Oasis Tradelink Ltd
Directors Reports
FOR F.Y. 2021-22 To,
The Members,
Oasis Tradelink Limited (In Liquidation)
(CIN: L51909GJ1996PLC031163)
Pursuant to order dated 26-02-2019 of the Hon'ble National Company Law Tribunal -
Ahmedabad Bench at Ahmedabad ("NCLT Order"), Corporate Insolvency Resolution
Process ("CIR Process") has been initiated for the Company in accordance with
the provisions of the Insolvency and Bankruptcy Code, 2016, ("Code") and related
rules and regulations issued there under with effect from 26-02-2019 (Corporate Insolvency
Resolution Process Commencement Date). The Hon'ble NCLT has appointed Mr. Ramchandra
Dallaram Choudhary as Resolution Professional vide order dated 13-06-2019 which was
confirmed by the Board on 26-07-2019. Further, the Hon'ble NCLT, Ahmedabad had on
04-12-2019, in the matter C.P. (I.B) No. 433/NCLT/AHM/2018, passed an order for initiation
of Liquidation against the Corporate Debtor, M/s. Oasis Tradelink Limited (In
liquidation). In the same order, Mr. Ramchandra Dallaram Choudhary have been appointed as
the Liquidator by the NCLT u/s 34(1) of the Insolvency and Bankruptcy Code, 2016 (the
Code).
Further, the Hon'ble NCLT, Ahmedabad Bench has vide order dated 21-03-2022 in
IA/224(AHM) 2022 in CP (IB) 433 of 2018 allowed the Liquidator to sell the Corporate
Debtor as a going concern to the interested buyer namely Mr. Niranjan Jain. Further, vide
order dated 04-05-2022 in IA 342 (AHM) 2022 in CP (IB) 433 of 2018 read with interim order
dated 20-04-2022 the Hon'ble NCLT, Ahmedabad Bench have ordered that the applicant is
entitled to the reliefs and concessions subject to the Provisions of Law relating to them
and Rulings of the Apex Court in case of 'Ghanshyam Mishra".
The powers of the Board of Directors of the Company stand suspended effective from the
Liquidation Process commencement date and such powers along with the management of affairs
of the Company are vested with the Liquidator. In view hereof, Annual General Meeting is
being called and convened by the Order of Liquidator.
1. FINANCIAL HIGHLIGHTS
(Amount in Lakhs)
Particulars |
FY 2021-22 |
FY 2020-21 |
Revenue from Operations |
0 |
0 |
Other Income |
0 |
0 |
Total Income |
0 |
0 |
EXPENSES: |
2.67 |
13.45 |
Profit/(Loss) before exceptional items and tax |
-2.67 |
-13.45 |
Exceptional Items |
0 |
0 |
Profit/(Loss) before tax |
-2.67 |
-13.45 |
Provision for current tax, deferred tax and other tax expenses |
|
|
Profit/ (loss) for the period |
-2.67 |
-13.45 |
2. OPERATION & REVIEW
Total Revenue from the operation of the company is Nil and loss after tax is 2.67
lakhs. The last Year's total revenue stood at 0 and the loss after tax was 13.45 lakhs.
3. DIVIDEND
Your Company is under Liquidation and incurring losses, therefore does not recommend
any dividend for the year 2021-22.
4. SHARE CAPITAL
The issued Equity Share capital as on 31st March, 2022 is Rs. 10,87,46,360. During the
year under review, the Company has not issued shares with differential voting rights nor
granted stock options nor sweat equity. Paid up Equity capital of the company as on 31st
March, 2021 stands at Rs. 10,87,46,360.
5. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND
Since there was no unpaid/unclaimed dividend, the provisions of Section 125 of the
Companies Act, 2013 does not apply during the financial year.
6. TRANSFER TO RESERVES
The Company has not transferred any amount to reserves during the year under review.
7. CHANGE IN THE NATURE OF THE BUSINESS
During the year, there is no change in the nature of the business of the Company.
8. LISTING ON STOCK EXCHANGES
Your Company's shares are listed on BSE Limited.
9. DIRECTORS AND KEY MANAGERIAL PERSONNEL
The directors and KMP of the company as on March 31, 2022, are as under:
Name Designation |
Name Designation |
Snehal Bharatbhai Patel |
Whole Time Director |
Olga Vinchentpaul Menezes |
Independent Director |
Rajasekharan Krishnan Nair |
Independent Director |
Pursuant to the NCLT order for commencement of the CIRP/ initiation of the Liquidation
process and in line with the provisions of the Code, the powers of the Board of Directors
stand suspended and exercised by Liquidator.
10. NUMBER OF BOARD MEETINGS
During the year no board meeting was held as the power of the board remain suspended
and vested with the liquidator as per the provisions of The Insolvency and Bankruptcy
Code, 2016.
11. BOARD EVALUATION
During the financial year, no evaluation of the board is being carried out as the power
of the board remains suspended and vested with the liquidator as per the provisions of The
Insolvency and Bankruptcy Code, 2016.
12. DIRECTORS' RESPONSIBILITY STATEMENT
Pursuant to Section 134(5) of the Companies Act, 2013, based on internal financial
controls, work performed by the internal, statutory, cost, and secretarial auditors and
external agencies, the reviews performed by the management and with the concurrence of the
Liquidator that for the year ended 31st March 2022, the confirmation is hereby given for
the Company having:
a. Followed in the preparation of the annual accounts, and the applicable accounting
standards with proper explanation relating to material departures.
b. Selected such accounting policies and applied them consistently and made judgments
and estimates that are reasonable and prudent so as to give a true and fair view of the
state of affairs of the Company at the end of the financial year and of the profit and
loss of the Company for that period.
c. Taken proper and sufficient care for the maintenance of adequate accounting records
in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets
of the Company and for preventing and detecting fraud and other irregularities;
d. Prepared the annual accounts on a going concern basis.
e. Laid down internal financial controls to be followed by the Company and that such
internal financial controls are adequate and were operating effectively; and
f. Devised proper systems to ensure compliance with the provisions of all applicable
laws and that such systems were adequate, operating effectively and the same is being
strengthened on a continuous basis from time to time.
13. A STATEMENT ON DECLARATION GIVEN BY INDEPENDENT DIRECTORS UNDER SUB-SECTION (6) OF
SECTION 149
The power of the board including the Independent directors remain suspended and vested
with the liquidator as per the provisions of The Insolvency and Bankruptcy Code, 2016.
14. CORPORATE GOVERNANCE:
As per Regulation 15(2) of SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 the provisions of corporate governance are not applicable to the company
as company has not fall under the prescribed limit as mentioned hereunder:
The Corporate Governance norms shall not be mandatory for companies having paid up
capital not exceeding Rs. 10 Crores and net worth not exceeding Rs. 25 Crores as on the
last day of the previous financial year.
15. MANAGEMENT DISCUSSION AND ANALYSIS REPORT:
As required by SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
with the Stock Exchange, the Management Discussion and Analysis report form part of the
Annual Report and is annexed herewith as Annexure A.
16. ADEQUACY OF INTERNAL FINANCIAL CONTROLS
The Company's internal financial control systems are commensurate with the nature of
its business and the size and complexity of its operations, However the operations of the
company remain suspended and during the year there is no sale/purchase transaction.
17. DEPOSITS
Your Company has neither invited nor accepted any fixed deposit from the public during
the year.
18. RELATED PARTY TRANSACTIONS
No related party transactions had taken place during the year under review.
19. LIQUIDATION PROCESS
Pursuant to order dated 26-02-2019 of the Hon'ble National Company Law Tribunal -
Ahmedabad Bench at Ahmedabad ("NCLT Order"), Corporate Insolvency Resolution
Process ("CIR Process") has been initiated for the Company in accordance with
the provisions of the Insolvency and Bankruptcy Code, 2016, ("Code") and related
rules and regulations issued there under with effect from 26-02-2019 (Corporate Insolvency
Resolution Process Commencement Date). The Hon'ble NCLT has appointed Mr. Ramchandra
Dallaram Choudhary as Resolution Professional vide order dated 13-06-2019 which was
confirmed by the Board on 26-07-2019. Further, the Hon'ble NCLT, Ahmedabad had on
04-12-2019, in the matter C.P. (I.B) No. 433/NCLT/AHM/2018, passed an order for initiation
of Liquidation against the Corporate Debtor, M/s. Oasis Tradelink Limited (In
liquidation). In the same order, Mr. Ramchandra Dallaram Choudhary have been appointed as
the Liquidator by the NCLT u/s 34(1) of the Insolvency and Bankruptcy Code, 2016 (the
Code).
Further, the Hon'ble NCLT, Ahmedabad Bench has vide order dated 21-03-2022 in
IA/224(AHM)2022 in CP (IB) 433 of 2018 allowed the Liquidator to sell the Corporate Debtor
as a going concern to the interested buyer namely Mr. Niranjan Jain. Further, vide order
dated 04-05-2022 in IA 342 (AHM) 2022 in CP (IB) 433 of 2018 read with interim order dated
20-04-2022 the Hon'ble NCLT, Ahmedabad Bench have ordered that the applicant is entitled
to the reliefs and concessions subject to the Provisions of Law relating to them and
Rulings of the Apex Court in case of 'Ghanshyam Mishra".
20. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS
During the year, the Company has not given any loan, guarantee or provided security in
connection with the loan to any other body corporate or person or made any investments
hence no particulars of the loans, guarantees or investments falling under the provisions
of Section 186 of the Companies Act, 2013 are provided by the Board.
21. EXTRACT OF ANNUAL RETURN
As per Section 92(3) read with 134(3)(a) of the Companies Act, 2013, the Annual return
as on March 31, 2022, is available on the website of the Company i.e http://oasi
stradelink.com/Investors.html
22. A STATEMENT INDICATING DEVELOPMENT AND IMPLEMENTATION OF A RISK MANAGEMENT POLICY
FOR THE COMPANY INCLUDING
IDENTIFICATION THEREIN OF ELEMENTS OF RISK, IF ANY, WHICH IN THE OPINION OF THE BOARD
MAY THREATEN THE EXISTENCE OF THE COMPANY;
The main objective of Risk Management is risk reduction and avoidance as also
identification of the risks faced by the business and optimize the risk management
strategies. The Company has put in place a well-defined Risk Management framework for
drawing up, implementing, monitoring and reviewing the Risk Management.
23. DETAILS OF POLICY DEVELOPED AND IMPLEMENTED BY THE COMPANY ON ITS CORPORATE SOCIAL
RESPONSIBILITY INITIATIVES
The Company has not developed and implemented any Corporate Social Responsibility
initiatives as the said provisions are not applicable.
24. SIGNIFICANT AND MATERIAL ORDER PASSED BY REGULATORS OR COURTS OR TRIBUNALS
IMPACTING THE GOING CONCERN STATUS AND COMPANY'S OPERATIONS IN FUTURE
The Liquidator has filed application for seeking necessary directions against
respondents under section 43, 66 and 68 of the Insolvency and Bankruptcy Code, 2016 in the
matter of Shri Ramchandra D. Choudhary Liquidator of M/s Oasis Tradelink Limited Vs.
Snehal Bharatbhai Patel & Ors. The said matter is pending before the Hon'ble NCLT,
Ahmedabad Bench.
25. MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY
WHICH HAVE OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR OF THE COMPANY TO WHICH
FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT
Except as disclosed in this report, there were no material changes and commitments
affecting the financial position of the Company which have occurred between the end of the
financial year and the date of this report.
26. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND
OUTGO
The particulars as required under the provisions of Section 134(m) of the Companies
Act, 2013 in respect of conservation of energy and technology absorption have not been
furnished as the operation of the company remain suspended and Further during the year
under review, the Company has neither earned nor used any foreign exchange.
27. PARTICULARS OF EMPLOYEES:
There are no employees during the year under review.
28. AUDITORS:
STATUTORY AUDITORS
M/S. Parth Shah And Associates, Chartered Accountant, Ahmedabad (FRN:
144251W) Statutory Auditor of the company has resigned on 29th June 2022 and to
fill the casual vacancy M/s. Prakash Tekwani & Associates, Chartered Accountants is
being appointed as statutory auditor of the company for a term of five years subject to
the approval of the members of the company.
The Company has received a confirmation from the said Auditors that they are not
disqualified to act as the Auditors and are eligible to hold the office as Auditors of the
Company.
COST AUDITORS
The Company has not appointed the Cost Auditor as pursuant to Section 148 of the
Companies Act, 2013 read with the Companies (Cost Records and Audit) Amendment Rules,
2014, as the provisions of the cost audit are not applicable to the Company.
SECRETARIAL AUDITORS & SECRETARIAL COMPLIANCE REPORT
Pursuant to the provisions of Section 204 of the Act and the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, the Liquidator has appointed M/s
Anisha Jhunjhunwala & Associates, Company Secretaries in Practice to undertake the
Secretarial Audit of the Company. The Secretarial Audit Report is attached herewith as
Annexure B.
The Remarks given by the Secretarial Auditor & its reply is mentioned hereunder:
1. The Company has failed to appoint a qualified Company Secretary as Compliance
Officer and Chief Financial Officer, during the year under review.
2. The Company has not convened the Annual General Meeting held for the F.Y 2020- 21
and not filed any forms in relation to Annual General Meeting. Further the company has
failed to file the forms i.e Form AOC-4 XBRL, Form MGT-7.
3. The Company has failed to appoint the Internal Auditor during the financial year.
4. The Company has not filed the quarterly/half yearly/yearly compliances as mandated
under the SEBI (LODR) Regulation, 2016 and other Compliance as mandated under SEBI
regulations.
5. The Company has not implemented system for maintenance of the Digital Database under
the Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations,
2015.
6. The Company has not complied the SEBI circular no. SEBVCIR/CFD/DCR1/CIR/P/2020A81
dated September 23, 2020 with respect to System-Driven Disclosures.
7. The Company has not paid the listing fee of the Stock Exchange for the F.Y 2020- 21.
8. The Company has not filed any Forms with ROC/MCA-21 during the financial year.
Further, reported during the financial year the power of the Board stood suspended
as the Company is undergoing the liquidation process vide the order of the Hon'ble
National Company Law Tribunal, Ahmedabad bench dated Dec 4, 2019 and Mr. Ramchandra
Dallaram Chaudhary is being appointed as Liquidator. The power of the Board is being
exercised by Liquidator and no Board Meeting/Committee Meeting/Independent Director
meeting held during the financial year.
29. DETAILS IN RESPECT OF FRAUDS REPORTED BY AUDITORS UNDER SUB-SECTION (12) OF SECTION
143 OTHER THAN THOSE WHICH ARE REPORTABLE TO THE CENTRAL GOVERNMENT;
There have been no instances of fraud reported by the Statutory Auditors under Section
143(12) of the Act and Rules framed thereunder, either to the Company or to the Central
Government.
30. AUDIT COMMITTEE/ NOMINATION AND REMUNERATION COMMITTEE/ STAKEHOLDERS' RELATIONSHIP
COMMITTEE
No committee meetings held as the power of the Board stood suspended as per the
provisions of Insolvency & Bankruptcy Code, 2016.
The following are the members of the Committee,
Audit Committee
Name of the Director |
Designation |
Snehal Bharatbhai Patel |
Whole-time Director |
Olga Vinchentpaul Menezes |
Independent Director |
Rajasekharan Krishnan Nair |
Independent Director |
Remuneration Committee
Name of the Director |
Designation |
Snehal Bharatbhai Patel |
Whole-time Director |
Olga Vinchentpaul Menezes |
Independent Director |
Rajasekharan Krishnan Nair |
Independent Director |
Stakeholder Relationship Committee
Name of the Director |
Designation |
Snehal Bharatbhai Patel |
Whole-time Director |
Olga Vinchentpaul Menezes |
Independent Director |
Rajasekharan Krishnan Nair |
Independent Director |
31. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION,
PROHIBITION, AND REDRESSAL) ACT, 2013:
Not applicable during the financial year as there is no employee in the company during
the year.
32. ACKNOWLEDGEMENTS
Liquidator place on record their gratitude for the continuing support of Shareholders,
bankers and Business associates at all levels.
Date: 08/09/2022 |
For Oasis Tradelink Limited (In Liquidation) |
Place: Ahmedabad |
CA Ramchandra D Choudhary Liquidator |
|
IP Reg. No: IBBI/IPA-001/IP-P00157/2017-18/10326 |
|
Validity of AFA till 23.11.2022 |
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