES LIMITED

STATEMENT OF PROFIT amp LOSS FOR THE YEAR ENDED 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I Revenue from operations 20 1735111517 2138004325II Other Income 21 598242 165707300III Total Revenue I+II 1735709759 2303711625IV Expenses

Purchase of Stock-in-Trade (Net of Return) 1556101986 2019177290Changes in inventories of finished goods work-in-progress and Stock-in-Trade - -Employee benefit expense 22 38500000 92100000Financial costs 23 - 371112Depreciation and amortization expense 24 16239900 22358900Other expenses 25 91717081 130240960

IV Total Expenses 1702558967 2264248262V Profit before exceptional and extraordinary items and tax III-IV 33150792 39463363VI Exceptional Items - -VII Profit before extraordinary items and tax V-VI 33150792 39463363VIII Extraordinary Items - -IX Profit before tax VII-VIII 33150792 39463363X Tax expense

(1) Current tax 9700000 11638100(2) Deferred tax 534600 27512500

XI Profit(Loss) from the perid from continuing operations IX-X 22916192 312763XII Profit(Loss) from discontinuing operations - -XIII Tax expense of discounting operations - -XIV Profit(Loss) from Discontinuing operations XII-XIII - -XV Profit(Loss) for the period XI+XIV 22916192 312763XVI Earning per equity share 26

(1) Basic 001 000(2) Diluted 001 000

Omansh Enterprises Limited Annual Report 2016-2017 44

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2017(Amount in )

Particulars 2016-17 2015-16A Cash Flow from Operating Activities

Profit(Loss) before Taxation 331508 394634Adjustments for Depreciation 20139 81329Preliminary expenses 142260 142260Loss (Profit) on Sale of assets - -Finance cost - 3711Interest Income - -Operating Profit(Loss) before Working Capital Changes 493907 621934Adjustments for Trade and Other Receivables (3807538) 198975Inventories - -Loans and Advances 3285881 (4365027)Trade and Other Payables 2558924 859666Provisions - -Other current Assets - 6837Cash Generated from Operations 2531173 (2677615)Direct Tax Paid (97000) (116381)Net Cash generated from Operating Activities 2434173 (2793996)

B Cash Flow from Investing ActivitiesPurchase of Fixed Assets - -Sale of assets - -Investments - -Interest Income - -Net Cash used in Investing Activities - -

C Cash Flow from Financing ActivitiesProceeds of Borrowings - -Finance cost - (3711)Net Cash generated from in Financing Activities - (3711)Net Increase(Decrease) in Cash and Cash Equivalents (A+B+C) 2434173 (2797708)Cash and Cash Equivalents Opening 194362 2992070Cash and Cash Equivalents Closing 2628536 194362

Notes1 The above Cash Flow Statement has been prepared under the indirect method as set out in the Accounting Standard on Cash Flow Statement

(AS-3)2 Figures in Brackets indicate Cash Outflow3 Previous Year rsquos figures have been recast regrouped and restated where ever necessary

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 45

Notes Forming Part of Financial Statements

NOTE 1

A CORPORATE INFORMATION

The company is engaged in the business of trading in ClothClothingFabric in India the disclosure requirements of AccountingStandard-17 Segment Reporting are not applicable

B SIGNIFICANT ACCOUNTING POLICIES

I BASIS OF PREPARATION

The accompanying financial statements have been prepared andpresented as a going concern under historical cost convention onthe accrual basis of accounting unless otherwise stated inaccordance with the generally accepted accounting principles inIndia (Indian GAAP) and comply with the Accounting Standardsspecified under Section 133 of the Companies Act 2013 (The Act)read with paragraph 7 of the Companies (Accounts) Rules 2014and relevant provisions of the Companies Act 2013

The accounting policies have been consistently applied by theCompany and are consistent with those used in the previous year

All assets and liabilities have been classified as current or non-current as per the Companyrsquos normal operating cycle and othercriteria set out in the Schedule III of the Companies Act 2013Based on the nature of products and the time between theacquisition of assets for processing and their realisation in cashand cash equivalents the Company has ascertained its operatingcycle as up to twelve months for the purpose of currentnon-currentclassification of assets and liabilities

II USE OF ESTIMATES

The preparation of financial statements in conformity with IndianGAAP requires the management to make judgements estimatesand assumptions that affect the reported amounts of revenuesexpenses assets and liabilities and disclosure of contingentliabilities at the end of the reporting period Although these

Omansh Enterprises Limited Annual Report 2016-2017 46

estimates are based on the managementrsquos best knowledge ofcurrent events and actions uncertainty about these assumptionsand estimates could result in the outcomes requiring a materialadjustment to the carrying amounts of assets or liabilities in futureperiods

Significant estimates used by the management in the preparationof these financial statements include the useful life of fixed assetsand intangible assets and provisions for doubtful debtsadvancesDifference if any between the actual results and estimates arerecognized in the period in which the results are knownmaterialized

III FIXED ASSETS AND DEPRECIATION

Fixed assets are recorded at cost of acquisition and installationincluding freight duties levies less accumulated depreciation Costof acquisition includes rates taxes and any other directlyattributable cost for bringing the asset to its working condition forintended use

Depreciation on Tangible Fixed Assets is provided on Written DownValue method using the rates arrived at based on the useful livesas specified in the Schedule II of the Companies Act 2013 orestimated by the management The Company has used thefollowing useful life to provide depreciation on its fixed assets

Omansh Enterprises Limited Annual Report 2016-2017 47

(a) Assets where useful life is same as Schedule II

Assets Useful Life as Prescribedby Schedule II of theCompanies Act 2013

Factory Building 30 years

Plant amp Machinery (other thancontinuous process plant notcovered under specific industries) 15 years

Furniture amp Fittings 10 years

Motor Cycles scooters and other mopeds 10 years

Vehicles (Motor Cars) 8 years

Office Equipments 5 years

Computer printers amp data processing units 3 years

Electrical Installations 10 years

(b) Assets where useful life differ from Schedule II

Fixed Assets individually costing less than Rupees five thousandare fully depreciated in the year of purchase

(c) Depreciation

Depreciation on the Fixed Assets addeddisposed offdiscardedduring the year is provided on pro-rata basis with reference to thedate of additiondisposaldiscarding and in the case of capitalisationof any asset depreciation is charged from the date the same isreadyput to use to the Statement of Profit and Loss

IV INTANGIBLE ASSETS AND AMORTISATION

Intangible Assets are stated at acquisition cost net of accumulatedamortisation and accumulated impairment losses if any Intangibleassets are amortised on a straight-line basis over their estimateduseful lives

Omansh Enterprises Limited Annual Report 2016-2017 48

The Company amortises miscellaneous expenditure representingthe Companyrsquos formation expenses over a period of 5 yearsFurther the cost of Direct Listing of Equity Shares on BSE Limitedhas also been included in the same

V BORROWING COSTS

Borrowing Costs attributable to acquisition and construction ofqualifying assets are capitalised as a part of the cost of such assetsup to the date when such assets are ready for its intended useOther borrowing costs are charged to the Statement of Profit andLoss in the period in which they are incurred

VI FOREIGN CURRENCY TRANSACTIONS

The Company has not dealt with any foreign currency transactionduring the Financial Year

VII INVESTMENTS

Investments which are readily realisable and intended to be heldfor not more than one year from the date on which such investmentsare made are classified as current investments All otherinvestments are classified as long-term investments

Investments are recorded at cost on the date of purchase whichinclude acquisition charges such as brokerage stamp duty taxesetc Current Investments are stated at lower of cost and netrealisable value Long-term investments are stated at cost afterdeducting provisions made if any for other than temporarydiminution in the value

VIII REVENUE RECOGNITION

Revenue is recognised to the extent that it is probable that theeconomic benefits will flow to the Company and can be reliablymeasured

Revenue from sale of products is recognised when the significantrisks and rewards of ownership of the goods have passed to thebuyer Sale of goods are recorded net of trade discounts rebatesSales Tax Value Added Tax and gross of Excise Duty

Omansh Enterprises Limited Annual Report 2016-2017 49

Interest income is recognized on a time proportion basis takinginto account the amount outstanding and the rate applicable

Dividend income on investments is accounted for on receipt of thesame

All expenses and income to the extent considered payable andreceivable respectively unless specifically stated be otherwise areaccounted for on mercantile basis

IX RETIREMENT AND OTHER EMPLOYEE BENEFITS

(a) Provident Fund

Provision of Provident Fund is not applicable to theCompany

(b) Gratuity

No provision for gratuity has been made as there is noamount due towards Gratuity payable

(c) Compensated Leaves

Unutilized leave of staff lapses as at the year end and isnot encashable Accordingly no provision is made forcompensated Leaves

X TAXATION

Tax expense comprises of current and deferred tax

Current Tax

Provision for current tax is made after taking into considerationbenefits admissible under the provisions of the Income-tax Act1961 Minimum Alternative Tax (MAT) credit is recognized wherethere is convincing evidence that the same can be utilized in future

Current tax assets and current tax liabilities are offset when thereis a legally enforceable right to set off the recognized amounts andthere is an intention to settle the asset and the liability on a netbasis

Omansh Enterprises Limited Annual Report 2016-2017 50

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 47: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

Amount in

Particulars Note 2016-17 2015-16No

OMANSH ENTERPRISES LIMITED

STATEMENT OF PROFIT amp LOSS FOR THE YEAR ENDED 31ST MARCH 2017

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

I Revenue from operations 20 1735111517 2138004325II Other Income 21 598242 165707300III Total Revenue I+II 1735709759 2303711625IV Expenses

Purchase of Stock-in-Trade (Net of Return) 1556101986 2019177290Changes in inventories of finished goods work-in-progress and Stock-in-Trade - -Employee benefit expense 22 38500000 92100000Financial costs 23 - 371112Depreciation and amortization expense 24 16239900 22358900Other expenses 25 91717081 130240960

IV Total Expenses 1702558967 2264248262V Profit before exceptional and extraordinary items and tax III-IV 33150792 39463363VI Exceptional Items - -VII Profit before extraordinary items and tax V-VI 33150792 39463363VIII Extraordinary Items - -IX Profit before tax VII-VIII 33150792 39463363X Tax expense

(1) Current tax 9700000 11638100(2) Deferred tax 534600 27512500

XI Profit(Loss) from the perid from continuing operations IX-X 22916192 312763XII Profit(Loss) from discontinuing operations - -XIII Tax expense of discounting operations - -XIV Profit(Loss) from Discontinuing operations XII-XIII - -XV Profit(Loss) for the period XI+XIV 22916192 312763XVI Earning per equity share 26

(1) Basic 001 000(2) Diluted 001 000

Omansh Enterprises Limited Annual Report 2016-2017 44

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2017(Amount in )

Particulars 2016-17 2015-16A Cash Flow from Operating Activities

Profit(Loss) before Taxation 331508 394634Adjustments for Depreciation 20139 81329Preliminary expenses 142260 142260Loss (Profit) on Sale of assets - -Finance cost - 3711Interest Income - -Operating Profit(Loss) before Working Capital Changes 493907 621934Adjustments for Trade and Other Receivables (3807538) 198975Inventories - -Loans and Advances 3285881 (4365027)Trade and Other Payables 2558924 859666Provisions - -Other current Assets - 6837Cash Generated from Operations 2531173 (2677615)Direct Tax Paid (97000) (116381)Net Cash generated from Operating Activities 2434173 (2793996)

B Cash Flow from Investing ActivitiesPurchase of Fixed Assets - -Sale of assets - -Investments - -Interest Income - -Net Cash used in Investing Activities - -

C Cash Flow from Financing ActivitiesProceeds of Borrowings - -Finance cost - (3711)Net Cash generated from in Financing Activities - (3711)Net Increase(Decrease) in Cash and Cash Equivalents (A+B+C) 2434173 (2797708)Cash and Cash Equivalents Opening 194362 2992070Cash and Cash Equivalents Closing 2628536 194362

Notes1 The above Cash Flow Statement has been prepared under the indirect method as set out in the Accounting Standard on Cash Flow Statement

(AS-3)2 Figures in Brackets indicate Cash Outflow3 Previous Year rsquos figures have been recast regrouped and restated where ever necessary

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 45

Notes Forming Part of Financial Statements

NOTE 1

A CORPORATE INFORMATION

The company is engaged in the business of trading in ClothClothingFabric in India the disclosure requirements of AccountingStandard-17 Segment Reporting are not applicable

B SIGNIFICANT ACCOUNTING POLICIES

I BASIS OF PREPARATION

The accompanying financial statements have been prepared andpresented as a going concern under historical cost convention onthe accrual basis of accounting unless otherwise stated inaccordance with the generally accepted accounting principles inIndia (Indian GAAP) and comply with the Accounting Standardsspecified under Section 133 of the Companies Act 2013 (The Act)read with paragraph 7 of the Companies (Accounts) Rules 2014and relevant provisions of the Companies Act 2013

The accounting policies have been consistently applied by theCompany and are consistent with those used in the previous year

All assets and liabilities have been classified as current or non-current as per the Companyrsquos normal operating cycle and othercriteria set out in the Schedule III of the Companies Act 2013Based on the nature of products and the time between theacquisition of assets for processing and their realisation in cashand cash equivalents the Company has ascertained its operatingcycle as up to twelve months for the purpose of currentnon-currentclassification of assets and liabilities

II USE OF ESTIMATES

The preparation of financial statements in conformity with IndianGAAP requires the management to make judgements estimatesand assumptions that affect the reported amounts of revenuesexpenses assets and liabilities and disclosure of contingentliabilities at the end of the reporting period Although these

Omansh Enterprises Limited Annual Report 2016-2017 46

estimates are based on the managementrsquos best knowledge ofcurrent events and actions uncertainty about these assumptionsand estimates could result in the outcomes requiring a materialadjustment to the carrying amounts of assets or liabilities in futureperiods

Significant estimates used by the management in the preparationof these financial statements include the useful life of fixed assetsand intangible assets and provisions for doubtful debtsadvancesDifference if any between the actual results and estimates arerecognized in the period in which the results are knownmaterialized

III FIXED ASSETS AND DEPRECIATION

Fixed assets are recorded at cost of acquisition and installationincluding freight duties levies less accumulated depreciation Costof acquisition includes rates taxes and any other directlyattributable cost for bringing the asset to its working condition forintended use

Depreciation on Tangible Fixed Assets is provided on Written DownValue method using the rates arrived at based on the useful livesas specified in the Schedule II of the Companies Act 2013 orestimated by the management The Company has used thefollowing useful life to provide depreciation on its fixed assets

Omansh Enterprises Limited Annual Report 2016-2017 47

(a) Assets where useful life is same as Schedule II

Assets Useful Life as Prescribedby Schedule II of theCompanies Act 2013

Factory Building 30 years

Plant amp Machinery (other thancontinuous process plant notcovered under specific industries) 15 years

Furniture amp Fittings 10 years

Motor Cycles scooters and other mopeds 10 years

Vehicles (Motor Cars) 8 years

Office Equipments 5 years

Computer printers amp data processing units 3 years

Electrical Installations 10 years

(b) Assets where useful life differ from Schedule II

Fixed Assets individually costing less than Rupees five thousandare fully depreciated in the year of purchase

(c) Depreciation

Depreciation on the Fixed Assets addeddisposed offdiscardedduring the year is provided on pro-rata basis with reference to thedate of additiondisposaldiscarding and in the case of capitalisationof any asset depreciation is charged from the date the same isreadyput to use to the Statement of Profit and Loss

IV INTANGIBLE ASSETS AND AMORTISATION

Intangible Assets are stated at acquisition cost net of accumulatedamortisation and accumulated impairment losses if any Intangibleassets are amortised on a straight-line basis over their estimateduseful lives

Omansh Enterprises Limited Annual Report 2016-2017 48

The Company amortises miscellaneous expenditure representingthe Companyrsquos formation expenses over a period of 5 yearsFurther the cost of Direct Listing of Equity Shares on BSE Limitedhas also been included in the same

V BORROWING COSTS

Borrowing Costs attributable to acquisition and construction ofqualifying assets are capitalised as a part of the cost of such assetsup to the date when such assets are ready for its intended useOther borrowing costs are charged to the Statement of Profit andLoss in the period in which they are incurred

VI FOREIGN CURRENCY TRANSACTIONS

The Company has not dealt with any foreign currency transactionduring the Financial Year

VII INVESTMENTS

Investments which are readily realisable and intended to be heldfor not more than one year from the date on which such investmentsare made are classified as current investments All otherinvestments are classified as long-term investments

Investments are recorded at cost on the date of purchase whichinclude acquisition charges such as brokerage stamp duty taxesetc Current Investments are stated at lower of cost and netrealisable value Long-term investments are stated at cost afterdeducting provisions made if any for other than temporarydiminution in the value

VIII REVENUE RECOGNITION

Revenue is recognised to the extent that it is probable that theeconomic benefits will flow to the Company and can be reliablymeasured

Revenue from sale of products is recognised when the significantrisks and rewards of ownership of the goods have passed to thebuyer Sale of goods are recorded net of trade discounts rebatesSales Tax Value Added Tax and gross of Excise Duty

Omansh Enterprises Limited Annual Report 2016-2017 49

Interest income is recognized on a time proportion basis takinginto account the amount outstanding and the rate applicable

Dividend income on investments is accounted for on receipt of thesame

All expenses and income to the extent considered payable andreceivable respectively unless specifically stated be otherwise areaccounted for on mercantile basis

IX RETIREMENT AND OTHER EMPLOYEE BENEFITS

(a) Provident Fund

Provision of Provident Fund is not applicable to theCompany

(b) Gratuity

No provision for gratuity has been made as there is noamount due towards Gratuity payable

(c) Compensated Leaves

Unutilized leave of staff lapses as at the year end and isnot encashable Accordingly no provision is made forcompensated Leaves

X TAXATION

Tax expense comprises of current and deferred tax

Current Tax

Provision for current tax is made after taking into considerationbenefits admissible under the provisions of the Income-tax Act1961 Minimum Alternative Tax (MAT) credit is recognized wherethere is convincing evidence that the same can be utilized in future

Current tax assets and current tax liabilities are offset when thereis a legally enforceable right to set off the recognized amounts andthere is an intention to settle the asset and the liability on a netbasis

Omansh Enterprises Limited Annual Report 2016-2017 50

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 48: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2017(Amount in )

Particulars 2016-17 2015-16A Cash Flow from Operating Activities

Profit(Loss) before Taxation 331508 394634Adjustments for Depreciation 20139 81329Preliminary expenses 142260 142260Loss (Profit) on Sale of assets - -Finance cost - 3711Interest Income - -Operating Profit(Loss) before Working Capital Changes 493907 621934Adjustments for Trade and Other Receivables (3807538) 198975Inventories - -Loans and Advances 3285881 (4365027)Trade and Other Payables 2558924 859666Provisions - -Other current Assets - 6837Cash Generated from Operations 2531173 (2677615)Direct Tax Paid (97000) (116381)Net Cash generated from Operating Activities 2434173 (2793996)

B Cash Flow from Investing ActivitiesPurchase of Fixed Assets - -Sale of assets - -Investments - -Interest Income - -Net Cash used in Investing Activities - -

C Cash Flow from Financing ActivitiesProceeds of Borrowings - -Finance cost - (3711)Net Cash generated from in Financing Activities - (3711)Net Increase(Decrease) in Cash and Cash Equivalents (A+B+C) 2434173 (2797708)Cash and Cash Equivalents Opening 194362 2992070Cash and Cash Equivalents Closing 2628536 194362

Notes1 The above Cash Flow Statement has been prepared under the indirect method as set out in the Accounting Standard on Cash Flow Statement

(AS-3)2 Figures in Brackets indicate Cash Outflow3 Previous Year rsquos figures have been recast regrouped and restated where ever necessary

In terms of our report attached For and on behalf of the Board of DirectorsFor Satyendra Mrinal amp Associates For Omansh Enterprises LimitedChartered AccountantsFRN 017068NSK Jain Manoj Chauhan Seema Khan Remo JohnPartner Whole Time Director Managing Director Company SecretaryMNo 086103 DIN 07835068 DIN 07639422 MNo A46071Place New DelhiDated 29th May 2017Omansh Enterprises LimitedRegd Off Shop No 37 QD BlockDDA Market Pitampura New Delhi ndash 110034CIN L21011DL1974PLC241646Email ID infoomanshenterprisescom

Omansh Enterprises Limited Annual Report 2016-2017 45

Notes Forming Part of Financial Statements

NOTE 1

A CORPORATE INFORMATION

The company is engaged in the business of trading in ClothClothingFabric in India the disclosure requirements of AccountingStandard-17 Segment Reporting are not applicable

B SIGNIFICANT ACCOUNTING POLICIES

I BASIS OF PREPARATION

The accompanying financial statements have been prepared andpresented as a going concern under historical cost convention onthe accrual basis of accounting unless otherwise stated inaccordance with the generally accepted accounting principles inIndia (Indian GAAP) and comply with the Accounting Standardsspecified under Section 133 of the Companies Act 2013 (The Act)read with paragraph 7 of the Companies (Accounts) Rules 2014and relevant provisions of the Companies Act 2013

The accounting policies have been consistently applied by theCompany and are consistent with those used in the previous year

All assets and liabilities have been classified as current or non-current as per the Companyrsquos normal operating cycle and othercriteria set out in the Schedule III of the Companies Act 2013Based on the nature of products and the time between theacquisition of assets for processing and their realisation in cashand cash equivalents the Company has ascertained its operatingcycle as up to twelve months for the purpose of currentnon-currentclassification of assets and liabilities

II USE OF ESTIMATES

The preparation of financial statements in conformity with IndianGAAP requires the management to make judgements estimatesand assumptions that affect the reported amounts of revenuesexpenses assets and liabilities and disclosure of contingentliabilities at the end of the reporting period Although these

Omansh Enterprises Limited Annual Report 2016-2017 46

estimates are based on the managementrsquos best knowledge ofcurrent events and actions uncertainty about these assumptionsand estimates could result in the outcomes requiring a materialadjustment to the carrying amounts of assets or liabilities in futureperiods

Significant estimates used by the management in the preparationof these financial statements include the useful life of fixed assetsand intangible assets and provisions for doubtful debtsadvancesDifference if any between the actual results and estimates arerecognized in the period in which the results are knownmaterialized

III FIXED ASSETS AND DEPRECIATION

Fixed assets are recorded at cost of acquisition and installationincluding freight duties levies less accumulated depreciation Costof acquisition includes rates taxes and any other directlyattributable cost for bringing the asset to its working condition forintended use

Depreciation on Tangible Fixed Assets is provided on Written DownValue method using the rates arrived at based on the useful livesas specified in the Schedule II of the Companies Act 2013 orestimated by the management The Company has used thefollowing useful life to provide depreciation on its fixed assets

Omansh Enterprises Limited Annual Report 2016-2017 47

(a) Assets where useful life is same as Schedule II

Assets Useful Life as Prescribedby Schedule II of theCompanies Act 2013

Factory Building 30 years

Plant amp Machinery (other thancontinuous process plant notcovered under specific industries) 15 years

Furniture amp Fittings 10 years

Motor Cycles scooters and other mopeds 10 years

Vehicles (Motor Cars) 8 years

Office Equipments 5 years

Computer printers amp data processing units 3 years

Electrical Installations 10 years

(b) Assets where useful life differ from Schedule II

Fixed Assets individually costing less than Rupees five thousandare fully depreciated in the year of purchase

(c) Depreciation

Depreciation on the Fixed Assets addeddisposed offdiscardedduring the year is provided on pro-rata basis with reference to thedate of additiondisposaldiscarding and in the case of capitalisationof any asset depreciation is charged from the date the same isreadyput to use to the Statement of Profit and Loss

IV INTANGIBLE ASSETS AND AMORTISATION

Intangible Assets are stated at acquisition cost net of accumulatedamortisation and accumulated impairment losses if any Intangibleassets are amortised on a straight-line basis over their estimateduseful lives

Omansh Enterprises Limited Annual Report 2016-2017 48

The Company amortises miscellaneous expenditure representingthe Companyrsquos formation expenses over a period of 5 yearsFurther the cost of Direct Listing of Equity Shares on BSE Limitedhas also been included in the same

V BORROWING COSTS

Borrowing Costs attributable to acquisition and construction ofqualifying assets are capitalised as a part of the cost of such assetsup to the date when such assets are ready for its intended useOther borrowing costs are charged to the Statement of Profit andLoss in the period in which they are incurred

VI FOREIGN CURRENCY TRANSACTIONS

The Company has not dealt with any foreign currency transactionduring the Financial Year

VII INVESTMENTS

Investments which are readily realisable and intended to be heldfor not more than one year from the date on which such investmentsare made are classified as current investments All otherinvestments are classified as long-term investments

Investments are recorded at cost on the date of purchase whichinclude acquisition charges such as brokerage stamp duty taxesetc Current Investments are stated at lower of cost and netrealisable value Long-term investments are stated at cost afterdeducting provisions made if any for other than temporarydiminution in the value

VIII REVENUE RECOGNITION

Revenue is recognised to the extent that it is probable that theeconomic benefits will flow to the Company and can be reliablymeasured

Revenue from sale of products is recognised when the significantrisks and rewards of ownership of the goods have passed to thebuyer Sale of goods are recorded net of trade discounts rebatesSales Tax Value Added Tax and gross of Excise Duty

Omansh Enterprises Limited Annual Report 2016-2017 49

Interest income is recognized on a time proportion basis takinginto account the amount outstanding and the rate applicable

Dividend income on investments is accounted for on receipt of thesame

All expenses and income to the extent considered payable andreceivable respectively unless specifically stated be otherwise areaccounted for on mercantile basis

IX RETIREMENT AND OTHER EMPLOYEE BENEFITS

(a) Provident Fund

Provision of Provident Fund is not applicable to theCompany

(b) Gratuity

No provision for gratuity has been made as there is noamount due towards Gratuity payable

(c) Compensated Leaves

Unutilized leave of staff lapses as at the year end and isnot encashable Accordingly no provision is made forcompensated Leaves

X TAXATION

Tax expense comprises of current and deferred tax

Current Tax

Provision for current tax is made after taking into considerationbenefits admissible under the provisions of the Income-tax Act1961 Minimum Alternative Tax (MAT) credit is recognized wherethere is convincing evidence that the same can be utilized in future

Current tax assets and current tax liabilities are offset when thereis a legally enforceable right to set off the recognized amounts andthere is an intention to settle the asset and the liability on a netbasis

Omansh Enterprises Limited Annual Report 2016-2017 50

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 49: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

Notes Forming Part of Financial Statements

NOTE 1

A CORPORATE INFORMATION

The company is engaged in the business of trading in ClothClothingFabric in India the disclosure requirements of AccountingStandard-17 Segment Reporting are not applicable

B SIGNIFICANT ACCOUNTING POLICIES

I BASIS OF PREPARATION

The accompanying financial statements have been prepared andpresented as a going concern under historical cost convention onthe accrual basis of accounting unless otherwise stated inaccordance with the generally accepted accounting principles inIndia (Indian GAAP) and comply with the Accounting Standardsspecified under Section 133 of the Companies Act 2013 (The Act)read with paragraph 7 of the Companies (Accounts) Rules 2014and relevant provisions of the Companies Act 2013

The accounting policies have been consistently applied by theCompany and are consistent with those used in the previous year

All assets and liabilities have been classified as current or non-current as per the Companyrsquos normal operating cycle and othercriteria set out in the Schedule III of the Companies Act 2013Based on the nature of products and the time between theacquisition of assets for processing and their realisation in cashand cash equivalents the Company has ascertained its operatingcycle as up to twelve months for the purpose of currentnon-currentclassification of assets and liabilities

II USE OF ESTIMATES

The preparation of financial statements in conformity with IndianGAAP requires the management to make judgements estimatesand assumptions that affect the reported amounts of revenuesexpenses assets and liabilities and disclosure of contingentliabilities at the end of the reporting period Although these

Omansh Enterprises Limited Annual Report 2016-2017 46

estimates are based on the managementrsquos best knowledge ofcurrent events and actions uncertainty about these assumptionsand estimates could result in the outcomes requiring a materialadjustment to the carrying amounts of assets or liabilities in futureperiods

Significant estimates used by the management in the preparationof these financial statements include the useful life of fixed assetsand intangible assets and provisions for doubtful debtsadvancesDifference if any between the actual results and estimates arerecognized in the period in which the results are knownmaterialized

III FIXED ASSETS AND DEPRECIATION

Fixed assets are recorded at cost of acquisition and installationincluding freight duties levies less accumulated depreciation Costof acquisition includes rates taxes and any other directlyattributable cost for bringing the asset to its working condition forintended use

Depreciation on Tangible Fixed Assets is provided on Written DownValue method using the rates arrived at based on the useful livesas specified in the Schedule II of the Companies Act 2013 orestimated by the management The Company has used thefollowing useful life to provide depreciation on its fixed assets

Omansh Enterprises Limited Annual Report 2016-2017 47

(a) Assets where useful life is same as Schedule II

Assets Useful Life as Prescribedby Schedule II of theCompanies Act 2013

Factory Building 30 years

Plant amp Machinery (other thancontinuous process plant notcovered under specific industries) 15 years

Furniture amp Fittings 10 years

Motor Cycles scooters and other mopeds 10 years

Vehicles (Motor Cars) 8 years

Office Equipments 5 years

Computer printers amp data processing units 3 years

Electrical Installations 10 years

(b) Assets where useful life differ from Schedule II

Fixed Assets individually costing less than Rupees five thousandare fully depreciated in the year of purchase

(c) Depreciation

Depreciation on the Fixed Assets addeddisposed offdiscardedduring the year is provided on pro-rata basis with reference to thedate of additiondisposaldiscarding and in the case of capitalisationof any asset depreciation is charged from the date the same isreadyput to use to the Statement of Profit and Loss

IV INTANGIBLE ASSETS AND AMORTISATION

Intangible Assets are stated at acquisition cost net of accumulatedamortisation and accumulated impairment losses if any Intangibleassets are amortised on a straight-line basis over their estimateduseful lives

Omansh Enterprises Limited Annual Report 2016-2017 48

The Company amortises miscellaneous expenditure representingthe Companyrsquos formation expenses over a period of 5 yearsFurther the cost of Direct Listing of Equity Shares on BSE Limitedhas also been included in the same

V BORROWING COSTS

Borrowing Costs attributable to acquisition and construction ofqualifying assets are capitalised as a part of the cost of such assetsup to the date when such assets are ready for its intended useOther borrowing costs are charged to the Statement of Profit andLoss in the period in which they are incurred

VI FOREIGN CURRENCY TRANSACTIONS

The Company has not dealt with any foreign currency transactionduring the Financial Year

VII INVESTMENTS

Investments which are readily realisable and intended to be heldfor not more than one year from the date on which such investmentsare made are classified as current investments All otherinvestments are classified as long-term investments

Investments are recorded at cost on the date of purchase whichinclude acquisition charges such as brokerage stamp duty taxesetc Current Investments are stated at lower of cost and netrealisable value Long-term investments are stated at cost afterdeducting provisions made if any for other than temporarydiminution in the value

VIII REVENUE RECOGNITION

Revenue is recognised to the extent that it is probable that theeconomic benefits will flow to the Company and can be reliablymeasured

Revenue from sale of products is recognised when the significantrisks and rewards of ownership of the goods have passed to thebuyer Sale of goods are recorded net of trade discounts rebatesSales Tax Value Added Tax and gross of Excise Duty

Omansh Enterprises Limited Annual Report 2016-2017 49

Interest income is recognized on a time proportion basis takinginto account the amount outstanding and the rate applicable

Dividend income on investments is accounted for on receipt of thesame

All expenses and income to the extent considered payable andreceivable respectively unless specifically stated be otherwise areaccounted for on mercantile basis

IX RETIREMENT AND OTHER EMPLOYEE BENEFITS

(a) Provident Fund

Provision of Provident Fund is not applicable to theCompany

(b) Gratuity

No provision for gratuity has been made as there is noamount due towards Gratuity payable

(c) Compensated Leaves

Unutilized leave of staff lapses as at the year end and isnot encashable Accordingly no provision is made forcompensated Leaves

X TAXATION

Tax expense comprises of current and deferred tax

Current Tax

Provision for current tax is made after taking into considerationbenefits admissible under the provisions of the Income-tax Act1961 Minimum Alternative Tax (MAT) credit is recognized wherethere is convincing evidence that the same can be utilized in future

Current tax assets and current tax liabilities are offset when thereis a legally enforceable right to set off the recognized amounts andthere is an intention to settle the asset and the liability on a netbasis

Omansh Enterprises Limited Annual Report 2016-2017 50

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 50: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

estimates are based on the managementrsquos best knowledge ofcurrent events and actions uncertainty about these assumptionsand estimates could result in the outcomes requiring a materialadjustment to the carrying amounts of assets or liabilities in futureperiods

Significant estimates used by the management in the preparationof these financial statements include the useful life of fixed assetsand intangible assets and provisions for doubtful debtsadvancesDifference if any between the actual results and estimates arerecognized in the period in which the results are knownmaterialized

III FIXED ASSETS AND DEPRECIATION

Fixed assets are recorded at cost of acquisition and installationincluding freight duties levies less accumulated depreciation Costof acquisition includes rates taxes and any other directlyattributable cost for bringing the asset to its working condition forintended use

Depreciation on Tangible Fixed Assets is provided on Written DownValue method using the rates arrived at based on the useful livesas specified in the Schedule II of the Companies Act 2013 orestimated by the management The Company has used thefollowing useful life to provide depreciation on its fixed assets

Omansh Enterprises Limited Annual Report 2016-2017 47

(a) Assets where useful life is same as Schedule II

Assets Useful Life as Prescribedby Schedule II of theCompanies Act 2013

Factory Building 30 years

Plant amp Machinery (other thancontinuous process plant notcovered under specific industries) 15 years

Furniture amp Fittings 10 years

Motor Cycles scooters and other mopeds 10 years

Vehicles (Motor Cars) 8 years

Office Equipments 5 years

Computer printers amp data processing units 3 years

Electrical Installations 10 years

(b) Assets where useful life differ from Schedule II

Fixed Assets individually costing less than Rupees five thousandare fully depreciated in the year of purchase

(c) Depreciation

Depreciation on the Fixed Assets addeddisposed offdiscardedduring the year is provided on pro-rata basis with reference to thedate of additiondisposaldiscarding and in the case of capitalisationof any asset depreciation is charged from the date the same isreadyput to use to the Statement of Profit and Loss

IV INTANGIBLE ASSETS AND AMORTISATION

Intangible Assets are stated at acquisition cost net of accumulatedamortisation and accumulated impairment losses if any Intangibleassets are amortised on a straight-line basis over their estimateduseful lives

Omansh Enterprises Limited Annual Report 2016-2017 48

The Company amortises miscellaneous expenditure representingthe Companyrsquos formation expenses over a period of 5 yearsFurther the cost of Direct Listing of Equity Shares on BSE Limitedhas also been included in the same

V BORROWING COSTS

Borrowing Costs attributable to acquisition and construction ofqualifying assets are capitalised as a part of the cost of such assetsup to the date when such assets are ready for its intended useOther borrowing costs are charged to the Statement of Profit andLoss in the period in which they are incurred

VI FOREIGN CURRENCY TRANSACTIONS

The Company has not dealt with any foreign currency transactionduring the Financial Year

VII INVESTMENTS

Investments which are readily realisable and intended to be heldfor not more than one year from the date on which such investmentsare made are classified as current investments All otherinvestments are classified as long-term investments

Investments are recorded at cost on the date of purchase whichinclude acquisition charges such as brokerage stamp duty taxesetc Current Investments are stated at lower of cost and netrealisable value Long-term investments are stated at cost afterdeducting provisions made if any for other than temporarydiminution in the value

VIII REVENUE RECOGNITION

Revenue is recognised to the extent that it is probable that theeconomic benefits will flow to the Company and can be reliablymeasured

Revenue from sale of products is recognised when the significantrisks and rewards of ownership of the goods have passed to thebuyer Sale of goods are recorded net of trade discounts rebatesSales Tax Value Added Tax and gross of Excise Duty

Omansh Enterprises Limited Annual Report 2016-2017 49

Interest income is recognized on a time proportion basis takinginto account the amount outstanding and the rate applicable

Dividend income on investments is accounted for on receipt of thesame

All expenses and income to the extent considered payable andreceivable respectively unless specifically stated be otherwise areaccounted for on mercantile basis

IX RETIREMENT AND OTHER EMPLOYEE BENEFITS

(a) Provident Fund

Provision of Provident Fund is not applicable to theCompany

(b) Gratuity

No provision for gratuity has been made as there is noamount due towards Gratuity payable

(c) Compensated Leaves

Unutilized leave of staff lapses as at the year end and isnot encashable Accordingly no provision is made forcompensated Leaves

X TAXATION

Tax expense comprises of current and deferred tax

Current Tax

Provision for current tax is made after taking into considerationbenefits admissible under the provisions of the Income-tax Act1961 Minimum Alternative Tax (MAT) credit is recognized wherethere is convincing evidence that the same can be utilized in future

Current tax assets and current tax liabilities are offset when thereis a legally enforceable right to set off the recognized amounts andthere is an intention to settle the asset and the liability on a netbasis

Omansh Enterprises Limited Annual Report 2016-2017 50

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 51: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

(a) Assets where useful life is same as Schedule II

Assets Useful Life as Prescribedby Schedule II of theCompanies Act 2013

Factory Building 30 years

Plant amp Machinery (other thancontinuous process plant notcovered under specific industries) 15 years

Furniture amp Fittings 10 years

Motor Cycles scooters and other mopeds 10 years

Vehicles (Motor Cars) 8 years

Office Equipments 5 years

Computer printers amp data processing units 3 years

Electrical Installations 10 years

(b) Assets where useful life differ from Schedule II

Fixed Assets individually costing less than Rupees five thousandare fully depreciated in the year of purchase

(c) Depreciation

Depreciation on the Fixed Assets addeddisposed offdiscardedduring the year is provided on pro-rata basis with reference to thedate of additiondisposaldiscarding and in the case of capitalisationof any asset depreciation is charged from the date the same isreadyput to use to the Statement of Profit and Loss

IV INTANGIBLE ASSETS AND AMORTISATION

Intangible Assets are stated at acquisition cost net of accumulatedamortisation and accumulated impairment losses if any Intangibleassets are amortised on a straight-line basis over their estimateduseful lives

Omansh Enterprises Limited Annual Report 2016-2017 48

The Company amortises miscellaneous expenditure representingthe Companyrsquos formation expenses over a period of 5 yearsFurther the cost of Direct Listing of Equity Shares on BSE Limitedhas also been included in the same

V BORROWING COSTS

Borrowing Costs attributable to acquisition and construction ofqualifying assets are capitalised as a part of the cost of such assetsup to the date when such assets are ready for its intended useOther borrowing costs are charged to the Statement of Profit andLoss in the period in which they are incurred

VI FOREIGN CURRENCY TRANSACTIONS

The Company has not dealt with any foreign currency transactionduring the Financial Year

VII INVESTMENTS

Investments which are readily realisable and intended to be heldfor not more than one year from the date on which such investmentsare made are classified as current investments All otherinvestments are classified as long-term investments

Investments are recorded at cost on the date of purchase whichinclude acquisition charges such as brokerage stamp duty taxesetc Current Investments are stated at lower of cost and netrealisable value Long-term investments are stated at cost afterdeducting provisions made if any for other than temporarydiminution in the value

VIII REVENUE RECOGNITION

Revenue is recognised to the extent that it is probable that theeconomic benefits will flow to the Company and can be reliablymeasured

Revenue from sale of products is recognised when the significantrisks and rewards of ownership of the goods have passed to thebuyer Sale of goods are recorded net of trade discounts rebatesSales Tax Value Added Tax and gross of Excise Duty

Omansh Enterprises Limited Annual Report 2016-2017 49

Interest income is recognized on a time proportion basis takinginto account the amount outstanding and the rate applicable

Dividend income on investments is accounted for on receipt of thesame

All expenses and income to the extent considered payable andreceivable respectively unless specifically stated be otherwise areaccounted for on mercantile basis

IX RETIREMENT AND OTHER EMPLOYEE BENEFITS

(a) Provident Fund

Provision of Provident Fund is not applicable to theCompany

(b) Gratuity

No provision for gratuity has been made as there is noamount due towards Gratuity payable

(c) Compensated Leaves

Unutilized leave of staff lapses as at the year end and isnot encashable Accordingly no provision is made forcompensated Leaves

X TAXATION

Tax expense comprises of current and deferred tax

Current Tax

Provision for current tax is made after taking into considerationbenefits admissible under the provisions of the Income-tax Act1961 Minimum Alternative Tax (MAT) credit is recognized wherethere is convincing evidence that the same can be utilized in future

Current tax assets and current tax liabilities are offset when thereis a legally enforceable right to set off the recognized amounts andthere is an intention to settle the asset and the liability on a netbasis

Omansh Enterprises Limited Annual Report 2016-2017 50

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 52: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

The Company amortises miscellaneous expenditure representingthe Companyrsquos formation expenses over a period of 5 yearsFurther the cost of Direct Listing of Equity Shares on BSE Limitedhas also been included in the same

V BORROWING COSTS

Borrowing Costs attributable to acquisition and construction ofqualifying assets are capitalised as a part of the cost of such assetsup to the date when such assets are ready for its intended useOther borrowing costs are charged to the Statement of Profit andLoss in the period in which they are incurred

VI FOREIGN CURRENCY TRANSACTIONS

The Company has not dealt with any foreign currency transactionduring the Financial Year

VII INVESTMENTS

Investments which are readily realisable and intended to be heldfor not more than one year from the date on which such investmentsare made are classified as current investments All otherinvestments are classified as long-term investments

Investments are recorded at cost on the date of purchase whichinclude acquisition charges such as brokerage stamp duty taxesetc Current Investments are stated at lower of cost and netrealisable value Long-term investments are stated at cost afterdeducting provisions made if any for other than temporarydiminution in the value

VIII REVENUE RECOGNITION

Revenue is recognised to the extent that it is probable that theeconomic benefits will flow to the Company and can be reliablymeasured

Revenue from sale of products is recognised when the significantrisks and rewards of ownership of the goods have passed to thebuyer Sale of goods are recorded net of trade discounts rebatesSales Tax Value Added Tax and gross of Excise Duty

Omansh Enterprises Limited Annual Report 2016-2017 49

Interest income is recognized on a time proportion basis takinginto account the amount outstanding and the rate applicable

Dividend income on investments is accounted for on receipt of thesame

All expenses and income to the extent considered payable andreceivable respectively unless specifically stated be otherwise areaccounted for on mercantile basis

IX RETIREMENT AND OTHER EMPLOYEE BENEFITS

(a) Provident Fund

Provision of Provident Fund is not applicable to theCompany

(b) Gratuity

No provision for gratuity has been made as there is noamount due towards Gratuity payable

(c) Compensated Leaves

Unutilized leave of staff lapses as at the year end and isnot encashable Accordingly no provision is made forcompensated Leaves

X TAXATION

Tax expense comprises of current and deferred tax

Current Tax

Provision for current tax is made after taking into considerationbenefits admissible under the provisions of the Income-tax Act1961 Minimum Alternative Tax (MAT) credit is recognized wherethere is convincing evidence that the same can be utilized in future

Current tax assets and current tax liabilities are offset when thereis a legally enforceable right to set off the recognized amounts andthere is an intention to settle the asset and the liability on a netbasis

Omansh Enterprises Limited Annual Report 2016-2017 50

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 53: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

Interest income is recognized on a time proportion basis takinginto account the amount outstanding and the rate applicable

Dividend income on investments is accounted for on receipt of thesame

All expenses and income to the extent considered payable andreceivable respectively unless specifically stated be otherwise areaccounted for on mercantile basis

IX RETIREMENT AND OTHER EMPLOYEE BENEFITS

(a) Provident Fund

Provision of Provident Fund is not applicable to theCompany

(b) Gratuity

No provision for gratuity has been made as there is noamount due towards Gratuity payable

(c) Compensated Leaves

Unutilized leave of staff lapses as at the year end and isnot encashable Accordingly no provision is made forcompensated Leaves

X TAXATION

Tax expense comprises of current and deferred tax

Current Tax

Provision for current tax is made after taking into considerationbenefits admissible under the provisions of the Income-tax Act1961 Minimum Alternative Tax (MAT) credit is recognized wherethere is convincing evidence that the same can be utilized in future

Current tax assets and current tax liabilities are offset when thereis a legally enforceable right to set off the recognized amounts andthere is an intention to settle the asset and the liability on a netbasis

Omansh Enterprises Limited Annual Report 2016-2017 50

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 54: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

Deferred Tax

The deferred tax for timing differences between the book and taxprofits for the year is accounted for using the tax rates and lawsthat have been substantively enacted as of the Balance Sheet dateDeferred tax assets arising from timing differences are recognisedto the extent there is reasonable certainty that these would berealised in future

The carrying amount of deferred tax assets are reviewed at eachBalance Sheet date The Company writes down the carrying amountof a deferred tax asset to the extent that it is no longer reasonablycertain that sufficient future taxable income will be available againstwhich deferred tax asset can be realised Any such write-down isreversed to the extent that it becomes reasonably certain thatsufficient future taxable income will be available

In case of unabsorbed losses and unabsorbed depreciation alldeferred tax assets are recognised only if there is virtual certaintysupported by convincing evidence that they can be realised againstfuture taxable profit At each Balance Sheet date the Companyreassesses the unrecognised deferred tax assets

XI CASH FLOW STATEMENT

Cash flows are reported using the indirect method whereby thenet profit before tax is adjusted for the effects of transactions of anon-cash nature any deferrals or accruals of past or futureoperating cash receipts or payments and item of income orexpenses associated with investing or financing cash flows Thecash flows from operating investing and financing activities of theCompany are segregated

XII EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the net profitfor the year attributable to equity shareholders (after deductingpreference dividends and attributable taxes if any) by the weighted-average number of equity shares outstanding during the periodThe weighted-average number of equity shares outstanding duringthe period and for all periods presented is adjusted for events such

Omansh Enterprises Limited Annual Report 2016-2017 51

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 55: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

as bonus issue bonus element in a rights issue to existingshareholders share split and reverse share split (consolidation ofshares) that have changed the number of equity shares outstandingwithout a corresponding change in resources

For the purpose of calculating diluted earnings per share the netprofit or loss for the year attributable to equity shareholders andthe weighted-average number of shares outstanding during theperiod are adjusted for the effects of all dilutive potential equityshares

XIII CONTINGENT LIABILITIES AND PROVISIONS

Contingent Liabilities are possible but not probable obligations ason Balance Sheet date based on the available evidence

Provisions are recognised when there is a present obligation as aresult of past events and it is probable that an outflow of resourceswill be required to settle the obligation in respect of which a reliableestimate can be made

Provisions are not discounted to its present value and aredetermined based on best estimate required to settle the obligationat the Balance Sheet date

(C) OTHER SIGNIFICANT NOTES

1 In the opinion of the Companyrsquos management the value ofInventories loans amp advances trade receivables and other currentnon-current assets are not less than the amount at which they arestated in the balance sheet

2 There are no dues to micro and small-scale enterprises as perThe Micro Small and Medium Enterprises Development Act 2006based on information available with the Company

3 The management has confirmed that adequate provisions havebeen made for all the known and determined liabilities and thesame is not in excess of the amounts reasonably required

4 No expenses have been admitted other than those reflected infinancial Statements

Omansh Enterprises Limited Annual Report 2016-2017 52

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 56: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

OMANSH ENTERPRISES LIMITEDRegd off Shop No37 QD Block DDA Market Pitampura New Delhi-110034

Notes on Finacial Statements for the Year ended 3132017

Previous year figures have been regroupedre-calssified wherever necessary to conform to currentyear presentation

2 SHARE CAPITAL

Share Capital 31032017 31032016Number Amount Number Amount

AuthorisedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000IssuedEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed amp Paid upEquity Shares of Rs 2- each 17750000 3550000000 17750000 3550000000Subscribed but not fully Paid upEquity Shares of Rs2- each not fu l ly paid - - - -Total 17750000 35500000 17750000 35500000

22 The reconciliation of the number of shares outstanding is set our below -

Particulars Equity Shares

Number Amount

Shares outstanding at the beginning of the year 17750000 35500000Shares Issued during the year - -Shares bought back during the year - -Shares outstanding at the end of the year 17750000 35500000

23 The detail of shareholders holding more than 5 shares -NAME OF SHARE HOLDER 31032017 31032016

NO OF OF NO OF OFSHARES HELD HOLDING SHARES HELD HOLDING

J K Latelier Limited 2500000 14 2500000 14Nau-Nidh Finance Limited 2500000 14 2500000 14Total 5000000 28 5000000 28

Omansh Enterprises Limited Annual Report 2016-2017 53

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 57: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

24 Change in capital for the period of 5 yrs immediately preceding the date as at which the BalanceSheet is prepared due to -Particulars Year (Aggregate No of Shares)

310313 310314 310315 310316 310317Equity Shares Fully paid up pursuant to contract(s)without payment being received in cash - - - - -Fully paid up by way of bonus shares - - - - -Shares bought back - - - - -

25 Details of Unpaid calls relating to -

Unpaid Calls Amount

By Directors -By Officers -

26 The company do not have any preference shares capital

27 All equity shares of the company rank parri passu with regards to the rights preferences amprestrictions attaching them

28 Forfeited shares (amount originally paid up) NIL

29 The company do not have any holding company

3 RESERVES amp SURPLUSParticulars 31032017 31032016

Amount AmountA Investment AllowanceOpening Balance 21095904 21095904Addition - -Deletions - -Closing Balance 21095904 21095904B Capital ReserveOpening Balance 289051500 289051500Additions - -Deletions - -Closing Balance 289051500 289051500C SurplusOpening balance (242109330) (242422093)

Omansh Enterprises Limited Annual Report 2016-2017 54

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 58: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

(+) Net Profit(Net Loss) For the current year 22916192 312763(+) Transfer from Reserves - -(-) Proposed DividendsInterim Dividends - -(-) prov for tax for prvs yearsfbt - -(-) Depreciation difference due to CA 2013 - -Closing Balance (219193138) (242109330)Total 90954266 68038074

4 TRADE PAYABLES

Particulars 31032017 31032016Amount Amount

a Trade Payables 2658855175 2385034725b Others - -

Total 2658855175 2385034725

5 OTHER CURRENT LIABILITIESParticulars 31032017 31032016

Amount Amount

(a) Current maturities of long-term debt (refer Note No 3) - -(b) Interest accrued but not due on borrowings - -(c) Interest accrued and due on borrowings - -(d) Income received in advance - -(e) Other payables 11100000 29038100

(f) audit fee 2300000 2290000

Total 13400000 31328100

Includes statutory dues security deposit Rent Payable and advance from customers

Omansh Enterprises Limited Annual Report 2016-2017 55

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 59: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

6 FIXED ASSETS

Gross Block Accumulated Depreciation Net BlockParticulars Balance Additions Acquired Revalua- Balance Balance Depre- Adjust- On balance Balance Balance

as at (Disposals) through tions as at as at ciation ment due dis- as at as at as at1416 business (impair- 31317 1416 for the to reval- posals 31317 31317 31316

combin- ments) Year uationsnations

A Tangible AssetsOWN ASSETS Land - - - - - - - - - - - -Build ings - - - - - - - - - - - -Plant and Equipment - - - - - - - - - - - -Furniture and Fixtures - - - - - - - - - - - -Vehicles - - - - - - - - - - - -Office equipment - - - - - - - - - - - -Computers 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500Electr ical Insta llat ions - - - - - - - - - - - - Sub-Total 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500LEASED ASSETS Plant and Equipment - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - - Sub-Total - - - - - - - - - - - -Total A 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500

B Intangible AssetsGoodwill - - - - - - - - - - - -Others (specify nature) - - - - - - - - - - - -Total B - - - - - - - - - - - -Total A+B 57772500 - - - 57772500 52870000 2013900 - - 54883900 2888600 4902500PREVIOUS YEAR 57772500 - - - 57772500 44737100 8132900 - - 52870000 4902500 13035400

C Capital Work In Progress - - - - - - - - - - - -D Intangible assets under

Development - - - - - - - - - - - -Note Depreciation on fixed assets has been provided as per WDV method given in the Companies Act 2013

Omansh Enterprises Limited Annual Report 2016-2017 56

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 60: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

7 NON CURRENT INVESTMENTSParticulars 31032017 31032016

Amount Amount(a) Investment in Equity instruments 801500000 801500000(b) Other non-current investments (specify nature) - -Total 801500000 801500000Particulars 31032017 31032016

Amount AmountAggregate amount of quoted investments (Market value ofRs5725500- (Previous Year Rs 6297500-) 801500000 801500000Aggregate amount of unquoted investments (Previous Year lsquoNILrsquo) - -

8 LONG TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountCapital Advances - -Other loans and advances 910000000 1232160100Total 910000000 1232160100

81 Loans and advances due by directors officers or any of their related party Nil(Previous year NIL)

9 TRADE RECEIVABLES(Unsecured and Considered Good)

Particulars 31032017 31032016Amount Amount

Over six months 3826054446 3926054446Others 485753800 105000000Total 4311808246 3931054446

91 Trade Receivable stated above due to directors officers or any of their related party Nil(Previous year NIL)

Omansh Enterprises Limited Annual Report 2016-2017 57

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 61: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

10 CASH AND CASH EQUIVALENTSParticulars 31032017 31032016

Amount AmountBalances with banks 229742797 3021355Bank deposits - -Cash in hand 33110798 16414898Others (specify nature) - -Total 262853595 19436253 Deposits with banks include deposit of RsNIL (PrevYr Rs NIL) within the maturity of 12

months Bank Deposits include deposit of RsNIL (PrevYr Rs ) given as security for LC

11 SHORT TERM LOANS amp ADVANCES (Unsecured and Considered Good)Particulars 31032017 31032016

Amount AmountLoans and advances to related parties - -Other loans and advances 10054300 16482300Total 10054300 16482300

111Loans and advances due by directors officers or any of their related party NIL (Prvs Yr NIL)

12 OTHER CURRENT ASSETS (SPECIFY NATURE)

Particulars 31032017 31032016Amount Amount

Interest Accrued on Investments - -Others (includes preliminary exp to the extent not woff or adj) 14226000 28452000Total 14226000 2845200

13 Contingent liabilities and commitments (to the extent not provided for) NIL (Prvs Yr NIL)14 The management confirms that adequate provisions have been made for all the known and

determined liabilities and the same is not in excess of the amounts reasonably required15 No expenses have been admitted other than those reflected in financial Statements16 Disclosure as to relisable value

In the opinion of the Board all assets other than fixed assets and non current investmentshave a realisable value in the ordinary course of business which is not different from the amountat which it is stated except as stated below

Omansh Enterprises Limited Annual Report 2016-2017 58

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 62: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

Name of Assets Realisable Value Value in Balance Sheet Opinion of BoardNIL

17 The balances of sundry creditors sundry debtors and other parties are subject to confirmation

18 The Company has no subsidiaries19 During the year under reference the Company did not have any employee(s) drawing

remuneration equal to or more than the prescribed limits

20 REVENUE FROM OPERATIONSParticulars 2016-17 2015-16

Amount AmountSale of products (Net of Returns) 1716413200 2084707900Other operating revenues 18698317 53296375Total 1735111517 2138004325

201 PARTICULARS OF SALE OF PRODUCTSParticulars 2016-17 2015-16

Amount Amount

Fabrics 1716413200 2084707900Others - -Total 1716413200 2084707900

21 OTHER INCOMEParticulars 2016-17 2015-16

Amount AmountInterestBank Interest Income 404442 11867000Other Interest Income - 152955700Interest on Income Tax Refund 193800 312100Dividend - 572500Total 598242 165707300

Omansh Enterprises Limited Annual Report 2016-2017 59

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 63: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

22 EMPLOYEE BENEFITS EXPENSES

Particulars 2016-17 2015-16Amount Amount

Salary amp Wages 38500000 92100000Staff welfare expenses - -Others - -Total 38500000 92100000

23 FINANCE COSTS

Particulars 2016-17 2015-16Amount Amount

Bank Charges - 371112Other borrowing costs - -Total - 371112

24 DEPRECIATION AND AMORTISATION EXPENSES

Particulars 2016-17 2015-16Amount Amount

Depreciation 2013900 8132900Amortisation of expenses 14226000 14226000Others - -Total 16239900 22358900

Omansh Enterprises Limited Annual Report 2016-2017 60

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 64: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

25 OTHER EXPENSES

Particulars 2016-17 2015-16Amount Amount

Administrative Charges 3330600 5846600

Advertisement Charges 4990460 4188800

Bank Charges - -

Conveyance 6494800 11063400

Dematerialisation Expenses 000 3885000

Electricity amp Water Expenses 938200 7991000

Fees To Rta 2816100 3088400

Fees To Stock Exchanges 3327500 273300

Filing Fees 720000 960000

Freight Expenses 3128081 -

InterestPenalty On Income TaxVatTds 340000 800000

Listing Fees 22800000 22800000

Meeting Expenses 5878600 8080000

Interest on BSE Fee 1843000 000

Misc Expenses 5377840 9655460

Payments To Auditors 2300000 2290000

Postage amp Telegram 445900 1031400

Printing amp Stationery 4620800 5697400

Professional Fees 5000000 1400000

Staff welfare expenses - 5620400

Rent 16800000 34200000

Telephone Expenses 565200 1074800

Website Expenses 000 295000

Total 91717081 130240960

Omansh Enterprises Limited Annual Report 2016-2017 61

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 65: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

251 PAYMENT TO AUDITORS

Particulars 2016-17 2015-16Amount Amount

Auditor 2300000 2290000

Reimbursement of expenses - -

Total 2300000 2290000

26 EARNING PER SHARE

Particulars 2016-17 2015-16Amount Amount

Net Profit after tax as per statement of profit amp lossattributable to Equity Shareholders 22916192 312763

Weighted Average number of equity shares used asdenominator for calculating EPS 1775000 17750000

Basic and Diluted EPS (Rs) 001 000

Face Value per Equity Shares (Rs) 200 200

Omansh Enterprises Limited Annual Report 2016-2017 62

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 66: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

27 DISCLOSURE REGARDING SPECIFIED BANK NOTES

Particulars Specified Other TotalBank Denomination

Notes Notes

Closing Cash in hand as on 08th Nov 2016 76600000 5375500 81975500(+) Permitted Receips(+) Permitted Payments(+) Amount Deposited in Banks 76600000 76600000Closing Cash in hand as on 30th Dec 2016 3380100 3380100

Related Parties as per AS 18 with whom transactions have taken place during the yearThere is no related party transactions during the Financial Year

Omansh Enterprises Limited Annual Report 2016-2017 63

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 67: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

ATTENDANCE SLIPMembers or thei r prox ies are requested to present th is form for admission duly s igned in accordance wi th thei r specimen s ignaturesregistered wi th the Company

DP Id amp Client Id Regd Folio No

No of SharesName and Address of the Shareholder

Name and Address of the ProxyApplicable for member holding shares in physical formIWe hereby record my our presence at the Forty Third Annual General Meeting of the Company being held on Thursday 28th

September 2017 at 1230 pm at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034Please ( ) in the box

Member Proxy Signature of Member Proxy

Omansh Enterprises LimitedCIN L21011DL1974PLC241646

Regd Off Shop No 37 QD Block DDA Market Pitampura New Delhi-110034Website wwwomanshenterprisescom Email ID infoomanshenterprisescom

FORM ndash MGT ndash 11 (PROXY Form)[Pursuant to Section 105(6) of the Companies Act 2013 and Rule 19(3) of Companies (Management and Administration) Rules 2014]

CIN L21011DL1974PLC241646 Name of the Company Omansh Enterprises LimitedRegistered Office Shop No37 QD Block DDA Mkt Pitampura New Delhi-110034

Name of the Members(s)Registered AddressEmail ID

Folio NoClient Id

DP ID

Iwe being the member (s) of ________ Shares of the above named company hereby appoint

1 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

2 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

3 Name ___________________________________ Address ______________________________Email ID _________________________________ Signature _______________ or failing himher

As my or our proxy to attend and vote (on a poll) for meus and on myour behalf at the Forty Third AnnualGeneral Meeting of the company scheduled to be held on the Thursday 28th September 2017 at 1230PM at Khushi Banquet MP Mall MP Block Pitampura New Delhi ndash 110034 and at any adjournmentthereof in respect of such resolutions as are indicated belowRes No Description

1 Adoption of Annual Accounts and Reports thereon for the financial year ended 31st March 20172 Re-appointment of Ms Reena Sharma who retires by rotation3 Re-appointment of Ms Seema Khan who retires by rotation4 Appointment of Ms Rajeev Singh amp Co Chartered Accountants as the Statutory Auditors of the Company5 Appointment of Ms Fatima Makdum Matikub as Director in category of Independent Director6 Appointment of Ms Priti Pralhad Soni as Director in category of Independent Director7 Appointment of Mr Manoj Chauhan as Whole Time Director8 Appointment of Ms Seema Khan as Managing Director

Signed this _______________ day of ______________20____

Signature of shareholder ________________Signature of Proxy holder(s) _____________N o t e T h i s f o r m o f p r o x y i n o r d e r t o b e e f f e c t i v e s h o u l d b e d u l y c o m p l e t e d a n d d e p o s i t e d a t t h e r e g i s t e r e do f f i c e o f t h e C o m p a n y n o t b e i n g l e s s t h a n 4 8 h o u r s b e f o r e t h e c o m m e n c e m e n t o f t h e m e e t i n g

AffixRevenue

Stamp of 1

Omansh Enterprises Limited Annual Report 2016-2017 64

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034

Page 68: OMANSH - bseindia.com · Ms. Preeti Pralhad Soni Company Secretary Mr. Remo John Audit Committee Ms. Fatima Makdum Matikub, Chairperson Mr. Manoj Chauhan, Member Ms. Priti Pralhad

If undelivered please return to OMANSH ENTERPRISES LIMITEDRegd Off Shop No37 QD Block DDA MarketPitampura New Delhi-110034


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