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Keynote Financial Services Ltd.

BSE: 512597 Sector: Financials
NSE: KEYFINSERV ISIN Code: INE681C01015
BSE 00:00 | 24 Apr 2020 Keynote Financial Services Ltd
NSE 05:30 | 01 Jan 1970 Keynote Financial Services Ltd

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OPEN 44.85
PREVIOUS CLOSE 47.20
VOLUME 3
52-Week high 47.20
52-Week low 26.60
P/E 99.67
Mkt Cap.(Rs cr) 31
Buy Price 42.90
Buy Qty 150.00
Sell Price 44.85
Sell Qty 17.00
OPEN 44.85
CLOSE 47.20
VOLUME 3
52-Week high 47.20
52-Week low 26.60
P/E 99.67
Mkt Cap.(Rs cr) 31
Buy Price 42.90
Buy Qty 150.00
Sell Price 44.85
Sell Qty 17.00

Keynote Financial Services Ltd. (KEYFINSERV) - Director Report


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Company director report

The Members of KEYNOTE FINANCIAL SERVICES LIMITED

Dear Shareholder(s)

Your Directors have pleasure in presenting their 26th Annual Report together with the Audited Accounts of your Company for the year ended 31st March 2019.

FINANCIAL RESULTS

(Rs.In Lakhs)

ParticularsYear Ended 31-03-2019Year Ended 31-03-2018
Total Income889.081071.95
Gross Operating Profit281.86524.69
Depreciation38.6438.63
Exceptional Items-(42.40)
Profit Before Tax243.22443.66
Provision for :
Current Tax45.64120.36
Short/(Excess) provision for tax in respect of earlier years)23.04(1.85)
Deferred Tax Liability/(Assets)6.742.43
Profit After Tax213.88322.72
Profit/(loss) brought forward from Previous year2344.642021.93
Surplus available for appropriations2558.522344.64
Proposed Dividend70.18175.45
Tax on Dividend14.4335.72
Transferred to General Reserve--
Balance carried forward2558.522344.64

DIVIDEND

Your directors are pleased to recommend dividend of Rs. 1/- per Equity Share having a face value of Rs. 10/- each (i.e.10%) for the year ended 31st March 2019 and the same will be paid subject to the approval of the shareholders at the 26th Annual General Meeting (AGM) of the Company.

OPERATIONS

The financial year 2018-19 witnessed substantial drop in resource raising activities in the capital market. The amount raised through public markets were lower by 68% than that was raised in the preceding financial year. Fund raising through IPOs dropped by huge 81%. The number of Companies that raised money on Main Board were fallen to 14 as against 45 and in respect of SME IPOs to 106 from 154 IPOs in the preceding year. Further mobilisation of resources through Rights Issue was also fallen steeply with only 8 Rights Issues completed during the year.

Nevertheless your Company continued focus on quality transactions and was successful in completing 3 Rights Issues 2 Open Offers 3 Buy Back Offers and many other valuations & corporate advisory assignments. There has been fall in revenue by about 17% on a standalone basis resulting in a drop in net profit by about 34%.

Company continued to focus on quality assignments and conscious efforts are made to reduce the overheads and expenses.

During the year your Company considered change in name of the Company from Keynote Corporate Services Ltd. (KCSL) to Keynote Financial Services Ltd. (KFSL).

The objective of the name change was to reflect true nature of the activity and business being carried out by the Company.

The Board of Directors in their meeting held on 8th February 2019 approved the name change and a special resolution through postal ballot was passed. Company completed the process of name change and obtained fresh certificate of incorporation dated 23rd April 2019 pursuant to the change of name from Registrar of Companies Maharashtra Mumbai. The scrip code name on BSE Limited (BSE) and National Stock Exchange of India Ltd. (NSE) have been changed to KEYFINSER and to KEYFINSERV respectively w.e.f. 3rd May 2019.

During the last financial year Company had paid a higher dividend of 25% to the equity shareholders on the occasion of completion of 25 years of operation.

The management wishes to maintain its dividend paying track record and have recommended a dividend of Rs. 1/- per equity share of face value of Rs. 10/- each i.e. (10%) for the year ended 31st March 2019.

The overall financial performance of the Company is stable and steps are being taken to complete the capital market assignments on hand at the earliest besides getting the new mandates in times to come. With the overall improvement in the economy and capital market your Company with strong capabilities is likely to benefit in coming years.

OPERATIONS OF SUBSIDIARIES

Presently your company has two subsidiaries namely Keynote Capitals Limited (KCL) an integrated broking house and Keynote Fincorp Ltd. (KFIN) a NBFC. KCL is a member of BSE & NSE as well as Depository Participant of Central Depository Services (India) Limited. KCL has a subsidiary namely Keynote Commodities Ltd. which is member of Multi Commodity Exchange of India (MCX).

Presently the Company is debt free. On a consolidated basis Company has reported total revenue of Rs. 1528.95 lakhs with PAT of Rs.275.25 lakhs. The networth of the Company on consolidated basis is Rs.7813.15 lakhs.

SUBSIDIARY COMPANIES AND CONSOLIDATED FINANCIAL STATEMENTS

Keynote Capitals Limited (KCL) and Keynote Fincorp Limited (KFIN) are subsidiary companies of KFSL. Presently Keynote Capitals Limited has one wholly owned subsidiary namely Keynote Commodities Limited.

Pursuant to the provisions of Section 129(3) of the Act a statement containing salient features of the financial statements of the Company's subsidiaries in Form AOC-1 is attached to the financial statements of the Company. Pursuant to the provisions of Section 136 of the Act the financial statements of the Company consolidated financial statements along with relevant documents and separate audited accounts in respect of subsidiaries are available on the website of the Company.

The financial statement of the subsidiary Companies are kept for inspection by the shareholders at the Registered Office of the Company. The Company shall provide free of cost the copy of the financial statement of its subsidiary companies to the shareholders upon their request. The statements are also available on the website of the Company i.e. www.keynoteindia.net

As stipulated by Regulation 33 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations 2015 [Listing Regulations] the consolidated financial statement have been prepared by the Company in accordance with the applicable Accounting standards. The audited consolidated financial statements together with Auditors Report form part of the Annual Report.

The company has formulated a policy for determining `material' subsidiaries and such policy is disclosed on the company's Website http://www.keynoteindia.net/document-hosting/financial_results/MaterialSubsidiary_Policy.pdf

TRANSFER TO RESERVES

During the year your Company has not transferred any amount to general reserve.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

As required under Regulation 34 of the Listing Regulations with Stock Exchanges the Management Discussion and Analysis Report is enclosed as a part of this report.

CORPORATE GOVERNANCE AND SHAREHOLDERS INFORMATION

The Companies Act 2013 and Listing Regulations require compliances with specified Corporate Governance practices. These practices have been fully implemented and a certificate from the Practicing Company Secretary as well as a detailed report on Corporate Governance approved by the Board of Directors of the Company is set out in this Annual Report. Your Company has also been enlisted in the new SEBI Complaint Redressal System (SCORES) enabling the investors to register their complaints if any for speedy redressal.

LISTING WITH STOCK EXCHANGES

The Equity Shares of the Company continued to be listed and traded on the BSE and NSE. The scrip code number of the Equity Shares of the Company on BSE is 512597/KEYFINSER and on NSE is KEYFINSERV. The Company has paid up to date listing fees to both the stock exchanges.

DEMATERIALIZATION

The Equity Shares of the Company can be held in dematerialized form. The Company has signed the tripartite agreement with National Securities Depository Ltd. (NSDL) Central Depository Services (India) Ltd. (CDSL) and existing Registrar & Transfer Agent for dematerialization of existing holding of the shareholders. The International Securities Identification Number (ISIN) allotted to the Company is INE681C01015. The Equity Shares of the Company are listed and traded on BSE and NSE. On BSE the equity shares of the Company are traded in B segment. The Equity Shares of the Company are being traded in compulsory dematerialized mode. Presently 98.12% of equity capital of the company is in dematerialized mode.

PUBLIC DEPOSIT

Your Company has neither accepted nor renewed any deposit within the meaning of Section 73 and other applicable provisions if any of the Companies Act 2013 and the necessary rules made there under during the year ended 31st March 2019.

PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS

The particulars of loans guarantees and investment have been disclosed in the notes to the financial statements.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

The Company has Internal Control System commensurate with the size scale and complexity of its operations. The scope and authority of the Internal Audit function is well defined. To maintain its objectivity and independence the Internal Audit function reports to the Chairman of the Audit Committee of the Board & to other Directors. The Accounts Department monitors and evaluates the efficacy and adequacy of internal control system in the Company its compliance with operating systems accounting procedures and based on the report of internal audit the management undertakes corrective action in the respective areas and thereby strengthens the controls. Significant audit observations and recommendations if any along with corrective actions thereon are required to be presented to the Audit Committee of the Board. During this financial year no such observations have been made.

CORPORATE SOCIAL RESPONSIBILITY (CSR)

Your Company understands and values Corporate Social Responsibility (CSR) initiatives of the Government and has also noted the requirements of CSR activities in terms of Companies Act 2013. The requirement of mandatory implementation of CSR activity is presently not applicable to your company.

CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION FOREIGN EXCHANGE EARNING AND OUTGO

(A) Conservation of energy:

Considering the nature of business activities carried out by the Company your directors have nothing to report with regard to conservation of energy as required under the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules 1988.

(B) Technology absorption:

The management keeps itself abreast of the technological advancements in the industry and has adopted the state of the art transaction billing and accounting systems and also risk management solutions.

(C) Foreign exchange earnings and Outgo:

a) The foreign exchange earnings Rs.34.35 lakhs (previous year Rs. 25.09 lakhs).

b) The foreign exchange expenditure Rs. 10.18 lakhs (previous year Rs.21.22lakhs).

STATE OF AFFAIRS

During the year under review your Company enjoyed cordial relationship with employees at all levels.

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

There are no material changes and commitments which could affect the Company's financial position have occurred between the end of the financial year of the Company and date of this report.

DIRECTOR AND KEY MANAGERIAL PERSONNEL (KMP)

(i) Changes in Director and Key Managerial Personnel (KMP):

During the Financial Year there were two changes in Composition of the Board of Directors.

Shri Hitesh Shah Independent Director of the Company due to his pre-occupation submitted his resignation to the Board with effect from 28th May 2018.

Shri. B. Madhuprasad Chairman of the Company submitted his resignation to the Board w.e.f. 27th August 2018.

Re-appointed Shri. Uday S. Patil (DIN : 00003978) as a Whole Time Director of the Company for further period of 3 (three) years w.e.f. 13thNovember 2018.

(ii) Retirement by rotation:

Based on the terms of appointment Executive Directors and the Non-Executive and Non-Independent Directors are subject to retirement by rotation. Shri. Vineet Suchanti (DIN: 0004031) who was appointed on 5th April 2017 in the current term being the longest serving member and who is liable to retire being eligible seeks reappointment. The Board recommends his reappointment.

(iii) Declaration of Independence

The Company has received declarations from all the Independent Directors confirming that they meet the criteria of independence as prescribed under the provisions of Companies Act 2013 read with the Schedules and Rules issued there under as well as Regulation 25 of the Listing Regulations. The Independent Directors have also complied with the Code for Independent Directors prescribed in Schedule IV to the Act and Code of Conduct for directors and senior management personnel.

(iv) Board Evaluation

The Board of Directors has carried out an annual evaluation of its own performance Board committees and individual directors pursuant to the provisions of the Act and the corporate governance requirements as prescribed under Listing Regulations. Listing Regulations mandates that the Board shall monitor and review the Board evaluation framework.

The performance of the Board was evaluated by the Board after seeking inputs from all the directors on the basis of the criteria such as the Board composition and structure effectiveness of board processes information and functioning etc.

The performance of the committees was evaluated by the board after seeking inputs from the committee members on the basis of the criteria such as the composition of committees effectiveness of committee meetings etc.

The Board and the Nomination and Remuneration Committee (NRC) reviewed the performance of the individual directors on the basis of the criteria such as the contribution of the individual director to the Board and committee meetings like preparedness on the issues to be discussed meaningful and constructive contribution and inputs in meetings etc.

In a separate meeting of independent Directors performance of non-independent directors performance of the board as a whole was evaluated taking into account the views of executive directors and nonexecutive directors.

The same was discussed in the board meeting that followed the meeting of the independent Directors at which the performance of the Board its committees and individual directors was also discussed.

(v) DISCLOSURE RELATING TO REMUNERATION OF DIRECTORS KEY MANAGERIAL PERSONNEL

In accordance with Section 178 and other applicable provisions if any of the Companies Act 2013 read with the Rules issued there under and Regulation 19 of the Listing Regulations the Board of Directors had formulated the Nomination and Remuneration Policy of your Company on the recommendations of the Nomination and Remuneration Committee. The salient aspects covered in the Nomination and Remuneration Policy covering the policy on appointment and remuneration of Directors and other matters have been outlined in the Corporate Governance Report which forms part of this Report.

(vi) NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS AND AUDIT COMMITTEES

Your Board of Directors duly met four (4) times during the financial year i.e. on 28th May 2018 9th August 2018 2nd November 2018 and 8th February 2019 in respect of which proper notices were given and the proceedings were properly recorded and signed in the Minute Book maintained for the purpose. The intervening gap between the Meetings was within the period prescribed under the Companies Act 2013.

The Audit Committee duly met four (4) times during the financial year i.e. on 28th May 2018 9th August 2018 2nd November 2018 and 8th February 2019 in respect of which proper notices were given and the proceedings were properly recorded and signed in the Minute Book maintained for the purpose.

(vii) DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Section 134 (3) (c) of the Companies Act 2013 Directors of your Company hereby state and confirm that:

(a) In the preparation of the annual accounts for the year ended 31st March 2019 the applicable accounting standards had been followed along with proper explanation relating to material departures;

(b) They have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit of the company for that period;

(c) They have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

(d) They have prepared the annual accounts on a going concern basis;

(e) They have 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) They have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

PARTICULARS OF EMPLOYEES AS REQUIRED UNDER SECTION 197 OF THE COMPANIES ACT 2013 AND RULES FRAMED THEREUNDER

In accordance with the provisions of section 197(12) of the Companies Act 2013 the ratio of the remuneration of each Director to the median employee's remuneration and other details in terms of sub section 12 of Section 197 of the Companies Act 2013 read with rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014 are forming part of this report as Annexure [A].

In accordance with provisions of Section 197 of the Companies Act 2013 read with Rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014 the annexure pertaining to the names and other particulars of employees is available for inspection by Members at the Registered Office of the Company 21 (Twenty one) days before and up to the date of the ensuing Annual General Meeting during the business hours on working days. Any Shareholder interested in obtaining a copy of the said Annexure may write to the Company Secretary & Compliance Officer at the Registered Office of the Company.

EXTRACT OF THE ANNUAL RETURN

Pursuant to Section 92(3) of the Companies Act 2013 and Rule 12(1) of the Companies (Management and Administration) Rule 2014 the Extract of Annual Return (Form No. MGT-9) as on the financial year ended on 31st March 2019 is enclosed as Annexure - [B] to the Directors' Report and also available on the Company's Website viz http://keynoteindia.net/investor-relations/.

AUDIT REPORTS AND AUDITORS AUDIT REPORTS

The observations made by the Statutory Auditors in their Report for the Financial Year Ended 31st March 2019 read with the explanatory notes therein are self-explanatory and therefore do not call for any further explanation or comments from the Board under section 134(3) of the Companies Act 2013.

The Secretarial Auditor's Report for the Financial Year 2018-19 does not contain any qualification reservation or adverse remark. The Secretarial Audit Report is annexed herewith as Annexure - [C]

AUDITORS

Statutory Auditors

M/s. S M S R & CO LLP Chartered Accountants Mumbai (Firm Registration No. 110592W/W100094) was reappointed as Statutory Auditors of the Company at 23rd Annual General Meeting which was held on 29th July 2016 to hold the office as Statutory Auditor from the conclusion of 23rd Annual General Meeting till conclusion of 28th Annual General Meeting (AGM) of the Company subject to ratification by the Members of the Company at every Annual General Meeting (AGM). As per the Companies (Amendment) Act 2017 the provision of by the members at every Annual General Meeting has been deleted w.e.f. 7th May 2018. Hence the resolution relating to ratification of Auditor's Appointment is not included in the Notice of the ensuing Annual General Meeting of the Company.

The Company has received a certificate from M/s. S M S R & CO LLP confirming that they are not disqualified from continuing as Statutory Auditors of the Company.

Secretarial Auditor

Pursuant to the provisions of Section 204 of the Companies Act 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014 your Company has appointed M/s. Uma Lodha & Co. Practicing Company Secretaries to conduct the Secretarial Audit of your Company.

VIGIL MECHANISM/WHISTLE BLOWER POLICY

In pursuance to the provisions of Section 177(9) & (10) of the Companies Act 2013 a Vigil Mechanism for Directors and Employees to report genuine concerns has been established.

The purpose of the Whistleblower Policy is to allow employees to raise concerns about unacceptable improper or unethical practices being followed in the organization. They will be protected against any adverse action and/ or discrimination as a result of such a reporting provided it is justified and made in good faith. The Chairman of the Audit Committee has been designated for the purpose of receiving and recording any complaints under this policy. The Vigil Mechanism Policy has been uploaded on the website of the Company at http:// www.keynoteindia.net/document-hosting/financial_results/WHISTLE%20BLOWER%20POLICY.pdf

RELATED PARTY TRANSACTIONS

All related party transactions that were entered into during the financial year were on arm's length basis and were in the ordinary course of the business. There are no materially significant related party transactions made by the company with Promoters Key Managerial Personnel or other designated persons which may have potential conflict with interest of the company at large.

Transactions with related parties entered by the Company in the normal course of business are periodically placed before the Audit Committee for its omnibus approval and the particulars of contracts entered during the year as per Form AOC-2 is enclosed as Annexure-D. The Board of Directors of the Company has on the recommendation of the Audit Committee adopted a policy to regulate transactions between the Company and its Related Parties in compliance with the applicable provisions of the Companies Act 2013 the Rules there under and the Listing Regulations. This Policy was considered and approved by the Board has been uploaded on the website of the Company at http://www.keynoteindia.net/document-hosting/financial_results/Keynote_Policy%20 on%20Related%20Party%20Transactions.pdf

CODE OF CONDUCT

The Board of Directors has approved a Code of Conduct which is applicable to the Members of the Board and all employees in the course of day to day business operations of the company. The Code has been placed on the Company's website www.keynoteindia.net

The Code lays down the standard procedure of business conduct which is expected to be followed by the Directors and the designated employees in their business dealings and in particular on matters relating to integrity in the work place in business practices and in dealing with stakeholders. All the Board Members and the Senior Management personnel have complied compliance with the Code.

RISK MANAGEMENT

Pursuant to Section 134 (3) (n) of the Companies Act 2013 & Regulation 17 of Listing Regulations the Company has formulated risk management policy and the same has been placed on the company website. http://www. keynoteindia.net/investor-relations

At present the company has not identified any element of risk which may adversely affect functioning of the company.

PREVENTION OF INSIDER TRADING

The Company has adopted a Code of Conduct for Prevention of Insider Trading with a view to regulate trading in securities by the Directors and designated employees of the Company. Said code of conduct is in line with SEBI (Prohibition of Insider Trading) Regulations 2015. The Code requires pre-clearance for dealing in the Company's shares and prohibits the purchase or sale of Company shares by the Directors and the designated employees while in possession of unpublished price sensitive information in relation to the Company and during the period when the Trading Window is closed. The Board is responsible for implementation of the Code. All the Directors and the designated employees have complied with the Code.

SIGNIFICANT/MATERIAL ORDERS PASSED BY THE REGULATORS

There are no significant material orders passed by the Regulators or Courts or Tribunals impacting the going concern status of the Company's operations in future.

DISCLOSURE ON COMPLIANCE WITH SECRETARIAL STANDARDS

Your Directors confirm that the Secretarial Standards issued by the Institute of Company Secretaries of India have been complied with.

TRANSFER TO INVESTOR EDUCATION AND PROTECTION FUND

a) Transfer of Unclaimed Dividend to IEPF:

As required under section 124 of the Act the unclaimed dividend amount of Rs. 218149/- (Rupees Two Lakh Eighteen Thousand One Hundred and Forty Nine only) pertaining to the Financial Year 2010-2011 lying with the Company for a period of seven years was transferred during the financial year 2018-19 to the Investor Education and Protection Fund (IEPF) established by the Central Government on 27thNovember 2018.

b) Transfer of Equity Shares to IEPF:

In terms of the provisions of the Section 124(6) of the Companies Act 2013 read with the Investor Education and Protection Fund Authority (Accounting Audit Transfer and Refund) Rules 2016 (as amended) and other applicable rules notifications and circulars if any every Company is required to transfer the shares in respect of which dividend remains unpaid/ unclaimed for a period of seven (7) consecutive years to the Investor Education and Protection Fund (IEPF) Authority.

The Company sends communication in this respect to concerned shareholders from time to time as may be necessary. Shareholders are requested to Contact Company or RTA to encash the unclaimed dividend and in case any pending legal disputes provide certified copy of order from Court/Authority restraining transfer payment of dividend etc. During the financial year 2018-2019 Company has transferred 4660 Equity Shares to the Investor Education and Protection Fund (IFPF) Authority on 26thDecember 2018.

c) The details of Dividends paid by the Company and the proposed dates of transfer of unclaimed / un-encashed dividends to the IEPF Authority are as under:

Date of Declaration of DividendDividend for the yearProposed date for transfer to Investor Education and Protection Fund (IEPF)Amount of Unpaid/ Unclaimed Dividend As on 31st March 2019
27thSeptember 2012 2011 - 20124thNovember 2019 183958.50
25thSeptember 2013 2012 - 20132ndNovember 2020 191914.50
9thSeptember 2014 2013 - 201417thOctober 2021 138701.00
29thSeptember 2015 2014 - 20156thNovember 2022 156912.00
29th July 20162015 - 20165thSeptember 2023 153599.00
23rd August 20172016 - 201730thSeptember 2024 155661.00
9th August 20182017 - 201816thSeptember 2025 184218.00

POLICY ON PREVENTION PROHIBITION AND REDRESSAL OF SEXUAL HARASSMENT AT WORK PLACE:

The Company has zero tolerance for sexual harassment at workplace and has adopted a Policy on Prevention Prohibition and Redressal of Sexual Harassment at workplace in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention Prohibition and Redressal) Act 2013 and the rules made there under. The Policy aims to provide protection to employees at workplace and prevent and redress complaints of sexual harassment and for matters connected or incidental thereto with the objective of providing a safe working environment where employees feel secure.

During the financial year 2018-19 the Company has not received any complaint on sexual harassment.

GENERAL DISCLOSURES

DISCLOSURE UNDER SECTION 43(a) (ii) OF THE COMPANIES ACT 2013

The Company has not issued any shares with differential rights and hence no information as per provisions of Section 43(a) (ii) of the Act read with Rule 4(4) of the Companies (Share Capital and Debenture) Rules 2014 is furnished.

DISCLOSURE UNDER SECTION 54(1) (d) OF THE COMPANIES ACT 2013

The Company has not issued any sweat equity shares during the year under review and hence no information as per provisions of Section 54(1) (d) of the Act read with Rule 8(13) of the Companies (Share Capital and Debenture) Rules 2014 is furnished.

DISCLOSURE UNDER SECTION 62(1) (b) OF THE COMPANIES ACT 2013

The Company has not issued any equity shares under Employees Stock Option Scheme during the year under review and hence no information as per provisions of Section 62(1) (b) of the Act read with Rule 12(9) of the Companies (Share Capital and Debenture) Rules 2014 is furnished.

DISCLOSURE UNDER SECTION 67(3) OF THE COMPANIES ACT 2013

During the year under review there were no instances of non-exercising of voting rights in respect of shares purchased directly by employees under a scheme pursuant to Section 67(3) of the Act read with Rule 16(4) of Companies (Share Capital and Debentures) Rules 2014 is furnished.

We take this opportunity to express deep sense of gratitude to Members of Board of Directors Shareholders of the Company Securities and Exchange Board of India (SEBI) BSE Limited (BSE) National Stock Exchange of India Limited (NSE) Registrar of Companies (ROC) National Securities Depository Limited (NSDL) Central Depository Services (India) Limited (CDSL) Association of Investment Bankers of India (AIBI) Link Intime India Pvt. Limited M/s. S M S R & CO. LLP Statutory Auditors M/s. R. B. Pandya & Co. Internal Auditors our Clients Bankers Employees and other Stakeholders and Government Agencies for their continued support.

For and on behalf of the Board
Keynote Financial Services Limited
Sd/-Sd/-
Vineet SuchantiUday S. Patil
Date: 15th May 2019DirectorDirector and CFO
Place: Mumbai(DIN: 00004031)(DIN: 00003978)

   


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