Annual Report 2016-17

Smart Biz Solutions Private Limited

 Smart Biz Solutions Private Limited
Annual Report 2016 - 17

Disclaimer
In this Annual Report, we have disclosed forward-looking information to enable investors to comprehend our prospects and take informed investment
decisions. This report and other statements – written and oral – that we periodically make contain forward-looking statements that set out anticipated
results based on the management’s plans and assumptions. We have tried, wherever possible, to identify such statements by using words such as
‘anticipate’, ‘estimate’, ‘expects’, ‘projects’, ‘intends’, ‘plans’, ‘believes’, and words of similar substance in connection with any discussion of future
performance. We cannot guarantee that these forward-looking statements will be realized, although we believe we have been prudent in our
assumptions. The achievement of results is subject to risks, uncertainties and even inaccurate assumptions. Should known or unknown risks or
uncertainties materialize, or should underlying assumptions prove inaccurate, actual results could vary materially from those anticipated, estimated or
projected. Readers should bear this in mind. We undertake no obligation to publicly update any forward-looking statements, whether as a result of new
information, future events or otherwise.
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Annual Report 2016 - 17
NOTICE

Notice is hereby given that the First Annual General Meeting of the Members of Smart Biz
Solutions Private Limited will be held at its Registered Office 262/2, G. T. Road, Liluah, Howrah -
711204 on Friday, the 30th day of September, 2017 at 10.00 A.M. to transact the following
business: -

ORDINARY BUSINESS

1. To receive, consider and adopt the Audited Balance Sheet as at March 31, 2017 and the
Statement of Profit and Loss for the period ended on that date together with the Reports of
Directors’ and Auditors’ thereon.

2. To appoint the Statutory Auditor and fix their remuneration and for the purpose to consider
and, if thought fit, to pass, with or without modifications, the following resolution as an Ordinary
Resolution:-

“RESOVED THAT pursuant to the provisions of Section 139 and other applicable provisions, if any,
of the Companies Act, 2013 and the rules framed thereunder, as amended from time to time,
Mr. Prasanta Kumar Roy Barman, Chartered Accountant, be and is hereby re-appointed as the
auditor of the Company to hold office from the conclusion of this Annual General Meeting
(AGM) till the conclusion of the fifth consecutive AGM (subject to ratification of the appointment
by the members at every AGM) and that the Board of Directors be and are authorized to fix
such remuneration as may be determined by the Board in consultation with the auditor.”

For and behalf of the Board

Howrah, August 26, 2017 Chairman

Registered Office:
262/2, G. T. Road, Liluah,
Howrah – 711 204

Notes:

1. A member entitled to attend and vote at the meeting is also entitled to appoint a proxy to
attend and vote instead of himself/herself and such proxy need not be a member of the
company.

2. The Instrument of proxy, in order to be effective, must be deposited at the Company’s

Registered Office not less than forty-eight hours before the meeting.
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Annual Report 2016 - 17
DIRECTORS’ REPORT

The Board presents the First Annual Report on the business and operations of your Company
together with the Audited Statement of Accounts for the period ended March 31, 2017.

Financial Performance

The financial highlights are given below:

State of Company’s Affairs - As per Section 134(3)(I) of Companies Act 2013

Amount in Rs
2017
Total revenue -
Earnings before Interest, Depreciation, Taxes, Amortization -
Interest and finance charges -
Depreciation and amortization -
Profit before tax -
Current tax -
Deferred tax -
Profit after tax -
Balance brought forward -
Balance carried over -

The financial statements of the Company have been prepared in accordance with the
Accounting Standards notified under Section 211 (3C) of the Companies Act, 1956 (which
continue to be applicable in respect of Section 133 of the Companies Act, 2013 in terms of Rule
7 of The Companies (Accounts) Rules, 2014) and the relevant provisions of the Companies Act,
1956 / Companies Act, 2013, as applicable and guidelines issued by the Securities and
Exchange Board of India (“SEBI”).

Accounting policies have been consistently applied except where a newly issued accounting
standard, if initially adopted or a revision to an existing accounting standard requires a change
in the accounting policy hitherto in use. Management evaluates all recently issued or revised
accounting standards on an ongoing basis. The Company discloses standalone audited
financial results on a quarterly and an annual basis, consolidated un-audited financial results on
a quarterly basis and consolidated audited financial results on an annual basis.
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Annual Report 2016 - 17
The Board Report has been prepared in accordance with Section 134 of the Companies Act,
2013

Review of Business Operations

Due to weak demand, the Company has substantially incurred loss of Rs. 21,328 for the period
2016-17. The Company continues to be largely engaged in information technology and related
services.

Number of meetings of the Board

The Board meets at regular intervals to discuss and decide on Company / business policy and
strategy apart from other Board business. The Board / Committee Meetings are prescheduled
and a tentative annual calendar of the Board and Committee Meetings is circulated to the
Directors in advance to facilitate them to plan their schedule and to ensure meaningful
participation in the meetings. However, in case of a special and urgent business need, the
Board’s approval is taken by passing resolutions through circulation, as permitted by law, which
are confirmed in the subsequent Board meeting.

The notice of Board meeting is given well in advance to all the Directors. Usually, meetings of the
Board are held in Mumbai. The Agenda of the Board / Committee meetings is circulated at least
a week prior to the date of the meeting. The Agenda for the Board and Committee meetings
includes detailed notes on the items to be discussed at the meeting to enable the Directors to
take an informed decision.

The Board met four times in financial year 2016-2017 viz., on April 18, July 18, October 17 and
January 12. The maximum interval between any two meetings did not exceed 120 days.

Particulars of loans, guarantees or investments under Section 186

The Company has provided following loans and guarantees and made following investments
pursuant to Section 186 of the Companies Act, 2013:

Purpose for which

Particulars of the loan, guarantee
Name of the Relation Amount Rupees loans, and investment are
entity (in crore) guarantees and proposed to be
investments utilized
Not Applicable
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Annual Report 2016 - 17
Particulars of contracts or arrangements with related parties referred to in Section 188(1)
The particulars of contracts or arrangements with related parties referred to in Section 188(1), as
prescribed in Form AOC - 2 of the rules prescribed under Chapter IX relating to Accounts of
Companies under the Companies Act, 2013. – Not Applicable

Subsidiaries, JVs or Associate Companies- Rule 8(5) (iv)

As on March 31, 2017, the Company had no Subsidiary, JV or Associate Company.

Report on performance of subsidiaries, associates companies and joint ventures:

During the previous year, the company had no subsidiaries, associates companies and joint
ventures

Details of Directors/KMP/ appointed/resigned during the year

During the previous year, there was no appointment or resignation of any KMP / director

Explanation on Auditor Qualification- Section 134(3) (f)

In the First Board Meeting held on Mr. Prasanta Kumar Roy Barman, Chartered Accountant have
been appointed Statutory Auditors of the Company for a period of 5 years. Ratification of
appointment of Statutory Auditors is being sought from the members of the Company at the
ensuing AGM.

Further, the report of the Statutory Auditors along with notes to Schedules is enclosed to this
report. The observations and comments given by the Auditor in the report read together with
notes to Accounts are self-explanatory and hence do not call for any further comments under
Section 134 of the Companies Act, 2013.

Dividends- Section 134(3) (K)

In view of loss incurred by the Company, the Board regrets their inability to recommend any
dividend for the period.

Material Events Occurring After Balance Sheet Date- Section 134(3) (L)
Except as disclosed elsewhere in this report, there have been no material changes and
commitments which can affect the financial position of the Company occurred between the
end of the period of the Company and date of this report.

Transfer to Reserve- Section 134(3) (J)

For the period ended March 31, 2017 the Company has transferred the entire amount of Profit
and Loss Accounts of the Company to reserves.

Risk Management Policy- Section 134(3) (n)

The Company has in place a mechanism to identify, assess, monitor and mitigate various risks to
key business objectives. Major risks identified by the businesses and functions are systematically
addressed through mitigating actions on a continuing basis. These are discussed at the meetings
of the Board of Directors of the Company. The Company’s internal control systems are
commensurate with the nature of its business and the size and complexity.
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Annual Report 2016 - 17
Disclosure under Sexual Harassment of Women & Workplace (Prevention, Prohibition & Redressal)
Act, 2013
Till date no such cases has been reported. A specific committee has been set up to look forward
to any kind of sexual harassment at workplace.

Financial Highlights & Change in the Nature of Business- Rules 8(5) (i) & (ii)
As the company is in initial stages of operation it requires more working capital. The company
has not changed its nature of business.

Voluntary revision of financial statements or Board Report- Section 131

No such revision has been made.

Adequate Internal Financial Control- Rule 8(5) (vii)

(A) Conservation of energy

The company has conducted all its operations keeping proper check on energy
consumption.

(B) Technology absorption

The company has conducted all its operations using latest tools and equipments.

(C) Foreign exchange earnings and Outgo

The company has not entered any such kind of transactions.

DIRECTOR RESPONSIBILITY STATEMENT 134(3) (c)

a) in preparing the annual accounts, applicable accounting standards have been followed
and there are no material departures;

b) the Directors have selected accounting policies, applied them consistently and made
judgments and estimates that are reasonable and prudent to give a true and fair view of the
state of affairs of the Company at the end of the period and of the profit of the Company for
the period;

c) the Directors have taken proper and sufficient care in maintaining adequate accounting
records in accordance with the provisions of the Act for safeguarding the assets of the
Company and for preventing and detecting fraud and other irregularities;

d) the Directors have prepared the annual accounts of the Company on a “going concern”
basis; and

e) the Directors had devised proper systems to ensure compliance with the provisions of all
applicable laws and that such systems were adequate and operating effectively.
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Annual Report 2016 - 17
The Company has not invited any deposit during the period from the public/shareholders in
accordance with Section 73 of the Companies Act, 2013, nor did it hold any outstanding
deposits at the end of the period.

Foreign exchange earnings and Outgo

There were no foreign exchange earnings and outgo during the period under review.

Acknowledgement

Your Directors place on record their appreciation for employees at all levels, who have
contributed to the growth and performance of your Company.

Your Directors also thank the clients, vendors, bankers, shareholders and advisers of the
Company for their continued support.

Your Directors also thank the Central and State Governments, and other statutory authorities for
their continued support.

The Board takes this opportunity to thank all employees for their commitment, dedication and
co-operation.

For and behalf of the Board

Howrah, July 22, 2017 Chairman

Registered Office:
262/2, G. T. Road, Liluah,
Howrah – 711 204