tel.: fraser and company limited · [email protected] @ tel.: 022.2868 6735 fraser and company...

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[email protected] www.fraserindia.co.in Tel.: 022.2868 6735 @ FRASER AND COMPANY LIMITED Reg. Office: B-10, Dtvya Smlt CHS. Ltd., Gaurav Garden Complex, 1 Bunder Pakhadi Road, Kandivali (W) Mumbai- 400 067. BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street, Mwnbai - 400001 Scrip Code: 5390321 FRASER February 14,2019 The CSE Limited 7, Lyons Range, Kolkata- 70000 1 Scrip Code:86052 Sub: Outcome of Board meet in^ held on Tharsdav. 14th of February, 2019 at the Renistered Off~ce of the Com~anv. - -- Dear Sir, a 8 Pursuant to Regulation 30 of the Securities and Exchange Board of India (Listing Obligations ah8 $:.-.?. Disclosure Requirements), 2015, we hereby inform you that the meeting of Board of Directors of the . r.?#:g 44. Company held on Thursday 14th of February. 2019 at 04:OO P.M and concluded at 0500 P.M. at the . : .t+ Registered of'fice of the Company, situated at B-10 , Divya Smit CHS Ltd, Gaurav Garden Complex , Opp. Gaurav Jarnuns Building, Bunder Pakhadi Road, Kandiveli west , Mumbai-400067 and approved the following item: a) Approved Un-Audited Financial Results:- Considered and approved the Un-Audited Financial Results of the Company for the quarter and nine months ended December 3 1 st ,20 1 8. (As per Regulation 33 of SEN (Listing Obligations and Disclosure Requiremen&)Regulations, 201 7. the c o p of Un-Audited Financial Results and Limited Review Report is enclosed and marked as 'Annexure 19. b) Approved the Limited review Report:- Taken on record the Limited review Report of the Company for the quarter and nine months ended 3 1 stllecember, 20 1 8 .(Enclosed as Ynnexure II? c) Took note of the resignation of Mrs. Vanita Parmar bom the directorship (Non executive Women director) of the Company. .(Enclosed as 'Annmrrc ZI19

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[email protected] www.fraserindia.co.in

Tel.: 022.2868 6735 @ FRASER AND COMPANY LIMITED Reg. Office: B-10, Dtvya Smlt CHS. Ltd., Gaurav Garden Complex,

1 Bunder Pakhadi Road, Kandivali (W) Mumbai- 400 067.

BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street, Mwnbai - 400001 Scrip Code: 5390321 FRASER

February 14,2019

The CSE Limited 7, Lyons Range, Kolkata- 70000 1 Scrip Code:86052

Sub: Outcome of Board meet in^ held on Tharsdav. 14th of February, 2019 at the Renistered Off~ce of the Com~anv. - --

Dear Sir, a

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Pursuant to Regulation 30 of the Securities and Exchange Board of India (Listing Obligations ah8 $:.-.?.

Disclosure Requirements), 2015, we hereby inform you that the meeting of Board of Directors of the . r.?#:g 44. Company held on Thursday 14th of February. 2019 at 04:OO P.M and concluded at 0500 P.M. at the . : .t+

Registered of'fice of the Company, situated at B-10 , Divya Smit CHS Ltd, Gaurav Garden Complex , Opp. Gaurav Jarnuns Building, Bunder Pakhadi Road, Kandiveli west , Mumbai-400067 and approved the following item:

a) Approved Un-Audited Financial Results:- Considered and approved the Un-Audited Financial Results of the Company for the quarter and nine months ended December 3 1 st ,20 1 8. (As per Regulation 33 of SEN (Listing Obligations and Disclosure Requiremen&) Regulations, 201 7. the c o p of Un-Audited Financial Results and Limited Review Report is enclosed and marked as 'Annexure 19.

b) Approved the Limited review Report:- Taken on record the Limited review Report of the Company for the quarter and nine months ended 3 1 stllecember, 20 1 8 .(Enclosed as Ynnexure II?

c) Took note of the resignation of Mrs. Vanita Parmar bom the directorship (Non executive Women director) of the Company. .(Enclosed as 'Annmrrc ZI19

wwG.fraserhdia.co.in , Tel.: 022-2868 6735 @ FRASER AND COMPANY LIMITED

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- . -- . . Reg. Office: 6-10, Dlvya Smtt CHS. Ltd., Gaurav Garden Complex, - - -. - - Bunder Pakhadi Road, Kandivall (W) Mumbal- 400 067. . .

d) Took note of the resignation of Mr. Mayur Pate1 from the directorship (Non executive Independent Director) of the Company.(Enclosed as 'Annaure IV')

e) Approved the appointment of Mrs. Avani Shah (DIN:0008361478) for the post of Additional Director won executive Independent Director) of the Company. (Enclosed us 'Annexure V')

QTook note of the agreement entered with Shraddha Landmark, to act as a Contractor for "Tower parking systems" installation work for Shraddha Evoque. (Enclosed ar 'Annexure YI)

g) Approved budget of Rs.20 Lacs towards expansion of business i.e manufacturing, buying9 selling of Eco-friendly products including E Scooters, E bicycles, lithium batteries, Solar panel and other products with go green concept together with their marketing , sampling, branding, research and development activities being a growth prospect for the Company.

h) Approved the re-constitution of the Committees of the Board.

Meeting Commenced at: 04:OO P.M Meeting Concluded at: 05:OO P.M

You are requested to take note of the same and update the same on website of the Exchange.

Thanking You. Yours Faithfilly FOR FRASER AND COMPANY J-JMITED

PJe P'

M.Vickesh Managing Director kamdar @ DXN.05347ZU

FRASER AND COMPANY LTD. PIVVxm-I I CIN :- W1100MH1917PLC272418

Regd. Office: B-10, Divya Smit CHS Ltd., Gaurav Garden Complex, Bunder Pakhadi Rd, Kandivali (W), Mumbai - 400067. Standalone Unaudited Financial Results for the Quarter and Nine months ended 31st December, 2018

Each) (not annualised) : a) Basic 0.02 0.16 (0.05) 0.06 (0.19) (0.22) b) Diluted 0.02 0.16 (0.05) 0.06 (0.19) (0.22)

Notes: 1 The Above Standalone unaudited results for the quarter and nine months ended December, 3 1st 201 8 have been reviewed by Audit committee and

amroved by h e Board of Directors at their meeting held on 14th February, 2019. The Financial results for the quarter and nine months ended December,

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l~ebruary 14th 2019. 4 l~f fe~ t ive from Olst April, 2018 the Company adopted Ind AS 115- Reveaue from Contracts with Customers". The effect of adoption of Ind AS 1 15 is

i i s t 2018 have been reviewed by the Statutory Auditor of the Company. The financial results of the Company have been prepared in accordance with Indian Accounting Standards prescribed under Section 133 of the Companies Act, 2013 read with relevant rules thereunder and in tenus with Regulation 33 of SEBI (LODR) Regulations. 2015 and SEBI circular dated

3 5th July, 2016. There has been no deviation as no proceeds have been utilized till 3 1.12.201 8, raised from the Preferential Issue of 24,00,000 Equity Sharts at the price of Rs.101- each issued at premium of Rs. 0.151- each to Non Promoters as reviewed by the members of the Audit Committee at their meeting held on the

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insignificant on the fmancial statements,

The entire operation of the Company relate to only one segment viz. supply of construction and real estate related materials. Hence, as per the

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By order of the Board of Directors

~ a n a ~ e m s approach under Ind AS - 108, the company has e single operating segment. The earning per share for the quarter and nine month ended 3 1.12.2018 has been calculated based upon daily weightcd average outstanding shares of the

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For FRASER AND COMPAU

Company.

The figures for the previous period have been regrouped1 reclassified wherever necessary.

Mr. Vickesh Kamda 1 {Mannnina Ilri-rtn-) rwce : bvaumon

Date: 14th February, 2019

CA. KlRTl J. SHAH om., F.CA K. 1. SfIdH & A$$OCIdlE$ CHAFKERED ACCOUWANTS ~ : s h a p N D . D . f f , 8 8 f O r n h n - ' 8 : ~ L n q

'aQ.w#rpw*- (HlarUMun#-~= 0 : eaerarss. kk#1.:OBj11280170

d

Independent Auditors' Limited Wiew Report

To, The Board of Directors, Fraser and Company Limited., Mumbai.

We have reviewed the accompanying statement of Unaudited Standalone Fhan~ial Results af

ERASER AND COMPANY LIMITED ("the Company") for the Quarter and Nine months

ended 3 1' December, 201 8 (''the statement'') attached herewith, being submitted by the company

to the stock exchanges viz BSE and NSE pursuant to the requirements of Regulation 33 of the

SEBI aisting Obligation and Dis~losure Requirement@ Regulations, 2015, r d with SEBI

Circular No. CTRICFDIFAC/62/2016 dated July 5,2016.

This Statement which is the responsibility of the Company's Management and has heen

approved by the Board of Directors, has been prep~red in accordance with the rwugnition and

measurement principles laid down in Indian Accounting Standards (Ind AS) 34 on 'Znt%ll.rim

Financial Reporting', prescribed under Section 133 of the Companies Act, 2013 read with

relevant rules issued there under and other accounting principles generally accepted in hda.

Our responsibility is to issue a report on these financial statements based on our review.

We conducted our d e w in amordance with the Standard on Review Engagement (SRE) 2410,

"Review of Interim Financial Informatian performed by the Independent Auditor of the Entity""

issued by the Institute of Chartered Accountants of l n d h This standard requires that we plan and

perform the review to obtain moderate assurance as to whether the financial statements me five

of material misstatement. A review b limited primarily to inquiries of Company pemmd wnd

analytical procedures applied to financial dab and thus provide less assurance thm audit. We

have not performed an audit and accordingly, we do not express an audit opinion.

CA. KlRTl J. SHAH f3.com., F.C.A. K. 1. SHAH & A$$OCldTf$ CHARTERED ACCOUNTANTS o n i o : s h a p N a D T l . ~ D m h n n - ' 8 ' , ~ L M s , Opp.Mul j l -Bor lvP~ ,Mwnbei -400= Q) : 28846186m ~ : 9 8 2 1 2 6 0 4 ? 0 E-msB:-oan

..... 2 ..... Based on our review conducted as above, nothing has come to our attention that causes us to

believe that the accompanying Statement, prepared in accordmce with aforesaid lndian

Accounting Standards (Tnd AS) and other accounting principles generally accepted in India, has

not disclosed the information required to be disclosed in rems of Regulation 33 of the SEBI

(Listing Obligatians and Disclosufe Requirements) Regulations, 201 5, read with SEBI Circular

No. CIFUCFD/FAC/62/2016 dated July 5, 2016, including the manner in which it is to be

disclosed, or that it contains any material misstatetnent.

The review of unaudited financial results for the Quarter md Nine months ended 31st Deceimkr,

2017 included in the Statement was carried out and reported by Statutory Auditor, M/s Amit M.

Shah vide their unmodified opinion review report daed 14th February, 2018, whose review

report has been h i s h e d to us and which has been relid upon by us far the purpae of our

review of the Statement, Our review report is not modified in respect of this matter.

For K. J. SHAH & ASSOCIATES Chartered Accountants

Date: 14" February, 20 19. Place: Mumbai.

Proprietor, /r;lFCTI 3. SHAH Membership No.: 030784 FeWL

www.fraserindia.co.in Tel.: 022-2868 6735 @ FRASER AND COMPANY LIMITED

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Reg. Oftice: 6-10, Divya Smit CHS. Ltd., Gaurav Garden Complex, - - -

Bunder Pakhadi Road, Kandlvali (W) Mumbai- 400 067.

'Annexure 111' (Mrs. Vanita Parmar)

Disclosure pursuant to Regulation 30 of SEBI(L0DR) Regulations, 2015

Disclosure Requirements Details 1 I Reason of Change-Resignation Resignation of Mrs. Vanita Parmar from the post of Non

3 Brief profile N. A 1 4 1 Disclosure of relationship between I N .A I

I directors (in case of appointment) I

'Annexure IC" (Mr. Mayur Patel)

Disclosure pursuant to Regulation 30 of SEBI(L0DR) Regulations, 2015

Disclosure Requirements Details 1 Reason of Change-Resignation Resignation of Mr. Mayur Patel from the post of Non

executive Independent Director (Due to personal reasons) 2 Date of Cessation 1 1-02-20 19 3 Brief profile N.A 4 Disclosure of relationship between N.A

directors (in case of appointment)

FRASER AND COMPANY LIMITED I

Reg. OfRce: 6-10, Divya Smlt CHS. Ud., Gaurav Garden Complex, Bunder Pakhadl Road, Kandlvall (W) Mumbal- 400 067.

'Annexure V' (Mrs. Asrani Shah)

A) Disclosure pursuant to Regulation 30 of SEBI(L0DR) Regulations, 2015

r Disclosure Requirements Details

1 Name of the Director Avani Nitesh Shah (DIN:000836 1478) 2 Father'sName Rajnikant Chunilal Shah 3 Date of Birth 22/05/197 1 4 Shareholdiig in the Company NIL 5 Reason Appointment of Mrs. Avani Shah for the post of additional

Director (Non executive Women Director) 6 Date of Appointment 14-02-20 1 9 - 7 Brief profile She holds a bachelors in Commerce (B.Com year 1993) from

Lala Lajpat Rai College 8 Disclosure of relationship between Mrs. Avani Shah is not related to any of the Directors of the

directors (in case of appointment) Company

8) SEBI Instructions dated June 14,2018 i.e Disclosure regarding Enforcement of SEBI Orders regarding appointment of Directors by listed companies.

The NRC meeting has verified that Mrs. Avani Shah is not debarred from holding the office of director pursuant to any SEBI order or any other such authority.

wwGfraserindia.co.in Tel.: 022-2868 6735

FRASER AND COMPANY LIMITED - -

Reg. Office: B-90, Divya Smit CHS. Ltd., Gaurav Garden Complex, Bunder Pakhadi Road, Kendivali (W) Mumbai- 400 067.

Details of the Tower parking System Agreement

Name of Contractor FRASER AND COMPANY LIMITED Location of Installation Shraddha Evoque,

Bhandup West Mumbai (a project of SHRADDHA LANDMARK)

Name of the product TOWER PARKING SYSTEM No of Parking Lifts (per Total no of Cars (1 00 Cars approx)

Tower parking System) Rs.4,62,000/- per parking

Total amount receivable Total Rs.5,45,16,000/- (Including GST) (Five Crores Forty five lacs Sixteen Thousand only)