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Elixir Capital Ltd.

BSE: 531278 Sector: Financials
NSE: N.A. ISIN Code: INE785D01012
BSE 00:00 | 24 Apr 2020 Elixir Capital Ltd
NSE 05:30 | 01 Jan 1970 Elixir Capital Ltd

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OPEN 38.30
PREVIOUS CLOSE 38.30
VOLUME 1
52-Week high 40.40
52-Week low 26.30
P/E 31.92
Mkt Cap.(Rs cr) 22
Buy Price 37.00
Buy Qty 1.00
Sell Price 36.40
Sell Qty 400.00
OPEN 38.30
CLOSE 38.30
VOLUME 1
52-Week high 40.40
52-Week low 26.30
P/E 31.92
Mkt Cap.(Rs cr) 22
Buy Price 37.00
Buy Qty 1.00
Sell Price 36.40
Sell Qty 400.00

Elixir Capital Ltd. (ELIXIRCAPITAL) - Director Report


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Company director report

TO THE MEMBERSOF ELIXIR CAPITAL LIMITED

The Directors take pleasure in presenting the Twenty Fifth Annual Report together withthe Audited Financial Statements for the year ended 31st March 2019. TheManagement Discussion and Analysis has also been incorporated into this report.

1. FINANCIAL RESULTS

Key highlights of Standalone Financial Results for Elixir Capital Ltd. for thefinancial year 2018 - 19 are tabulated below:

(Amount in Rs.in‘000)

For the Year ended 31st March 2019 For the Year ended 31st March 2018
Revenue from operation 7469.40 7747.53
Other Income 670.30 477.62
Total Revenue 8139.70 8225.15
Less: Expenses
Depreciation and amortization expenses 38.76 39.94
Other Expenses 1188.78 1009.75
Total Expenses 1227.54 1049.69
Profit / (Loss) before extraordinary items 6912.16 7175.46
Exceptional Items 0.00 95.80
Profit / (Loss) before extraordinary items 6912.16 7079.66
Extraordinary Items 0.00 0.00
Profit / (Loss) before Tax 6912.16 7079.66
Less: Tax
Current Tax 0.00 0.00
Deferred Tax (0.47) (68.77)
Total Taxes (0.47) (68.77)
Profit / (Loss) for the period 6912.63 7148.43

2. HIGHLIGHTS OF PERFORMANCE

The Company is a holding company. Its subsidiary companies are engaged in stockbroking portfolio management depository services trading and investment in securities.The consolidated revenue declined to Rs. 376.03 Lakhs from Rs. 1024.69 Lakhs fromprevious year due to adverse stock market conditions. There was a net loss of Rs. 21.10Lakhs from a profit Rs. 310.91 lakhs due to lower trading profits.

3. TRANSFER TO RESERVES

The Board of Directors has not recommended transfer of any amount to reserves.

4. DIVIDEND

Your Directors are pleased to recommend a final dividend of Rs. 1.25 per equity shareof Rs. 10 each. The total outgo for the current year amounts to Rs. 72.54 Lakhs includingDividend Distribution Tax. (In the previous year it was Rs. 72.54 Lakhs includingDividend Distribution Tax).

5. BUSINESS OPERATIONS

Your Company is the Holding Company of Elixir Equities Pvt. Ltd. (EEPL). EEPL is a SEBIRegistered Stock Broker Portfolio Manager and Depository Participant of the CDSL.

There was no change in nature of business of your Company during the year underreview.

6. DISCLOSURES UNDER SECTION 134 (3) (l) OF THE COMPANIES ACT 2013

No material changes and commitments which could affect your Company's financialposition have occurred between the end of the financial year of your Company and date ofthis report.

7. SHARE CAPITAL

The paid up Equity Share Capital as on 31st March 2019 was Rs. 580.32Lakhs. During the year under review your Company has not issued shares with differentialvoting rights nor granted stock options nor sweat equity. There was no change in yourCompany's Share Capital during the year under review. The Promoter and Promoter Group areholding 4137300 shares equivalent to 71.29% of the total Issued and Paid-up ShareCapital.

8. TRANSFER TO INVESTOR EDUCATION & PROTECTION FUND

During the year 2018 - 19 no unclaimed dividend was transferred to the InvestorEducation and Protection Fund established by the Government in compliance with Section125 of the Companies Act 2013 read with the Investor Education and Protection Fund(Accounting Audit Transfer and Refund) Rules 2016 since your Company has not declaredany dividend in the year 2010 - 11.

9. DIRECTORS

9.1 Retirement by Rotation

Pursuant to Section 152 (6) of the Companies Act 2013 and in terms of the Articles ofAssociation of your Company Mr. Dipan Mehta (DIN: 00115154) Whole Time Director of theCompany retires by rotation at the forthcoming Annual General Meeting. Being eligible heoffers himself for re-appointment.

9.2 Re-Appointment of Independent Director

Your Company has at its Board Meeting held on 14th February 2019re-appointed Mr. Dilipkumar B. Kapadia as Independent Director for a second consecutiveterm of 5 years w.e.f. 01st April 2019. The approval from Members has beenproposed at Item No. 5 of the Notice of 25th Annual General Meeting.

Your Company has at its Board Meeting held on 28th May 2019 re-appointedMr. Suril V. Shah as Independent Director for a second consecutive term of 5 years w.e.f.01st April 2020. The approval from Members has been proposed at Item No. 6 ofthe Notice of 25th Annual General Meeting.

9.3 Appointment of Company Secretary and Compliance Officer

Your Company has appointed Mrs. Khyati N. Shah as Company Secretary cum ComplianceOfficer in place of Mr. Dipan Mehta w.e.f. 12th March 2019.

Your Company has intimated the same to the Stock Exchange(s) where the securities ofCompany are listed i.e. BSE Ltd. regarding the above change. The necessary form DIR-12 forthe above appointment has been filed with Registrar of Companies Mumbai.

9.4 Declaration by Independent Directors

Your Company has received declarations from all the Independent Directors of yourCompany confirming that they meet with the criteria of independence as prescribed bothunder Sub-Section 6 of Section 149 of the Companies Act 2013 and under Regulation 16(1)(b) of the SEBI (LODR) Regulations 2015 and pursuant to Regulation 25 of the saidRegulations that they are not aware of any circumstance or situation which exist or maybe reasonably anticipated that could impair or impact their ability to discharge theirduties with an objective independent judgment and without any external influence.

9.5 Familiarization Programme for Independent Directors

The Program intends to provide insights into your Company so that the IndependentDirectors can understand your Company's business in depth and the roles rightsresponsibility that they are expected to perform / enjoy in your Company to keep themupdated on the operations and business of your Company thereby facilitating their activeparticipation in managing the affairs of your Company. In addition to the above Directorsare periodically advised about the changes effected in the Corporate Law SEBI (LODR)Regulations 2015 with regards to their roles rights and responsibilities as Directors ofyour Company.

9.6 Annual Board Evaluation

The Board carried out an annual performance evaluation of its own performance theindividual Directors as well as the Board Committees in due compliance with theprovisions of the Companies Act 2013 and the SEBI (LODR) Regulations 2015. Theperformance evaluation of the Independent Directors was carried by the entire Board andthe performance evaluation of the Chairman and Non - Independent Directors was carried outby the Independent Directors.

The Board evaluation was carried out in accordance with the criteria laid down in theNomination and Remuneration Policy of your Company.

9.7 Key Managerial Personnel

The following persons have been designated as Key Managerial Personnel of your Companypursuant to Section 2(51) and Section 203 of the Act read with Rule 8(5)(iii) of theCompanies (Accounts) Rules 2014 framed there under.

1. Mr. Dipan Mehta Chairman & Whole Time Director

2. Mrs. Radhika Mehta Director - CFO

3. Mrs. Khyati Shah - Company Secretary and Compliance Officer*

*Appointed w.e.f. 12thMarch 2019

None of the Key Managerial Personnel have resigned during the year under review.

9.8 Remuneration Policy

The Board has in accordance with the provisions of Sub-Section (3) of Section 178 ofthe Companies Act 2013 formulated the policy setting out the criteria for determiningqualifications positive attributes independence of a Director and policy relating toremuneration for Directors Key Managerial Personnel and Senior Management Employees. Thedetail of the same has been disclosed in the Corporate Governance Report.

9.9 Board Meetings

A calendar of Board Meetings is prepared and circulated in advance to the Directors.

During the year your Company has held 4 (four) Board Meetings which were held on 30thMay 2018; 09th August 2018; 25th October 2018 and 14thFebruary 2019. The maximum interval between any two meetings did not exceed 120 days.

10. PARTICULARS OF EMPLOYEES

During the year there was no employee in receipt of remuneration in excess of limitprescribed in the Rule 5 (2) of the Companies (Appointment and Remuneration of ManagerialPersonnel) Rules 2014. The prescribed particulars of Employees as required under Section197 (12) of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration ofManagerial Personnel) Rules 2014 is attached as "Annexure A" and form part ofthis Report.

11. DIRECTORS' RESPONSIBILITY STATEMENT

To the best of their knowledge and belief and according to the information andexplanations obtained by them your Directors make the following statements in terms ofSection 134(3)(c) of the Companies Act 2013:

a) that in the preparation of the Annual Financial Statements for the year ended 31stMarch 2019 the applicable accounting standards have been followed along with properexplanation relating to material departures if any;

b) that such accounting policies as mentioned in Note 1 of the Notes to the FinancialStatements have been selected and applied consistently and judgment and estimates havebeen made that are reasonable and prudent so as to give a true and fair view of the stateof affairs of your Company as at 31st March 2019 and of the profit of yourCompany for the year ended on that date;

c) that proper and sufficient care has been taken for the maintenance of adequateaccounting records in accordance with the provisions of the Companies Act 2013 forsafeguarding the assets of your Company and for preventing and detecting fraud and otherirregularities;

d) that the Annual Financial Statements have been prepared on a going concern basis;

e) that proper internal financial controls were in place and that the financialcontrols were adequate and were operating effectively.

f) that systems to ensure compliance with the provisions of all applicable laws were inplace and were adequate and operating effectively.

12. INTERNAL FINANCIAL CONTROL AND THEIR ADEQUACY

Your Company maintains an adequate and effective Internal Control System commensuratewith its size and complexity. We believe that these internal control systems provideamong other things a reasonable assurance that transactions are executed with Managementauthorization and that they are recorded in all material respects to permit preparation offinancial statements in conformity with established accounting principles and that theassets of your Company are adequately safeguarded against significant misuse or loss.

An independent Internal Audit function is an important element of your Company'sinternal control system. The internal control system is supplemented through an extensiveinternal audit programme and periodic review by Management and Audit Committee.

Your Company has in place adequate Internal Financial Controls with reference toFinancial Statements. During the year such controls were tested and no reportablematerial weaknesses in the design or operation were observed.

The Audit Committee reviewed the audit program and findings of the Internal Auditdepartment and your Company when needed takes corrective actions.

13. SUBSIDIARY COMPANIES

As on 31st March 2019 your Company has following three subsidiaries /sub-subsidiary companies:

1. Elixir Equities Private Limited (Name changed from ‘Axis Equities PrivateLimited') (Subsidiary Company)

2. Dipan Mehta Commodities Private Limited (Sub-Subsidiary Company)

3. Elixir Wealth Management Private Limited (Name changed from ‘Axis WealthManagement Private Limited') (Sub-Subsidiary Company)

Material Subsidiary:

The Company have one subsidiary Elixir Equities Private Limited whose net worthexceeds 20% of consolidated net worth of the Holding Company in immediately precedingfinancial year and has generated 20% of the consolidated income of the Company during theprevious financial year.

Non-Material Subsidiary:

The other two subsidiary companies Dipan Mehta Commodities Private Limited and ElixirWealth Management Private Limited do not have net worth exceeding 20% of the consolidatednet worth of the Holding Company in the immediately preceding financial year or hasgenerated 20% of the consolidated income of the Company during the previous financialyear.

Statement containing the salient features of Financial Statement of your Company'sSubsidiaries:

The Statement containing the salient features of financial statement of Subsidiaries inForm AOC-1 pursuant to Section 129(3) read with Rule 5 of the Companies (Accounts) Rules2014 are given below.

(Rs. in Lakhs)
Sr. No. Particulars

Elixir Equities Private Limited (Formerly Axis Equities Private Limited)

Elixir Wealth Management Private Limited (Formerly Axis Wealth Management Private Limited) Dipan Mehta Commodities Private Limited
i) Reporting Period

1st April 2018 to 31st March 2019

1st April 2018 to 31st March 2019 1st April 2018 to 31st March 2019
ii) Reporting Currency

INR

INR INR
iii) Country

India

India India
iv) Exchange Rate N.A.

N.A.

N.A.
v) Share Capital 175.50

1.00

30.00
vi) Reserves and Surplus 3177.26

68.05

17.41
vii) Total Assets 3660.63

70.28

47.46
viii) Total Liabilities 3078.60

1.23

0.05
ix) Investment other than Investment in subsidiary 0.00

0.00

0.00
x) Turnover 268.91

98.94

1.45
xi) Profit / (Loss) before taxation (26.73)

6.91

0.40
xii) Provision for Taxation 0.00

1.51

0.08
xiii) Profit / (Loss) after taxation (26.76)

5.40

0.32
xiv) Proposed Dividend 100.91

0.00

0.00
xv) Percentage of Shareholding 74.00%

74.00%

74.00%

14. COMPANIES WHICH HAVE BECOME OR CEASED TO BE ITS SUBSIDIARIES JOINT VENTURES ORASSOCIATE COMPANIES

There are no companies which have become or ceased to be its Subsidiaries JointVenture or Associate Companies during the financial year 2018 - 19.

15. PARTICULARS OF LOANS. GUARANTEES OR INVESTMENTS

Details of Loans Guarantees and Investments covered under the provisions of Section186 of the Companies Act 2013 are given in the notes to the Financial Statements.

16. RELATED PARTY TRANSACTIONS

A Related Party Policy has been adopted by the Board of Directors at its meeting heldon 14th August 2014 for determining the materiality of transactions withrelated parties and dealings with them. The said policy may be referred to at yourCompany's official website at the web link https://www.elixircapital.in/compliance.html.

During the financial year your Company has not entered into any transactions withrelated party.

17. CORPORATE SOCIAL RESPONSIBILITY INITIATIVES

The criteria prescribed for the applicability of Corporate Social Responsibility underSection 135 of the Companies Act 2013 is not applicable to your Company.

18. ENERGY CONSERVATION. TECHNOLOGYABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

The information on conservation of energy technology absorption and foreign exchangeearnings and outgo stipulated under Section 134(3)(m) of the Companies Act 2013 read withRule 8 of the Companies (Accounts) Rules 2014 is as under:

A. Conservation of Energy. Technology absorption. adaptation and innovation

Your Company is not engaged in any manufacturing activity. Your Company is in serviceindustry.

Hence your Company has not taken any energy conservation measures. There are noadditional investments and proposals for reduction of consumption of energy. Your Companyhas not deployed any Research and Development facility or absorbed any technology. Henceno disclosures are required to be given.

B. Foreign Exchange Earning & Outgo

Foreign Exchange Earnings/Outgo (Rs. In Millions)
Foreign Exchange Earned Nil
Foreign Exchange Outgo Nil

19. DEVELOPMENT AND IMPLEMENTATION OF RISK MANAGEMENT POLICY

The subsidiaries of your Company are engaged in various financial services businessessuch as stock and commodity broking portfolio management and demat services. In additionto this the subsidiaries also carry out arbitrage and proprietary trading. A sharpdiminution in the value of the subsidiary companies is the key business risk for yourCompany. Your Company has not formed Risk Management Committee since it is not applicableunder Regulation 21 of the SEBI (LODR) Regulations 2015.

20. VIGIL MECHANISM / WHISTLE BLOWER POLICY

Your Company has a vigil mechanism to deal with instance of fraud and mismanagement ifany. The details of the Whistle Blower Policy are explained in the Corporate GovernanceReport.

21. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS

There are no significant material orders passed by the Regulators / Courts which wouldimpact the going concern status of your Company and its future operations.

22. AUDITORS

22.1 Statutory Auditors

Your Company's Auditors M/s. JMT & Associates Chartered Accountants who retireat the forthcoming Annual General Meeting of your Company are eligible forre-appointment. They have confirmed their eligibility under Section 141 of the CompaniesAct 2013 and the Rules framed thereunder for re-appointment as Auditors of your Company.As required under Regulation 33 of SEBI (LODR) Regulations 2015 the Auditors have alsoconfirmed that they hold a valid certificate issued by the Peer Review Board of theInstitute of Chartered Accountants of India.

22.2 Statutory Auditors' Observations

The Report given by the Auditors on the financial statements of your Company is part ofthe Annual Report. There has been no qualification reservation adverse remark ordisclaimer given by the Auditors in their Report.

22.3 Secretarial Audit

Pursuant to the provisions of Section 204 of the Companies Act 2013 and the Companies(Appointment and Remuneration of Managerial Personnel) Rules 2014 your Company hasappointed M/s P P. Shah & Co. Practicing Company Secretary to undertake theSecretarial Audit of your Company. The Report of the Secretarial Audit Report is annexedherewith as "Annexure B".

22.4 Qualifications and Observation in Secretarial Audit Report Qualification:

Appointment of Company Secretary:

As per Section 203 (1) (ii) the Company is required to appoint Company Secretary. TheCompany does not have Company Secretary till 11th March 2019 consequently theAnnual Audited Financial Statements for the financial year ended 31st March2018 were not signed by Company Secretary. In this regard the management of the Companyhas provided the following reply:

(i) The Company has appointed Mr. Dipan Mehta Whole Time Director as ComplianceOfficer of the Company till 11th March 2019 to ensure compliance of theCompanies Act 2013 and SEBI Act and rules made there under.

(ii) The Company thereafter appointed Mrs. Khyati N. Shah as Company Secretary andCompliance Officer w.e.f. 12th March 2019.

Observation:

Composition of Nomination and Remuneration Committee:

In respect of the composition of the Nomination and Remuneration Committee Auditorobserves as follows:

As per Section 178 of the Companies Act 2013 the composition of Nomination andRemuneration Committee shall be as follows:

178 (1): "The Board of the Directors of every listed company and such other classor classes of companies as may be prescribed shall constitute the Nomination andRemuneration Committee consisting of three or more non-executive directors out of whichnot less than one half shall be independent directors:

Provided that the chairperson of the company (whether executive or non-executive) maybe appointed as a member of the Nomination and Remuneration Committee but shall not chairsuch Committee."

The Nomination and Remuneration Committee of the Company comprises of two independentdirectors and one executive director. In this regard the Management has given thefollowing reply:

"The Company has 4 directors out of them 2 are executive and 2 are independentdirectors. Accordingly the composition of the Board is such that the Nomination andRemuneration Committee cannot comprise of 3 non-executive directors. Mr. Dipan MehtaExecutive Director is 1 of the members of the Committee. However he does not draw anyremuneration from the Company and with the present composition of Nomination andRemuneration Committee it has been ensured that majority remains with IndependentDirectors and accordingly the spirit of Corporate Governance is achieved."

23. INTERNAL AUDITOR:

Pursuant to the provisions of Section 138 of the Companies Act 2013 and the Companies(Accounts) Rules 2014 your Company has appointed Mr. Rajendra P. Bhende CharteredAccountant as Internal Auditors of your Company for the year 2019-2020.

24. COMPLIANCE OF SECRETARIAL STANDARDS

During the year under review your Company has complied with the applicable SecretarialStandards issued by the Institute of Company Secretaries of India.

25. EXTRACT OF ANNUAL RETURN

The details forming part of the extract of the Annual Return in form MGT-9 is annexedherewith as "Annexure C".

26. CONSOLIDATED FINANCIAL STATEMENTS

The Consolidated Financial Statements of your Company and its subsidiaries are preparedin accordance with applicable provisions of the Companies Act 2013 Indian AccountingStandard (IND-AS 110) issued by the Institute of Chartered Accountants of India as well asthe SEBI (LODR) Regulations 2015 together with Auditors' Report thereon form part of thisAnnual Report.

27. HUMAN RESOURCES

There are no employees in your company and the affairs are managed by the Directors.

28. ENVIRONMENT AND SAFETY

Your Company is conscious of the importance of environmentally clean and safeoperations. Your Company's policy requires conduct of operations in such a manner so asto ensure safety of all concerned compliances of environmental regulations andpreservation of natural resources.

29. ENHANCING SHAREHOLDERS VALUE

Your Company believes that its Members are among its most important stakeholders.Accordingly your Company's operations are committed to the pursuit of achieving highlevels of operating performance and cost competitiveness consolidating and building forgrowth enhancing the productive asset and resource base and nurturing overall corporatereputation. Your Company is also committed to creating value for its other stakeholders byensuring that its corporate actions positively impact the socio-economic and environmentaldimensions and contribute to sustainable growth and development.

30. GREEN INITIATIVES

Electronic copies of the Annual Report 2018-19 and Notice of the 25th AnnualGeneral Meeting are sent to all members whose email addresses are registered with yourCompany / Depository Participant(s). For members who have not registered their emailaddresses physical copies of the Annual Report 2018-19 and the Notice of the 25thAnnual General Meeting under Section 101 of the Companies Act 2013 are sent in thepermitted mode. Members requiring physical copies can send a request to your Company.

Your Company provides e-voting facility to all its members to enable them to cast theirvotes electronically on all resolutions set forth in the Notice. This is pursuant to theSection 108 of the Companies Act 2013 and Rule 20 of the Companies (Management andAdministration) Amendment Rules 2015.

31. MANAGEMENT DISCUSSION AND ANALYSIS

As required under the Schedule V (B) of SEBI (LODR) Regulations 2015 report on"Management Discussion and Analysis" is attached and form part of this AnnualReport.

32. CORPORATE GOVERNANCE

Your Company attaches considerable significance to good Corporate Governance as animportant step towards building investor confidence improving investors' protection andmaximizing long-term shareholders value. The certificate from M/s.

JMT & Associates Chartered Accountants confirming compliance of conditions ofCorporate Governance as stipulated under Schedule V (E) of the Securities and ExchangeBoard of India (LODR) Regulations 2015 of the Stock Exchanges is annexed.

33. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION.PROHIBITION AND REDRESSAL) ACT 2013

Your Company firmly believes in providing a safe supportive and friendly workplaceenvironment - a workplace where our values come to life through the supporting behaviours.Positive workplace environment and a great employee experience are integral part of ourculture. Your Company believes in providing and ensuring a workplace free fromdiscrimination and harassment based on gender.

Your Company educates its employees as to what may constitute sexual harassment and inthe event of any occurrence of an incident constituting sexual harassment your Companyprovides the mechanism to seek recourse and redressal to the concerned individualsubjected to sexual harassment.

Your Company has a Sexual Harassment Prevention and Grievance Handling Policy in placeto provide clarity around the process to raise such a grievance and how the grievance willbe investigated and resolved. An Internal Complaints Committee has been constituted inline with the Sexual Harassment of Women at Workplace (Prevention Prohibition andRedressal) Act 2013.

No complaint has been raised during the year ended 31st March 2019.

34. WTDAND CFO CERTIFICATION

Certificate from Mr. Dipan Mehta Whole Time Director and Mrs. Radhika Mehta Director& CFO pursuant to provisions of SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 for the year under review was placed before the Board ofDirectors of your Company at its meeting held on 28th May 2019.

35. INDIAN ACCOUNTING STANDARDS (IND-AS)

Your Company has followed the relevant Accounting Standards notified by the Companies(Indian Accounting Standards) Rules 2015 while preparing financial statements.

36. CAPITAL EXPENDITURE

Capital Expenditure during the year towards Tangible & Intangible Assets amountedto Rs. Nil.

37. DEPOSITS

Your Company has not accepted deposit from the public and shareholders falling withinthe ambit of Section 73 of the Companies Act 2013 and the Companies (Acceptance ofDeposits) Rules 2014. Hence the requirement for furnishing details of deposits which arenot in compliance with the Chapter V of the Act is not applicable.

38. PLEDGE OF SHARES

None of the equity shares of the Directors of your Company are pledged with any banksor financial institutions.

39. INFORMATION SYSTEM

In a business where information is critical Information Technology plays a vital rolefacilitating informed decision making to grow the business. Over the years your Companyhas invested extensively in infrastructure people and processes with the objective tocapture protect and transmit information with speed and accuracy.

40. LISTING WITH STOCK EXCHANGES

Your Company is listed with one Stock Exchange i.e. BSE Limited and your Company hasduly paid the listing fees to the Exchange.

41. ACKNOWLEDGEMENTS

Your Directors thank the various Central and State Government DepartmentsOrganizations and Agencies for the continued help and co-operation extended by them. TheDirectors also gratefully acknowledge all stakeholders of your Company viz. customersmembers dealers vendors banks and other business partners for the excellent supportreceived from them during the year. The Directors place on record their sincereappreciation to all employees of your Company for their unstinted commitment and continuedcontribution to your Company.

42. CAUTIONARY STATEMENT

Statements in the Board's Report and the Management Discussion & Analysisdescribing your Company's objectives expectations or forecasts may be forward-lookingwithin the meaning of applicable securities laws and regulations. Actual results maydiffer materially from those expressed in the statement. Important factors that couldinfluence your Company's operations include global and domestic demand and supplyconditions affecting selling prices of finished goods input availability and priceschanges in government regulations tax laws economic developments within the country andother factors such as litigation and industrial relations.

For and on behalf of the Board of Directors of Elixir Capital Limited
Place: Mumbai (Dipan Mehta) (Radhika Mehta)
Date: 28th May 2019 Whole-Time Director Director-CFO


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