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FOR LISTING OF 2,00,10,000 EQUITY SHARES OF RS.10 EACH FULLY PAID UP

OF

Information Memorandum Dated: March 09, 2017

SANGRAHALAYA TIMBER AND CRAFTS LTD

(Corporate Identity Number: L20101NL1985PLC002284) Our Company was incorporated under the Companies Act, 1956 as Sangrahalaya Timber And Crafts Ltd pursuant to a certificate of incorporation date 4th day of January, 1985 issued by the Registrar of Companies, Shillong.

Registered Office: P.O. - NAGINIMARA DIST: MON NAGALAND NL 798622 Tel No. 033 66133300 E-mail: [email protected]

Website: www.sangrahalaya.in Contact Person: Chand Ratan Modi, Compliance Officer

INFORMATION MEMORANDUM FOR LISTING 2,00,10,000 EQUITY SHARES OF RS. 10/- EACH FULLY PAID UP PROMOTERS OF THE COMPANY – CHAND RATAN MODI, RAM RATAN MODI, M/S. PURBANCHAL PRESTRESSED LIMITED, AND UTTAM MACHINERY & SUPPLY PVT. LTD.

ABSOLUTE RESPONSIBILITY OF SANGRAHALAYA TIMBER AND CRAFTS LTD

Sangrahalaya Timber And Crafts Ltd having made all reasonable inquiries, accepts responsibility for, and confirms that this Information Document contains all information with regard to the Company, which is material, that the information contained in this Information Document is true and correct in all material aspects and is not misleading in any material respect, that the opinions and intentions expressed herein are honestly held and that there are no other facts, the omission of which makes this Information Document as a whole or any of such information or the expression of any such opinions or intentions misleading in any material respect.

LISTING

The Equity Shares are proposed to be listed on the Metropolitan Stock Exchange of India Limited as per secondary listing norms.

TABLE OF CONTENTS

1. DEFINATION AND ABBREVIATIONS 4

2. GENERAL 6

Certain Conventions 6

Industry And Market Data 6

Forward Looking Statements 6

3. BUSINESS ACTIVITY 7

4. GENERAL INFORMATION 8

5. CAPITAL STRUCTURE 10

Issued Subscribed & Paid-Up Share Capital Built up 10

Shareholding Pattern 11

List of Top Ten Shareholders 19

6. ABOUT THE COMPANY 20

Our History and certain Corporate Matters 20

Major Events & Milestones 20

Main Objects of the Company 21

Our Management 22

Our Promoters 25

7. FINANCIAL INFORMATION 27

8. OUTSATANDING LITIGATION 48

9. OTHER REGULATORY AND STATUTORY DISCLOSURES 50

10. PURPOSE OF LISTING 52

11. OTHER INFORMATION 53

Material Contracts And Document For Inspection 53

12 DECLARATION 54

DEFINITIONS AND ABBREVIATIONS

In the Information Memorandum, unless the context otherwise requires, the terms defined and abbreviations stated hereunder shall have the meanings as assigned therewith as stated in this Section.

GENERAL TERMS

Term Description

“Sangrahalaya Timber And Crafts Ltd”, “STACL”, “We” or “us” or “our Company”

Unless the context otherwise requires, refers to Sangrahalaya Timber And Crafts Ltd a Company incorporated under the Companies Act, 1956 vide a certificate of incorporation issued by the Registrar of Companies, Shillong

Company Related Terms

“The Company” or “STACL”, “we” or “us” or “our”

Sangrahalaya Timber And Crafts Ltd. having its registered Office at P.O. - Naginimara Dist : Mon Nagaland NL-798622

AOA/Articles/Articles of Association Article of Association of the Company, as amended from time to time, unless the context otherwise specifies.

Auditors / Statutory Auditors The Statutory Auditors of the Company, M/s. Rahul Bansal & Associates. Chartered Accountants

Board of Directors/ Board/ Directors The Board of Directors of the Company or a committee Constituted thereof, unless the context otherwise specifies.

GSE Guwahati Stock Exchange Limited Director(s) The director(s) of the Company, unless otherwise specified.

Equity Shares Equity shares of the Company of face value of Rs. 10 each fully paid up, unless otherwise specified in the context thereof.

Information Memorandum This document as filed with the Stock Exchange is known as and referred to as the Information Memorandum.

Key Managerial Personnel The officers vested with executive powers and the officers at the level immediately below the board of directors of the issuer and include any other person whom the issuer may declare as key management personnel, in terms of Regulation 2(1)(s) of the SEBI ICDR Regulations.

Memorandum/ Memorandum of Association/MOA

The Memorandum and Articles of Association of Sangrahalaya Timber And Crafts Ltd. as amended from time to time.

Promoters Includes such persons and entities constituting our promoters in terms of Regulation 2 (1) (za) of the SEBI ICDR Regulations.

Promoter Group Includes such persons and entities constituting our promoter group in terms of Regulation 2 (1) (zb) of the SEBI ICDR Regulations.

Registered Office The Registered Office of the Company is at P.O. - Naginimara Dist : Mon Nagaland NL-798622

Registrar/ Registrar & Share Transfer Agent/RTA

The Registrar & Share Transfer Agent of the Company is Niche Technologies Private Limited

Other Terms

Terms Description

Bankers to our Company Axis Bank

Depository A depository registered with SEBI under the SEBI (Depositories and Participant) Regulations, 1996

Depository Participant A Depository Participant as defined under the Depositories Act, 1996

Listing Agreement Unless the context specifies otherwise, this means the Equity Listing Agreement to be signed between our company and the Stock Exchange where it is listed.

Technical Terms

Terms Description

GDP Gross Domestic Product

FDI Foreign Direct Investment

GOI Government of India

RONW Return on Net Worth

PAT Profit After Tax

PAN Permanent Account Number

SCRA Securities Contract (Regulation) Act, 1956, as amended from time to time

CIN Corporate Identification Number

CDSL Central Depository Services (India) Limited

DIN Director Identification Number

DIN Depository Participant

NAV Net Asset Value

NRE Account Non Resident External Account

NRIs Non Resident Indians

NRO Account Non Resident Ordinary Account

NSDL National Securities Depository Limited

P/E Ratio Price/Earnings Ratio

GENERAL

Certain Conventions

Unless otherwise specified or the context otherwise requires, all references to “India” in this Information Memorandum are to the Republic of India, together with its territories and possessions. Unless the context otherwise requires, all references to the "Company", "we", "us "and "our" refers to SANGRAHALAYA TIMBER AND CRAFTS LTD.

Currency of Presentation

All references to “Rupees” or “INR” are to Indian Rupees, the official currency of the Republic of India.

Industry and Market Data

Unless stated otherwise, industry data and the market data used throughout this Information Memorandum have been obtained from industry publications, websites and other authenticated published data. Industry publications generally state that the information contained in those publications has been obtained from sources believed to be reliable but that their accuracy and completeness are not guaranteed and their reliability cannot be assured. Although, the Company believes that industry data used in this Information Memorandum is reliable, it has not been independently verified. Similarly, internal company reports, while believed by us to be reliable, have not been verified by any independent sources. The extent to which the market and industry data used in this Information Memorandum is meaningful depends on the readers familiarity with the understanding of the methodologies used in compiling such data. There are no standard valuation methodologies or accounting policies in the said industry in India and methodologies and assumptions may vary widely among different industry sources.

Forward –Looking Statements

Statements included in this Information Memorandum which contain words or phrases such as “will”, “aim”, “will likely result”, “believe”, “expect”, “will continue”, “anticipate”, “estimate”, “intend”, “plan”, “contemplate”, “seek to”, “future”, “objective”, “goal”, “project”, “ should”, “will pursue” and similar expression or variations of such expressions, that are “forward-looking statements”. All forward looking statements are subject to risks, uncertainties and assumptions that could cause actual results to differ materially from those contemplated by the relevant forward looking statement. Important factors that could cause actual results to differ materially from our expectations include, among others: -

General economic and business conditions in India and other countries. Our ability to successfully implement our strategy, our growth and expansion plans and technological changes. The changes in monetary and fiscal policies of India, inflation, deflation, unanticipated turbulence in interest

rates, foreign exchange rates, equity prices or other rates or prices. The performance of the financial markets in India and globally, changes in domestic and foreign laws,

regulations and taxes and changes in competition in our industry. Changes in the value of the Rupee and other currencies. Changes in pricing policies or those of the competitors. The occurrence of natural disasters or calamities. Change in political and social conditions in India. The ability to retain the existing clients and acquire new clients

BUSINESS ACTIVITY

Our Company was incorporated under the Companies Act, 1956 as “Sangrahalaya Timber And Crafts Ltd. as a public limited company pursuant to a certificate of incorporation dated 4th January, 1985 issued by the Registrar of Companies, Shillong.

We are merely engaged in the business of providing loans and advances to the investors comprising individuals & body corporates. The Company is a Non Banking Financial Company - Non Deposit taking Loan Company (NBFC-ND-LC) registered with Reserve Bank of India bearing registration No. 08.00044.

Location We operate from the following premises:

Type of Facility Location Registered Office P.O. - Naginimara Dist : Mon Nagaland NL

798622 Corporate Office 5, Gorky Terrace, 2nd Floor, Kolkata – 700 017

GENERAL INFORMATION CORPORATE IDENTIFICATION NUMBER

CORPORATE IDENTIFICATION NUMBER (CIN) L20101NL1985PLC002284

REGISTERED OFFICE OF THE COMPANY P.O. - Naginimara Dist : Mon Nagaland NL 798622

TELEPHONE 033-66133300

EMAIL-ID [email protected]

WEBSITE www.sangrahalaya.in

REGISTRAR OF COMPANIES Morello Building, Ground Floor, Shillong - 793001

COMPLIANCE OFFICER Chand Ratan Modi

Board Of Directors

NAME OF THE DIRECTORS

DESIGNATION AND

CATEGORY

DIN/PAN ADDRESS

Champa Lal Pareek Director 00030815 Eliza Apartment-1, 65 BBD Road, 4th Floor Hind Motar, Distt-Hooghly Hind Motar 712233 West

Bengal

Tarak Nath Dey Managing Director

00343396 Flat No. I, 3rd Floor, 665 Bidhan Pally P.O. Garia, P.S. Regent Park Kolkata 700084 West Bengal

Chand Ratan Modi

Director 00343685 4A, Bright Street Kolkata-700 019 West Bengal

Sourav Saha

Director 07204106 28H/2, Ramkamal Street,Khidirpur, Kolkata - 700023

Tripty Modi Director 07203672 4A, Bright Street, Kolkata – 700019

Statutory Auditors M/s. Rahul Bansal & Associates 33A, Jawaharlal Nehru Road, Suit 3, 6th Floor Kolkata : 700071 Phone No : 9831111380 E-mail:. [email protected]

Registrar to the Company NICHE TECHNOLOGIES PRIVATE LIMITED D-511, Bagree Market, 5th Floor 71, B.R.B.Basu. Road Kolkata Phone: 2235-7270/ 7271 Fax : 2215-6823 E-mail : [email protected] Website: www.nichetechpl.com

CAPITAL STRUCTURE

SHARE CAPITAL

Particulars Amt. in Rupees

Present Authorised Capital 2,00,10,000 Equity Shares of Rs. 10/- Each

20,01,00,000

Present Issued, Subscribed and Paid Up Capital 2,00,10,000 Equity Shares of Rs. 10/- Each Fully Paid Up

20,01,00,000

ISSUED, SUBSCRIBED AND PAID UP SHARE CAPITAL BUILT UP

year of Allotment / year of Fully Paid Up

No. of Equity Shares allotted

Cumulative No. of Equity Shares

Face Value (Rs.)

Issue Price (Rs)

Nature of Issue and Category of Allottees

Shares issued for cash, Consideration other than cash

1985 2,000 2,000 10 10 Subscriber of MOA Cash

1989 50 2,050 10 10 Further Issue Cash

1991 6,00,000 6,02,050 10 10 Right Issue Cash

1991 4,07,950 10,10,000 10 10 Further Issue Cash

1994 1,90,00,000 2,00,10,000 10 10 Further Issue Cash

CONVERTIBLEINSTRUMENTS/WARRANTS The Company has not issued any Convertible instrument including warrants till now.

SHAREHOLDING PATTERN AS ON 31ST DECEMBER, 2016

Format of holding of specified securities

1 Name of Listed Entity : SANGRAHALAYA TIMBER AND CRAFTS LTD.

2 Scrip Code/Name of Scrip/Class of Security : Equity Shares

3 Share Holding Pattern Filed under: Reg. 31(1) ( b ) : As on 31/12/2016

4 Declaration:

Particulars Yes No

1 Whether the Listed Entity has issued any partly paid up shares No

2

Whether the Listed Entity has issued any Convertible Securities or Warrants?

No

3

Whether the Listed Entity has any shares against which depository receipt are issued?

No

4 Whether the Listed Entity has any shares in locked-in? No

5

Whether any shares held by promoters are pledge or otherwise encumbered?

No

5 The tabular format for disclosure of holding of specified securities is as follows:-

Table I - Summary Statement holding of specified securities

Category (I)

Category of shareholder (II)

Nos. of shareholders (III)

No. of fully paid-up equity shares held (IV)

No. of partly paid-up equity shares held (V)

No. of shares underlying Depository Receipt (VI)

Total nos. shares held (VII) = (IV)+(V)+(VI)

Shareholding as a % of total no. of shares (calculated as per SCRR, 1957) (VIII) As a % of (A+B+C2)

Number of Voting Rights held in each class of securities (IX)

No. of Shares Underlying convertible securities (Including Warrants) (X)

Shareholding as a % assuming full conversion of convertible securities (as a percentage of diluted share capital) (XI)=(VII)+(X) as a % of (A+B+C)

Number of Locked in shares (XII)

Number of Shares pledged or otherwise encumbered (XIiI)

Number of equity shares held in dematerialized form (XIV)

No. of Voting Rights Total as a % of (A+B+C)

No. (a)

As a % of total Shares held (b)

No. (a)


Class eg:x Class eg:y

Total

(A) Promoter & Promoter Group

3 3913700 0 0 3913700 19.56 3913700 0 3913700 19.56 0 19.56 0 0 0 0 3913700

(B) Public 1028 16096300 0 0 16096300 80.44 16096300 0 16096300 80.44 0 80.44 0 0 0 0 14583950

(C) Non Promoter - Non Public

(C1)

Shares underlying DRs

(C2)

Shares held by Employee Trusts

TOTAL 1031 20010000 0 20010000 100.00 20010000 0 20010000 100.00

0 100.00 0 0 0 0 18497650

Table II - Statement showing shareholding pattern of the Promoter and Promoter Group

Category & Name of shareholders (I)

PAN (II)




Nos. of shares underlying Depository Receipt (VI)


Shareholding % calculated as per SCRR, 1957 As a % of (A+B+C2) (VIII)


No. of Shares Underlying Outstanding convertible securities (Including Warrants) (X)

Shareholding as a % assuming full conversion of convertible securities (as a percentage of diluted share capital) (XI)= (VII)+(X) as a % of (A+B+C)




No. of Voting Rights Total as a % of Total Voting rights

No. (a)


No. (a)


Class x

Class y

Total

(1)

Indian 0 0 0 0 0 0.00 0 0 0 0.00 0 0.00 0 0 0 0 0

(a)

Individuals/Hindu undivided Family

1 31500 0 0 31500 016 31500 0 315000 0.16 0 0.16 0 0 0 0 31500

RAM RATAN MODI AFAPM0708A

0 31500 0 0 31500 016 31500 0 315000 0.16 0 0.16 0 0 0 0 31500

(b)

Central Government/State Government(s)

0 0 0 0 0 0.00 0 0 0 0.00 0 0.00 0 0 0 0 0

(c) Financial Institutions/Banks

0 0 0 0 0 0.00 0 0 0 0.00 0 0.00 0 0 0 0 0

(d)

Any Other 0 0 0 0 0 0.00 0 0 0 0.00 0 0.00 0 0 0 0 0

Bodies Corporate 2 3882200 0 0 3882200 19.40 3882200 0 3882200 19.40 0 19.40 0 0 0 0 3882200

PURBANCHAL PRESTRESSED LTD.

AABCP2206P

0 2987500 0 0 2987500 14.93 2987500 0 2987500 14.93 0 14.93 0 0 0 0 2987500

UTTAM MACHINERY & SUPPLY CO. (P) LTD.

AAACU4236F

0 894700 0 0 894700 4.47 894700 0 894700 4.47 0 4.47 0 0 0 0 894700

Trusts 0 0 0 0 0 0.00 0 0 0 0.00 0 0.00 0 0 0 0 0

Clearing Members 0 0 0 0 0 0.00 0 0 0 0.00 0 0.00 0 0 0 0 0

Sub-Total (A)(1) 3 3913700 0 0 3913700 19.56 3913700 0 3913700 19.56 0 19.56 0 0 0 0 3913700

(2)

Foreign 0 0 0 0 0 0.00 0 0 0 0.00 0 0.00 0 0 0 0 0

(a)

Individuals (Non-Resident Individuals/Foreign Individuals)

0 0 0 0 0 0.00 0 0 0 0.00 0 0.00 0 0 0 0 0

(b)

Government 0 0 0 0 0 0.00 0 0 0 0.00 0 0.00 0 0 0 0 0

(c) Institutions 0 0 0 0 0 0.00 0 0 0 0.00 0 0.00 0 0 0 0 0

(d)

Foreign Portfolio Investor

0 0 0 0 0 0.00 0 0 0 0.00 0 0.00 0 0 0 0 0

(e)

Any Other 0 0 0 0 0 0.00 0 0 0 0.00 0 0.00 0 0 0 0 0

OCBs 0 0 0 0 0 0.00 0 0 0 0.00 0 0.00 0 0 0 0 0

Sub-Total (A)(2) 0 0 0 0 0 0.00 0 0 0 0.00 0 0.00 0 0 0 0 0

Total Shareholding of Promoter and Promoter Group (A)=(A)(1)+(A)(2)

3 3913700 0 0 3913700 19.56 3913700 0 3913700 19.56 0 19.56 0 0 0 0 3913700

Table III - Statement showing shareholding pattern of the Public shareholder

Category &

Name of shareholders (I)

PAN (II)













No. of Voting Rights

Total as a % of Total Voting rights

No. (a)


No. (a)


Class x

Class y

Total

(1) Institutions 0 0 0 0 0 0.00 0 0 0 0.00 0 0.00 0 0 0 0 0

(a) Mutual Funds 0 0 0 0 0 0.00 0 0 0 0.00 0 0.00 0 0 0 0 0

(b) Venture Capital Funds

0 0 0 0 0 0.00 0 0 0 0.00 0 0.00 0 0 0 0 0

(c) Alternate Investment Funds

0 0 0 0 0 0.00 0 0 0 0.00 0 0.00 0 0 0 0 0

(d) Foreign Venture Capital Investors

0 0 0 0 0 0.00 0 0 0 0.00 0 0.00 0 0 0 0 0

(e) Foreign Portfolio Investors

0 0 0 0 0 0.00 0 0 0 0.00 0 0.00 0 0 0 0 0

(f) Financial Institutions/Banks

0 0 0 0 0 0.00 0 0 0 0.00 0 0.00 0 0 0 0 0

(g) Insurance Companies

0 0 0 0 0 0.00 0 0 0 0.00 0 0.00 0 0 0 0 0

(h) Provident Funds/Pension Funds

0 0 0 0 0 0.00 0 0 0 0.00 0 0.00 0 0 0 0 0

(i) Any Other 0 0 0 0 0 0.00 0 0 0 0.00 0 0.00 0 0 0 0 0

Foreign Institutional Investors

0 0 0 0 0 0.00 0 0 0 0.00 0 0.00 0 0 0 0 0

QFI - Corporate 0 0 0 0 0 0.00 0 0 0 0.00 0 0.00 0 0 0 0 0

Sub-Total (B)(1) 0 0 0 0 0 0.00 0 0 0 0.00 0 0.00 0 0 0 0 0

(2) Central Government/State Government(s)/President of India

0 0 0 0 0 0.00 0 0 0 0.00 0 0.00 0 0 0 0 0

Sub-Total (B)(2) 0 0 0 0 0 0.00 0 0 0 0.00 0 0.00 0 0 0 0 0

(3) Non-Institutions 0 0 0 0 0 0.00 0 0 0 0.00 0 0.00 0 0 0 0 0

(a) Individuals 0 0 0 0 0 0.00 0 0 0 0.00 0 0.00 0 0 0 0 0

i) Individual shareholders holding nominal share capital up to Rs.2 Lakhs.

1009 110850 0 0 110850 0.55 110850 0 110850 0.55 0 0.55 0 0 0 0 0

ii) Individual shareholders holding nominal share capital in excess of Rs.2 Lakhs.

2 2717900 0 0 2717900

13.58 2717900

0 2717900

13.58 0 13.58 0 0 0 0 2431300

HEMANT JAIN AGKPJ6325R

0 286600 0 0 286600 1.43 286600 0 286600 1.43 0 1.43 0 0 0 0 0

SUDHIR JAIN AEUPJ6167K

0 2431300 0 0 2431300

12.15 2431300

0 2431300

12.15 0 12.15 0 0 0 0 2431300

(b) NBFCs registered with RBI

0 0 0 0 0 0.00 0 0 0 0.00 0 0.00 0 0 0 0 0

(c) Employee Trusts 0 0 0 0 0 0.00 0 0 0 0.00 0 0.00 0 0 0 0 0

(d) Overseas Depositors (holding DRs)(balancing figure)

0 0 0 0 0 0.00 0 0 0 0.00 0 0.00 0 0 0 0 0

(e) Any Other 0 0 0 0 0 0.00 0 0 0 0.00 0 0.00 0 0 0 0 0

Bodies Corporate

17 13267550

0 0 13267550

66.31 13267550

0 13267550

66.31 0 66.31 0 0 0 0 12152650

CHEMO TRADERS PVT. LTD.

AABCC0150D

0 750000 0 0 750000 3.75 750000 0 750000 3.75 0 3.75 0 0 0 0 750000

DECCAN TRADERS PVT. LTD.

AABCD8938N

0 250000 0 0 250000 1.25 250000 0 250000 1.25 0 1.25 0 0 0 0 250000

GULMOHUR TRADING PVT. LTD.

AABCG2154M

0 825500 0 0 825500 4.13 825500 0 825500 4.13 0 4.13 0 0 0 0 825500

HOTAHOTI WOOD PRODUCTS LTD

AAACH5090E

0 2901400 0 0 2901400

14.50 2901400

0 2901400

14.50 0 14.50 0 0 0 0 2901400

JEENMATA DEVELOPERS PVT. LTD.

AACCJ5563G

0 800000 0 0 800000 4.00 800000 0 800000 4.00 0 4.00 0 0 0 0 800000

JONNETE PROPERTIES PRIVATE LIMITED

AABCJ3799B

0 800000 0 0 800000 4.00 800000 0 800000 4.00 0 4.00 0 0 0 0 800000

KAMINI FINANCE & INVESTMENT CO. LTD.

AAACK8421A

0 815250 0 0 815250 4.07 815250 0 815250 4.07 0 4.07 0 0 0 0 815250

MAURYA TRADING CO. LTD.

AADCM2677B

0 1282000 0 0 1282000

6.41 1282000

0 1282000

6.41 0 6.41 0 0 0 0 1282000

MEGA RESOURCES LTD.

AADCM5397E

0 961400 0 0 961400 4.80 961400 0 961400 4.80 0 4.80 0 0 0 0 0

MERLIN RESOURCES PRIVATE LTD.

AABCM7285P

0 375000 0 0 375000 1.87 375000 0 375000 1.87 0 1.87 0 0 0 0 375000

NORTH EASTERN PUBLISHING & ADV. CO. LTD.

AAACN6958M

0 950000 0 0 950000 4.75 950000 0 950000 4.75 0 4.75 0 0 0 0 950000

QUEST INFRASTRUCTURE PVT. LTD.

AAACQ2332G

0 765000 0 0 765000 3.82 765000 0 765000 3.82 0 3.82 0 0 0 0 765000

RANISATI PROJECTS PVT. LTD.

AAFCR0002F

0 835000 0 0 835000 4.17 835000 0 835000 4.17 0 4.17 0 0 0 0 835000

VISISTH CHAY VYAPAR LTD.

0 700000 0 0 700000 3.50 700000 0 700000 3.50 0 3.50 0 0 0 0 700000

QFI - Individual 0 0 0 0 0 0.00 0 0 0 0.00 0 0.00 0 0 0 0 0

NRI / OCBs 0 0 0 0 0 0.00 0 0 0 0.00 0 0.00 0 0 0 0 0

Trusts 0 0 0 0 0 0.00 0 0 0 0.00 0 0.00 0 0 0 0 0

Clearing Members

0 0 0 0 0 0.00 0 0 0 0.00 0 0.00 0 0 0 0 0

Sub-Total (B)(3) 1028 16096300

0 0 16096300

80.44 16096300

0 16096300

80.44 0 80.44 0 0 0 0 14583950

Total Public Shareholding (B)=(B)(1)+(B)(2)+(B)(3)

1028 16096300

0 0 16096300

80.44 16096300

0 16096300

80.44 0 80.44 0 0 0 0 14583950

Table IV - Statement showing shareholding pattern of the Non Promoter - Non Public shareholder

Category & Name of shareholders (I)

PAN (II)













No. of Voting Rights Total as a % of Total Voting rights

No. (a)


No. (a)


Class x

Class y

Total

(1)

Custodian DR Holder

(2)

Employee Benefit Trust (under SEBI (share based Employee Benefit) Regulations, 2014

Total Non-Promoter - Non-Public Shareholding (C)=(C)(1)+(C)+(2)

LIST OF TOP TEN SHAREHOLDERS AS ON THE DATE OF INFORMATION MEMORANDUM

NAME NO. OF SHARES

% OF TOTAL SHAREHOLDING

PURBANCHAL PRESTRESSED LTD. 2987500 14.93

HOTAHOTI WOOD PRODUCTS LTD 2901400 14.50

SUDHIR JAIN 2431300 12.15

MAURYA TRADING COMPANY LIMITED 1282000 6.41

MEGA RESOURCES LTD. 961400 4.81

NORTH EASTERN PUBLISHING & ADVERTISING CO. LTD 950000 4.75

UTTAM MACHINERY & SUPPLY CO. (P) LTD. 894700 4.47

RANISATI PROJECTS PVT. LTD. 835000 4.17

GULMOHUR TRADING PVT. LTD. 825500 4.13

JEENMATA DEVELOPERS PVT. LTD. 800000 4.00

JONNETE PROPERTIES PRIVATE LIMITED 800000 4.00

Disclosures:

1. The Company has not entered into any agreements (including agreements for technical advice and

collaboration), concessions and similar other documents (except those entered into in the ordinary course of business carried on or intended to be carried on by the company).

2. No commission, brokerage, discount or other special terms including an option for the issue of any kind of securities has been granted to any person.

3. There are no outstanding warrants which are pending for conversion

ABOUT THE COMPANY

History and Corporate Structure

Our Company was incorporated under the Companies Act, 1956 as “SANGRAHALAYA TIMBER AND CRAFTS

LTD. as a public company pursuant to a certificate of incorporation dated 4th day of January 1985 issued by the Registrar of Companies, Shillong.

Our current promoters are Chand Ratan Modi, Ram Ratan Modi, M/s. Purbanchal Prestressed Limited, and Uttam Machinery & Supply Pvt. Ltd.

Major Events and Milestones

The table below sets forth some of the major events in the history of our Company: Year/Date Achievement

1985 Formation of our Company as a Public limited company viz., Sangrahalaya Timber And Crafts Ltd.

1996 Listed at Guwahati Stock Exchange

Raising of capital by Our Company Other than as disclosed under “Capital Structure” of the Information Memorandum, we have not raised any capital either in the form of equity or debt.

Changes in the activities of Our Company during the last five years We have not changed any activities of our Company during last five years.

Defaults or rescheduling of borrowings with Financial Institutions/Banks Our Company has not defaulted or rescheduled its borrowings since the date of incorporation of our Company.

Lock-Out or Strikes There have been no lock-outs or strikes in our Company since inception.

Injunctions or restraining order against Our Company There have been no injunctions or restraining order against our Company.

Total number of Shareholders of Our Company As of the date of filing of the Information Memorandum, the total number of holders of Equity Shares is 1031.

Main Objects of Our Company

The Main Objects Of The Company As Per Memorandum Of Association Are As Follows:

1. To own a Saw Mill in all its forms for conversion of raw timber & logs in the shape of planks, scantling, sleepers, battens for tea chest and doors and other forms of sawn timber and also to install such machineries and erect building as may be required for manufacture of such goods or any other goods from timber and to carry on the business of timber merchants, timber grower, purchaser of timber coupholder and to carry on the operation for cutting and dragging timber from forests to purchase, to sell, grow, prepare, import export and deal in timber wood, firewood and bamboos of all kinds in the manufacture of which timber or wood is used and to carry on any business which may seem to the Company capable of being conveniently carried on in connection with any of the above.

2. To erect own, purchase a factory at suitable place for manufacture of veneers from logs for resale and or to manufacture tea chest commenced and decorative plywood, block board, flush doors, insulation board, hard board, chip board and other allied products from veneer and plywood.

3. To manufacture and deal in panel doors and windows wooden and steel furniture, cane and cane products etc.

4. To erect plant for seasoning and treating of timber and to carry on the business of seasoning and treating of timber of other parties.

5. To manufacture glue and other chemicals required for the manufacturing of plywood and treating the timber and to purchase and sale of such goods.

6. To manufacture, deal, purchase or sale all types of handicrafts and artistics goods etc. made of wood, Metal or any other materials, card board, chip board, decorative papers, laminates and other goods which can be made of forest products or agricultural products or any other metals.

7. To purchase, acquire hold invest, sell, transfer dispose off or otherwise deal in shares, stocks, debenture, debenture stocks, bonds and securities of any kind issued or guaranteed by any company, corporation or undertaking private or public and to deal in real estates or properties either out of its own funds that the Company might borrow and to vary or otherwise dispose off, exchange, transfer or alienate any of its investments, real estates and properties

Holding & Subsidiary Company

The Company does not have any holding/subsidiary company as on date of this Information Memorandum.

Material Contracts

There is no material contracts, agreements (including agreements for technical advice and collaboration, concessions and similar other documents (except those entered into in the ordinary course of business carried on or intended to be carried on by the company), executed or entered into by the company.

OUR MANAGEMENT

As n the date of this Information Memorandum, our Company has 5 Directors on its Board. The following table sets forth the details of the Board of Directors as on the date of this Information Memorandum Name, Age, Father’s/ Husband’s Name, Designation, Address, DIN, Occupation, Qualification, Term and Nationality

Date of Appointment

Other Directorships/ Proprietor/ Partnership/ HUF/ Trust in which Director is a Trustee

Champa Lal Pareek Age: 59 years Designation: Director Address: Eliza Apartment-1, 65 BBD Road, 4th Floor Hind Motar, Distt-Hooghly Hind Motar 712233, West Bengal DIN: 00030815 Occupation: Business Qualification: Commerce Graduate Nationality: Indian

31.03.2010

1.Prabhakar Builders Private Limited 2.Sagittarius Commercial Private Limited 3. Aries Commercial Private Limited 4. Aquaries Commercial Private Limited 5. Uttam Machinery & Supply Company Pvt Ltd 6. Maurya trading co. Ltd 7. Kamini Finance And Investment Company Ltd 8.Purbanchal Prestressed Ltd 9. Hotahoti Wood Products Ltd 10. Visisth Chay Vyapar Limited 11. Citystar Towers Private Limited 12. North eastern publishing and Advertising Co ltd. 13. The Central Glass Industries Private Limited

Tarak Nath Dey Age: 46 Years Designation: Managing Director

Address: Flat No. I, 3rd Floor, 665 Bidhan Pally P.O. Garia, P.S. Regent Park Kolkata- 700084 West Bengal DIN: 00343396 Occupation: Business Qualification: Commerce Graduate Nationality: Indian

22.08.1997 1. Deccan Traders Pvt Ltd 2. Maurya trading co. Ltd 3. Gulmohur trading (p) ltd. 4. Chemo Traders Pvt Ltd 5. Citystar Towers Private Limited 6. Maa Karni Finance Pvt Ltd 7. Uniom Manufacturing & Trading Company Pvt Ltd 8. Kamini Finance And Investment Company Ltd 9.Purbanchal Prestressed Ltd 10. Micado Properties Pvt. Ltd. 11. North Eastern Publishing and Advertising Co Ltd. 12. The Central Glass Industries Private Limited 13. Megha Conclave Private Limited 14. Visisth Chay Vyapar Limited

Chand Ratan Modi Age: 57 years Designation: Director Address : 4A, Bright Street, Ballygunge, Kolkata-700019 DIN: 00343685 Occupation: Business Qualification: Masters In Commerce Nationality: Indian

19.06.1997

1. Megha Conclave Private Limited 2. North Eastern Publishing And Advertising Co

Ltd. 3. Hotahoti Wood Products Ltd 4. Purbanchal Prestressed Ltd 5. Kamini Finance and Investment Company Ltd 6. Gulmohur Trading (p) Ltd 7. Maurya Trading Co. Ltd 8. Deccan Traders Pvt. Ltd. 9. Chemo Traders Pvt. Ltd. 10. Maa Karni Finance Pvt. Ltd. 11. Uttam Machinery & Supply Company Pvt.

Ltd. 12. Uniom Manufacturing & Trading Company

Pvt Ltd 13. Micado Properties Pvt. Ltd. 14. Calcutta Infrastructure Infotech Projects

Limited 15. Miracle Vinimay Private Limited

Name, Age, Father’s/ Husband’s Name, Designation, Address, DIN, Occupation, Qualification, Term and Nationality

Date of Appointment

Other Directorships/ Proprietor/ Partnership/ HUF/ Trust in which Director is a Trustee

16. Prabhakar Builders Private Limited

Tripty Modi Age: 26 Years Designation: Director Address: 4A, Bright Street Kolkata-700 019 West Bengal DIN: 07203672 Occupation: Business Qualification: Bachelors In Computers And Mathematics Nationality: Indian

27.08.2016 1.Purbanchal Prestressed Ltd 2. Kamini Finance And Investment Company Ltd. 3. Maurya Trading Co. Ltd 4. Visisth Chay Vyapar Limited

Sourav Saha Age: 32 Years Designation: Director Address: 28H/2, Ramkamal Street, Khidirpur, Kolkata - 700023 DIN: 07204106 Occupation: Business Qualification: Bachelor of Commerce Nationality: Indian

06.06.2015 1. Purbanchal Prestressed Ltd 2. Kamini Finance And Investment Company Ltd. 3. Maurya Trading co. Ltd 4. Hotahoti Wood Products Ltd

Brief Biography of the Directors

Champa Lal Pareek (Director) aged 59 years, is a Commerce graduate. He is well experienced in the field of Corporate Finance and Accounting and also having more than 18 years of experience in the Finance and Accounting Sector.

Tarak Nath Dey, (Managing Director), aged 46 years, is a Commerce graduate. He has experience of 18 years in the field of Finance Sector.

Chand Ratan Modi (Director), aged 57 years, is a Master in Commerce. He is well experienced in the field of Finance and Accounts for more than 35 years.

Tripty Modi, (Director), aged 26 years, is a Bachelors in Computers and Mathematics. He has an experience of almost 2 years in Finance and Investment.

Sourav Saha (Director), aged 32 years, is a Bachelor of Commerce. He has sound knowledge of Income Tax, TDS and Commerce and experience of more than 4 years.

Changes in the Auditors There has been no change in the Statutory Auditor of our Company in last 3 years.

Capitalisation of Reserves or Profits Except as stated in the section titled “Capital Structure” of this Information Memorandum, our Company has not capitalized its reserves or profits at any time since inception.

Revaluation of Assets Our Company has not revalued its assets in the last five (5) years.

OUR PROMOTERS

The Promoters of the Company are:

Chand Ratan Modi, Ram Ratan Modi, M/s. Purbanchal Prestressed Limited, and Uttam Machinery & Supply Pvt. Ltd.

DETAILS OF OUR PROMOTERS ARE AS UNDER

The Promoters of the Company are:-

1. Chand Ratan Modi

Name Chand Ratan Modi

DIN 00343685

PAN No. ADMPM4506E

Address 4A, Bright Street, Kolkata – 700019

Brief Profile Chand Ratan Modi aged 57 years, is a Master in Commerce. He is well experienced in the field of Finance and Accounts for more than 35 years.

2. Ram Ratan Modi

Name Ram Ratan Modi

DIN N.A

PAN No. AFAPM0708A

Address 4A, Bright Street, Kolkata – 700019

Brief Profile Ram Ratan Modi aged 59 years, is a commerce graduate. He has an experience of more than 30 years in the field of Finance, Administration and Management.

3. Purbanchal Prestressed Ltd

Name Purbanchal Prestressed Ltd

CIN L26956AS1974PLC001605

PAN No. AABCP2206P

Address 1st Floor, Room No 5, H.M. Market, T.R. Phookan Road, Guwahati, AS- 781001

Brief Profile Purbanchal Prestressed Ltd. is merely engaged in the business of providing loans and advances to the investors comprising individuals & body corporate. The Company is a Non Banking Financial Company - Non Deposit taking Loan Company (NBFC-ND-LC) registered with Reserve Bank of India bearing registration No.

08.00003.

4. Uttam Machinery & Supply Pvt. Ltd

Name Uttam Machinery & Supply Pvt. Ltd

CIN U51504WB1994PTC063215

PAN No. AAACU4236F

Address 5, Gorky Terrace, 2nd Floor, Kolkata – 700017 Brief Profile Uttam Machinery & Supply Pvt. Ltd is a

company incorporated under the Companies Act, 1956 as a Finance & Investment Company.

FINANCIAL INORMATION

RAHUL BANSAL & ASSOCIATES 33A Jawaharlal Nehru Road Chartered Accountants Suit # 3,6th Floor

Kolkata – 700 071 Phone: 9831111380

Email: [email protected] Independent Auditor’s Report To the Members of Sangrahalaya Timber and Crafts Limited Report on the Financial Statements We have audited the attached financial statements of Sangrahalaya Timber & Crafts Limited (‘the Company’), which comprise the balance sheet as at 31 March 2016, the statement of profit and loss and the cash flow statement for the year then ended, and a summary of significant accounting policies and other explanatory information. Management’s Responsibility for the Financial Statements The Company’s Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 (“the Act”) with respect to the preparation and presentation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error. Auditor’s Responsibility Our responsibility is to express an opinion on these financial statements based on our audit. We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made thereunder. We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Company’s preparation of the financial statements that give a true and fair view in

order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on whether the Company has in place an adequate internal financial controls system over financial reporting and the operating effectiveness of such controls. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Company’s Directors, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the financial statements.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

a) in the case of Balance Sheet, of the state of affairs of the Company as at 31 March 2016.

b) in the case of Statement of Profit and Loss, of the profit for the year ended on that date: and

c) in the case of the Cash Flow Statement, of the Cash flows for the year ended on that date.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor’s Report) Order, 2016 (“the Order”) issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, we give in the Annexure A, a statement on the matters specified in the paragraph 3 and 4 of the Order, to the extent applicable.

2. As required by Section 143 (3) of the Act, we report that:

(a) we have sought and obtained all the information and explanations which to the best of our Knowledge and belief were necessary for the purposes of our audit.

b) in our opinion proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books;

c) the balance sheet, the statement of profit and loss and the cash flow statement dealt with by this Report are in agreement with the books of account;

d) in our opinion, the aforesaid financial statements comply with the Accounting Standard specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014;

e) on the basis of the written representations received from the directors as on 31 March 2016 taken on record by the Board of Directors, none of the directors is disqualified as on 31 March 2016 from being appointed as a director in terms of Section 164 (2) of the Act;

f) with respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate report in “Annexure B”; and

g) with respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:

i) The Company does not have any pending litigations which would impact its financial position.

ii) The Company did not have any long-term contracts including derivatives contracts for which there were any material foreseeable losses.

iii) There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company.

For RAHUL BANSAL & ASSOCIATES Chartered Accountants Firm Registration number: 327098E

Rahul Bansal Proprietor Membership number: 068619 Place: Kolkata Date : 24th day of May, 2016

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Annexure to the Independent Auditors’ Report The Annexure referred to in our Independent Auditors’ Report to the members of the Company on the financial statements for the year ended 31 March 2016, we report that: (i) a) The Company has no Fixed Assets. Therefore, the provision of this Paragraph is not applicable due to

the reasons mentioned above. b) The provision of this Paragraph is not applicable due to the reasons referred to in paragraph (i)(a)

above. c) The provision of this paragraph is not applicable due to the reason referred in paragraph (i)(a)

(ii) (a) The management has conducted physical verification of inventories at reasonable intervals during the year and no material discrepancies were noticed on such physical verification. (iii) (a) According to the information and explanations given to us, the Company has not granted any

loans, secured or unsecured to companies, firms, Limited Liability Partnerships or other parties covered in the register maintained under section 189 of the Companies Act, 2013. Accordingly, the provisions of clause 3(iii)(a) of the Order are not applicable to the Company and hence not commented upon.

(iv) In our opinion and according to the information and explanations given to us, there are no loans,

investments, guarantees, and securities granted in respect of which provisions of section 185 and 186 of the Companies Act 2013 are applicable and hence not commented upon.

(v) The Company has not accepted any deposits from the public. (vi) The Central Government has not prescribed the maintenance of cost records under section 148(1) of the

Act, for any of the activities rendered by the Company.

(vii) (a) According to the information and explanations given to us and on the basis of our examination of the records of the Company, amounts deducted/ accrued in the books of account in respect of undisputed statutory dues including provident fund, Employee State Insurance (ESI), excise duty, income tax, sales tax, wealth tax, service tax, duty of customs, value added tax, cess and other material statutory dues, as and when applicable to us, have been regularly deposited during the year by the Company with the appropriate authorities.

According to the information and explanations given to us, no undisputed amounts payable in respect of provident fund, income tax, sales tax, wealth tax, service tax, duty of customs, value added tax, cess and other material statutory dues were in arrears as at 31 March 2016 for a period of more than six months from the date they became payable.

(b) According to the information and explanations given to us, there are no material dues of wealth tax, duty of customs and cess which have not been deposited with the appropriate authorities on account of any dispute.

c) According to the information and explanations given to us, there are no dues of income tax, sales-tax,

wealth tax, service tax, customs duty, excise duty, value added tax and cess which have not been deposited on account of any dispute.

31

(viii) The Company did not have any outstanding dues to financial institutions, banks or debenture holders or government during the year.

(ix) Based on our audit procedures performed for the purpose of reporting the true and fair view of the

financial statements and according to the information and explanations given by the management, the Company has not raised any money by way of initial public offer / further public offer / debt instruments) and term loans hence, reporting under clause (ix) is not applicable to the Company and hence not commented upon

x) Based upon the audit procedures performed for the purpose of reporting the true and fair view of the

financial statements and according to the information and explanations given by the management, we report that no fraud on or by the officers and employees of the Company has been noticed or reported during the year.

xi) Based on our audit procedures performed for the purpose of reporting the true and fair view of the

financial statements and according to the information and explanations given by the management, we report that the Company has not paid managerial remuneration to any of its managerial persons and therefore its not required to comply with the provisions of section 197 of the Companies Act, 2013.

xii) In our opinion, the Company is not a nidhi company. Therefore, the provisions of clause 3(xi) of the

order are not applicable to the Company and hence not commented upon. xiii) Based on our audit procedures performed for the purpose of reporting the true and fair view of the

financial statements and according to the information and explanations given by the management, the Company has not entered into any related party transactions and therefore Section 188 of the Companies Act, 2013 is not applicable to the Company.

xvi) According to the information and explanations given to us and on an overall examination of the

balance sheet, the company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year under review and hence not commented upon.

(xv) Based on our audit procedures performed for the purpose of reporting the true and fair view of the

financial statements and according to the information and explanations given by the management, the Company has not entered into any non-cash transactions with directors or persons connected with him.

(xvi) According to the information and explanations given to us, the Company has complied with the provisions of section 45-IA of the Reserve Bank of India Act, 1934 as and when applicable.

For RAHUL BANSAL & ASSOCIATES Chartered Accountants Firm Registration number: 327098E Rahul Bansal Proprietor Membership number: 068619 Place: Kolkata Date: 24th day of May, 2016

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RAHUL BANSAL & ASSOCIATES 33A Jawaharlal Nehru Road Chartered Accountants Suit # 3,6th Floor Kolkata – 700 071 Phone: 9831111380 Email: [email protected] Annexure - B to the Auditors’ Report Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (“the Act”) We have audited the internal financial controls over financial reporting of Sangrahalaya Timber and Crafts Limited (“the Company”) as of 31 March 2016 in conjunction with our audit of the standalone financial statements of the Company for the year ended on that date. Management’s Responsibility for Internal Financial Controls The Company’s management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India (‘ICAI’). These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013. Auditors’ Responsibility Our responsibility is to express an opinion on the Company's internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls over Financial Reporting (the “Guidance Note”) and the Standards on Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial Controls and, both issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects. Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.

33

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company’s internal financial controls system over financial reporting. Meaning of Internal Financial Controls over Financial Reporting A company's internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal financial control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorisations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements. Inherent Limitations of Internal Financial Controls over Financial Reporting Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. Opinion In our opinion, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at 31 March 2016, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India. For RAHUL BANSAL & ASSOCIATES Chartered Accountants (Firm Registration Number: 327098E) Rahul Bansal Proprietor Membership No: 068619 Place: Kolkata Date: 24th day of May, 2016

34

SANGRAHALAYA TIMBER AND CRAFTS LIMITED

BALANCE SHEET AS AT 31ST MARCH, 2016

(Figures in Rs.)

Sl. No.

Particulars Note No.

As at 31st March, 2016


I. EQUITY AND LIABILITIES

(1) Shareholder's Funds (a) Share Capital 2.6 20,01,00,000 20,01,00,000 (b) Reserves and Surplus 2.7 (1,49,24,158) (1,63,31,388) (2) Non-Current Liabilities

(a) Long Term Borrowings 2.8 6,92,98,600 4,68,91,600

(b) Long Term Provisions 2.9 17,74,535 17,47,581

(3) Current Liabilities

(a) Trade Payables 2.10 6,84,435 12,30,648 (b) Other Current Liabilities 2.11 2,95,60,195 1,48,46,240 (c) Short-Term Provisions 2.12 3,37,928 16,128 Total Equity & Liabilities 28,68,31,535 24,85,00,809 II. ASSETS

(1) Non-Current Assets (a) Non-Current Investments 2.13 3,87,08,230 93,05,330 (b) Long Term Loans and Advances 2.14 12,98,14,064 12,23,82,254 (2) Current Assets

(a) Inventories 2.15 11,30,25,938 11,34,49,638 (b) Trade Receivables 2.16 19,98,820 - (c ) Cash and Bank Balances 2.17 1,00,493 2,81,869 (d) Short - Term loans and advances 2.18 31,83,992 30,81,719 Total Assets 28,68,31,535 24,85,00,809 Significant accounting Policies and Notes on Accounts. 1 & 2

As per our report of even date

For Rahul Bansal & Associates For and on behalf of the Board of Directors

Chartered Accountants

Firm Registraiton No. 327098E

CA Rahul Bansal

Proprietor _____________________ _________________

Membership No. 068619 Tarak Nath Dey Chand Ratan Modi

Managing Director Director

Dated : May 24, 2016 00343396 00343685

35


PROFIT & LOSS STATEMENT FOR THE YEAR ENDED ON 31ST MARCH, 2016

(Figures in Rs.) Sl. No. Particulars Note

No. For the year ended 31st March, 2016

For the year ended 31st March, 2015

(1) Revenue from operations 2.19 1,89,89,625 2,08,62,346

(2) Other Income 2.20 54,788 82,887 (3) Total Revenue (1+2) 1,90,44,413 2,09,45,233 (4) Expenses: Purchases of Stock in Trade 1,18,64,176 4,00,94,670 Changes in inventories of finished goods, work-in-

progress and Stock-in-Trade 2.21 4,23,700 -2,02,08,736

Employee Benefit Expense 2.22 4,32,000 1,20,000 Finance Costs 2.23 42,84,174 29,72,192 Other Expenses 2.24 2,68,022 1,46,392 Provisions 2.25 26,954 57,829

Total Expenses 1,72,99,025 2,31,82,347 (5) Profit before exceptional and extraordinary items

and tax (3 - 4) 17,45,387 (22,37,114)

(6) Exceptional Items - - (7) Profit before extraordinary items and tax (5 - 6) 17,45,387 (22,37,114) (8) Extraordinary Items - -

(9) Profit before tax (7 - 8) 17,45,387 (22,37,114)

(10) Tax expense:

Current tax 3,37,800 - (11) Profit from operations (9 - 10) 14,07,587 (22,37,114)

(12) Earning per equity share:

(1) Basic 0.07 (0.11)

(2) Diluted 0.07 (0.11)

Significant accounting Policies and Notes on Accounts. 1 & 2 As per our report of even date




CA Rahul Bansal

Proprietor _____________________ _________________



Dated : May 24, 2016 00343396 00343685

36


CASH FLOW STATEMENT FOR THE YEAR ENDED AS ON 31ST MARCH '2016

(Figures in Rs.)

Particulars For the year ended 31 March, 2016

For the year ended 31 March, 2015

Rs. Rs. Rs. Rs. A. Cash flow from operating activities Net Profit / (Loss) before extraordinary items and tax 17,45,387 (22,37,114) Adjustments for:

Provision against Standard Assets 26,954 26,954 57,829 57,829

Operating profit / (loss) before working capital changes 17,72,341 (21,79,285)

Changes in working capital:

Adjustments for (increase) / decrease in operating assets: Inventories 4,23,700 (2,02,08,737) Trade Receivables - - Short-term loans and advances (1,02,273) 11,37,621 Trade Receivables (19,98,820) Adjustments for increase / (decrease) in operating liabilities:

Trade payables (5,46,213) 7,44,041 Other current liabilities 1,47,13,955 9,02,416 Provisions 3,21,800 1,28,12,150 (56,000) (1,74,80,659) Cash from Operating activities 1,45,84,491 (1,96,59,943) Income Tax 3,37,800 - Taxation for earlier years 357 (147) Net Cash from/(used in) operating activities activities (A)

1,42,46,334 (1,96,59,796)

Cash Flow from Investment activities Sale/(Purchase) of Investment (2,94,02,900) 1,86,64,290 Net Cash (used in) Investing activities (B) (2,94,02,900) 1,86,64,290 Net Cash from financing activities (Increase)/decrease in Long term Loans & Advances given

(74,31,810) (1,55,80,367)

Long Term Borrowings 2,24,07,000 1,67,45,000 Net Cash (used in) financing activities (C) 1,49,75,190 11,64,633

Net increase / (decrease) in Cash and cash equivalents (A+B+C)

(1,81,376) 1,69,127

Cash and cash equivalents at the beginning of the year 2,81,869 1,12,743

Cash and cash equivalents at the end of the year 1,00,493 2,81,869





CA Rahul Bansal

Proprietor _____________________ _________________

Membership No. 068619 Tarak Nath Dey

Chand Ratan Modi


Dated : May 24, 2016 00343396 00343685

37


NOTES ON ACCOUNTS AND SIGNIFICANT ACCOUNTING POLICIES FORMING PART OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH 2016

1. SIGNIFICANT ACCOUNTING POLICIES

1.1 Basis of preparation of financial statements

a) The Accounts have been prepared under the historical cost convention on an Accrual basis and in accordance with the Accounting Standards notified under the relevant provisions of the Companies act, 2013 and are consistent with generally accepted accounting principles and conform to the statutory provisions and practices prevailing in the industry. Al the figures have been rounded off to nearest rupees.

b) The company generally follows mercantile system of accounting and recognises significant items of income and expenditure on accrual basis.

1.2 Inventories

Stock-in-trade are valued as follows:-

a) Unquoted shares : At cost b) Quoted shares : At cost or market value whichever is lower c) Flats: At cost

1.3 Investments Investments are valued at cost. All the investments are considered to be of long term by the management and decline in market value, if any, is of temporary nature. Bonus/ demerged shares are valued at nil cost.

1.4 RBI Prudential Norms

The Company has complied with the RBI Prudential Norms relating to Income Recognition, Accounting Standard and Asset classification and provisioning for bad and doubtful debts as applicable to it.

1.5 Estimates The preparation of financial statements requires use of estimates and assumptions to be made that affect the reported amounts of assets, liabilities and disclosure of contingent liabilities on the date of financial statements and the reported amounts of revenue and expenses during the period. Difference between actual amount and estimates are recognised in the period in which the results are known / materialized.

1.6 Taxes On Income

Provision for current tax is made on the basis of estimated taxable income for the current accounting year in accordance with the Income Tax Act, 1961

2. NOTES ON ACCOUNTS

2.1 There is no contingent liability at the end of the accounting year.

2.2 The Company has not accepted any Public Deposit during the year in pursuance of a resolution passed by the Board of Directors of the Company

2.3 The Provision Against Non Performing Assets have been made as per prudential norms of RBI.

38

2.4 In terms of Notification No. DNBS.222/ CGM(US)-2011 and DNBS.223/ CGM(US)-2011 both dated January 17, 2011 issued by the Department of Non-Banking Supervision, the Company has made a provision on Standard Assets at 0.25% of the amount outstanding as at the end of the financial year.

2.5 Purchases of Stock in trade

Particulars Units Quantity Value (Rs.)

Qouted Equity Shares No. - -

Unqouted Equity Shares No. 3,78,250 1,18,64,176

(22,750) (7,21,857)

Flats No.

- - Note: Figures in bracket relates to the previous year

39


Notes forming part of the financial statements as at 31st March, 2016

Note : 2.6 Share Capital (Figures in Rs.)

Sl. No.

Particulars As at 31st March, 2016


1 Authorized Capital

20010000 Equity Shares of Rs. 10/- each. 20,01,00,000 20,01,00,000

20,01,00,000 20,01,00,000

2 Issued, Subscribed & Paid Up Capital

20010000 Equity Shares of Rs.10/- each 20,01,00,000 20,01,00,000

Total 20,01,00,000 20,01,00,000

Reconciliation of the number of shares outstanding

Sl. No.

Particulars As at31st March, 2016 As at31st March, 2015

1 Number of shares at the beginning 2,00,10,000 2,00,10,000

Add: Shares issued during the year - -

Number of shares at the closing 2,00,10,000 2,00,10,000

Details of shares held by each shareholder holding more than 5% shares

Sl. No.


Total No. Of shares

Holding (%)

Total No. Of shares

Holding (%)

1 Purbanchal Presstressed Ltd. 37,28,000 18.631 37,28,000 18.631

2 Hotahoti Wood Products Ltd 29,01,400 14.500 29,01,400 14.500

3 Sudhir Jain 24,31,300 12.150 24,31,300 12.150

4 Maurya Trading Co. Ltd. 12,82,000 6.407 12,82,000 6.407

Total 1,03,42,700 51.688 1,03,42,700 51.688

Note : 2.7 Reserves & Surplus (Figures in Rs.)

Sl. No.


1 Reserve u/s 45-1C of the RBI Act, 1934

As per last Balance Sheet 1,10,000 1,10,000

Add: Transferred from Profit & Loss Account 2,81,517 -

3,91,517 1,10,000

2 Surplus / (Deficit) in Statement of Profit and Loss

Profit / (Loss) brought forward from previous year (1,64,41,388) (1,42,04,421)

Add: Profit / (Loss) for the year 14,07,587 (22,37,114)

(1,50,33,801) (1,64,41,535)

Add: Taxation for earlier years (357) 147

Less: Appropriations

Transferred to Reserve u/s 45-1C of the RBI Act, 1934 2,81,517 -

(1,53,15,675) (1,64,41,388)

Total (1,49,24,158) (1,63,31,388)

40

Note:2.8 Long Term Borrowings (Figures in Rs.)

Sl. No.

Particulars As at 31st March, 2016 As at 31st March, 2015

1 Unsecured* 6,92,98,600 4,68,91,600 6,92,98,600 4,68,91,600

* Bearing Rate of Interest @ 9 % p.a. and repayble in 2017-18

Note:2.9 Long Term Provisions (Figures in Rs.)

Sl. No.


1 In respect of Non Performing Assets 14,50,000 14,50,000

2 Contingent Provisions Against Standard Assets 3,24,535 2,97,581

17,74,535 17,47,581

Note : 2.10 Trade Payables (Figures in Rs.)

Sl. No.


1 Trade Payables for Goods - - 1 Trade payables for Services 6,84,435 12,30,648 Total 6,84,435 12,30,648

Note : 2.11 Other Current Liabilities (Figures in Rs.)

Sl. No.


1 Interest accrued and due on borrowings 1,84,04,777 1,45,49,021 2 Other Liabilities* 1,11,55,418 2,97,219 Total 2,95,60,195 1,48,46,240 * Includes TDS Payable

Note : 2.12 Short Term Provisions (Figures in Rs.)

Sl. No.


1 Provisions

Income Tax 3,37,800 16,000

Contingent Provisions Against Standard Assets 128 128

Total 3,37,928 16,128

41

Note : 2.13 Non-Current Investments (Figures in Rs.)

Sl. No

Particulars As at 31st March, 2016 As at31st March, 2015

Other Investments

1 In Quoted Equity Instruments (fully paid up) Face Value

No. of Shares

Amount No. of Shares

Amount

Zee Entertainment Ent. Ltd. 1 - - 20,000 48,24,200

Total (A) - - 20,000 48,24,200

2 In Unquoted Equity Instruments (fully paid up) Face Value

No. of Shares

Amount No. of Shares

Amount

In Associates

N.K. Concrete Creation Pvt. Ltd. 10 2,73,123 27,31,230 2,73,123 27,31,230

In Others

Citystar Foods Pvt Limited 10 327000 3270000 49500 495000

Megha Conclave Private Limited 10 22,000 2,20,000 - -

Intouch Trading Private Limited 10 5,00,000 3,00,00,000

Mindscale Nirman Pvt Limited 10 1,800 18,000 5,000 50,000

Pushpdant Tracom Pvt. Ltd. 10 - - - - Acyumen Barter Pvt.Ltd. 10 1,800 18,000 5,000 50,000

Acyumen Tie Up Pvt.Ltd. 10 1,800 18,000 5,000 50,000

Acyumen Tracom Pvt.Ltd. 10 1,800 18,000 5,000 50,000

Carnation Tie Up Pvt.Ltd. 10 1,800 18,000 5,000 50,000

Citywings Barter Pvt.Ltd. 10 1,800 18,000 5,000 50,000

Delta Barter Pvt.Ltd. 10 1,800 18,000 5,000 50,000

Dreamvalley Tie Up Pvt.Ltd. 10 1,800 18,000 5,000 50,000

Guidance Tradecomm Pvt.Ltd. 10 1,800 18,000 5,000 50,000

Happy Kutir Private Limited 10 - - 900 45,900

Happy Niketan Private Limited 10 - - 900 9,000

Hillton Tie Up Pvt.Ltd. 10 1,800 18,000 5,000 50,000

Janhit Barter Pvt.Ltd. 10 1,800 18,000 5,000 50,000

Anchor Barter Pvt.Ltd. 10 1,800 18,000 5,000 50,000

Oliver Agency Pvt.Ltd. 10 1,800 18,000 5,000 50,000

Raghav Barter Pvt.Ltd. 10 1,800 18,000 5,000 50,000 Silverson Tie Up Pvt.Ltd. 10 1,800 18,000 5,000 50,000

Silverson Tradecomm Pvt.Ltd. 10 1,800 18,000 5,000 50,000

Sunmart Barter Pvt.Ltd. 10 1,800 18,000 5,000 50,000

Winsher Tracom Pvt.Ltd. 10 1,800 18,000 5,000 50,000

Nandlal Commosales Pvt.Ltd. 10 1,800 18,000 5,000 50,000

Kannan Tracom Pvt.ltd. 10 1,800 18,000 5,000 50,000

Jograj Vinimay Pvt.Ltd. 10 1,800 18,000 5,000 50,000

Unicon Commosales Pvt Ltd 10 1,700 17,000 - -

Sunbeam Vintrade Pvt Ltd 10 1,700 17,000 - -

Sunbeam Tie Up Pvt Ltd 10 1,700 17,000 - -

Snowfall Dealers Pvt Ltd 10 1,700 17,000 - -

Signature Tradelinks Pvt Ltd 10 1,700 17,000 - -

42

Signature Merchants Pvt Ltd 10 1,700 17,000 - -

Seabird Commodeal Pvt Ltd 10 1,700 17,000 - -

Ridhi Merchants Pvt Ltd 10 1,700 17,000 - -

Carnation Vanijya Pvt Ltd 10 1,700 17,000 - -

Dhanvantari Merchants Pvt Ltd 10 1,700 17,000 - -

Ridhi Dealers Pvt Ltd 10 1,700 17,000 - -

Regal Dealcom Pvt Ltd 10 1,700 17,000 - -

Parag Vintrade Pvt Ltd 10 1,700 17,000 - -

Panther Tracom Pvt Ltd 10 1,700 17,000 - -

Ontime Distributors Pvt Ltd 10 1,700 17,000 - -

Majestic Commosales Pvt Ltd 10 1,700 17,000 - -

Krish Dealcomm Pvt Ltd 10 1,700 17,000 - -

Inspiration Commercial Pvt Ltd 10 1,700 17,000 - -

Hopewell Vinimay Pvt Ltd 10 1,700 17,000 - -

Hopewell Commercial Pvt Ltd 10 1,700 17,000 - -

Hilltop Suppliers Pvt Ltd 10 1,700 17,000 - -

Hamsafar Dealcomm Pvt Ltd 10 1,700 17,000 - -

Heritage Dealtrade Pvt Ltd 10 1,700 17,000 - -

Moondhar Barter Pvt Ltd 10 1,600 16,000 - -

Mridul Tracom Pvt Ltd 10 1,600 16,000 - -

Nissan Barter Pvt Ltd 10 1,600 16,000 - -

Nissan Tracom Pvt Ltd 10 1,600 16,000 - -

Pears Barter Pvt Ltd 10 1,600 16,000 - -

Parag Commosales Pvt Ltd 10 1,600 16,000 - -

Popstar Tracom Pvt Ltd 10 1,600 16,000 - -

Popstar Vinimay Pvt Ltd 10 1,600 16,000 - -

Popstar Barter Pvt Ltd 10 1,600 16,000 - -

Pushkar Tracom Pvt Ltd 10 1,600 16,000 - -

Rasraj Commotrade Pvt Ltd 10 1,600 16,000 - -

Transways Commosales Pvt Ltd 10 1,600 16,000 - -

Transways Dealtrade Pvt Ltd 10 1,600 16,000 - -

Prantik Vinimay Pvt Ltd 10 1,600 16,000 - -

Ratnakar Commosales Pvt Ltd 10 1,600 16,000 - -

Topaz Vincom Pvt Ltd 10 1,600 16,000 - -

Lilygold Vincom Pvt Ltd 10 1,600 16,000 - -

Dhanlabh Dealtrade Pvt Ltd 10 1,600 16,000 - -

Gulshan Merchandise Pvt Ltd 10 1,600 16,000 - -

Dhanraksha Tradecom Pvt Ltd 10 1,600 16,000 - -

Brijbhumi Tradecom Pvt Ltd 10 1,600 16,000 - -

Subhdata Vincom Pvt Ltd 10 1,600 16,000 - -

Pushapratan Suppliers Pvt Ltd 10 1,600 16,000 - -

Subhdhan Tradecomm Pvt Ltd 10 1,600 16,000 - -

Topview Vanijya Pvt Ltd 10 1,600 16,000 - -

Kelvin Commotrade Pvt Ltd 10 1,600 16,000 - -

Kelvin Tie Up Pvt Ltd 10 1,600 16,000 - -

43

Dove Commodeal Pvt Ltd 10 1,600 16,000 - -

Dove Tie Up Pvt Ltd 10 1,600 16,000 - -

Kelvin Tracom Pvt Ltd 10 1,600 16,000 - -

Hytone Commosales Pvt Ltd 10 1,600 16,000 - -

Hytone Dealtrade Pvt Ltd 10 1,600 16,000 - -

Hytone Vinimay Pvt Ltd 10 1,600 16,000 - -

Hytone Vintrade Pvt Ltd 10 1,600 16,000 - -

Intimate Commosales Pvt Ltd 10 1,600 16,000 - -

Intimate Dealtrade Pvt Ltd 10 1,600 16,000 - -

Keystar Suppliers Pvt Ltd 10 1,600 16,000 - -

Keystar Vintrade Pvt Ltd 10 1,600 16,000 - -

Booster Vintrade Pvt Ltd 10 1,600 16,000 - -

Excellent Dealtrade Pvt Ltd 10 1,600 16,000 - -

Agrim Commodeal Pvt Ltd 10 1,600 16,000 - -

Cindrella Tradecomm Pvt Ltd 10 1,600 16,000 - -

Dreamlight Barter Pvt Ltd 10 1,600 16,000 - -

Dreamlight Commotrade Pvt Ltd 10 1,600 16,000 - -

Everlink Barter Pvt Ltd 10 1,600 16,000 - -

Everlink Commosales Pvt Ltd 10 1,600 16,000 - -

Fresh Commotrade Pvt Ltd 10 1,600 16,000 - -

Fresh Vinimay Pvt Ltd 10 1,600 16,000 - -

Fresh Vintrade Pvt Ltd 10 1,600 16,000 - -

Goodview Barter Pvt Ltd 10 1,600 16,000 - -

Hamsafar Tracom Pvt Ltd 10 1,600 16,000 - -

Indivar Barter Pvt Ltd 10 1,600 16,000 - -

Fort Commosales Pvt Ltd 10 1,600 16,000 - -

Indigo Dealmark Pvt Ltd 10 1,600 16,000 - -

Indigo Tracom Pvt Ltd 10 1,600 16,000 - -

Bela Tracom Pvt Ltd 10 1,600 16,000 - -

Manmohan Tracom Pvt Ltd 10 1,600 16,000 - -

Moondhar Tracom Pvt Ltd 10 1,600 16,000 - -

Pears Tracom Pvt Ltd 10 1,600 16,000 - -

Sevenseas Vinimay Pvt Ltd 10 1,600 16,000 - -

Jatadhari Vinimay Pvt Ltd 10 1,600 16,000 - -

Bluebell Commotrade Pvt Ltd 10 1,600 16,000 - -

Olay Vintrade Pvt Ltd 10 1,600 16,000 - -

Lifelong Vincom Pvt Ltd 10 1,600 16,000 - -

Crossroad Vincom Pvt Ltd 10 1,600 16,000 - -

Fastener Commosales Pvt Ltd 10 1,600 16,000 - -

Jasper Commotrade Pvt Ltd 10 1,600 16,000 - -

Original Agenices Pvt Ltd 10 1,600 16,000 - -

Primary Dealtrade Pvt Ltd 10 1,600 16,000 - -

Stephen Commosales Pvt Ltd 10 1,600 16,000 - -

Fastener Commotrade Pvt Ltd 10 1,600 16,000 - -

Jasper Tracom Pvt Ltd 10 1,600 16,000 - -

44

Original Dealtrade Pvt Ltd 10 1,600 16,000 - -

Primary Tie Up Pvt Ltd 10 1,600 16,000 - -

Stephen Commotrade Pvt Ltd 10 1,600 16,000 - -

Rocky Dealcomm Pvt Ltd 10 1,600 16,000 - -

Fastener Tracom Pvt Ltd 10 1,600 16,000 - -

Jasper Tradelink Pvt Ltd 10 1,600 16,000 - -

Original Barter Pvt Ltd 10 1,600 16,000 - -

Sonata Barter Pvt Ltd 10 1,600 16,000 - -

Stephen Suppliers Pvt Ltd 10 1,600 16,000 - -

Fastener Vanijya Pvt Ltd 10 1,600 16,000 - -

Jasper Vinimay Pvt Ltd 10 1,600 16,000 - -

Original Dealsales Pvt Ltd 10 1,600 16,000 - -

Stephen Vinimay Pvt Ltd 10 1,600 16,000 - -

Fastener Vintrade Pvt Ltd 10 1,600 16,000 - -

Jasper Vanijya Pvt Ltd 10 1,600 16,000 - -

Original Tracom Pvt Ltd 10 1,600 16,000 - -

Dove Barter Pvt Ltd 10 1,600 16,000 - -

Stephen Tie Up Pvt Ltd 10 1,600 16,000 - -

Bluebell Tie Up Pvt Ltd 10 1,600 16,000 - -

Parichay Commosales Pvt Ltd 10 1,600 16,000 - -

Lifelong Vinimay Pvt Ltd 10 1,600 16,000 - -

Shivhari Tie Up Pvt Ltd 10 1,600 16,000 - -

Dove Vinimay Pvt Ltd 10 1,600 16,000 - -

Dove Vintrade Pvt Ltd 10 1,600 16,000 - -

Kelvin Vinimay Pvt Ltd 10 1,600 16,000 - -

Kelvin Vintrade Pvt Ltd 10 1,600 16,000 - -

Moneyfold Vinimay Pvt Ltd 10 1,600 16,000 - -

Moneyfold Vintrade Pvt Ltd 10 1,600 16,000 - -

Parichay Dealtrade Pvt Ltd 10 1,600 16,000 - -

Shivhari Vinimay Pvt Ltd 10 1,600 16,000

Glaze Merchants Pvt Ltd 10 1,600 16,000

Shivhari Tracom Pvt Ltd 10 1,600 16,000 - -

Total (B) 13,70,823 3,87,08,230 45,000 44,81,130

Total (A+B) 13,70,823 3,87,08,230 65,000 93,05,330

Sl. No

Particulars Book Value

Market Value

Book Value

Market Value

1 Aggregate Value of Unqouted Equity Shares 3,87,08,230 - 44,81,130 -

2 Aggregate Value of Qouted Equity Shares - - 48,24,200 54,27,000

45

Note : 2.14 Long Term Loans and Advances (Figures in Rs.)

(Unsecured & Considered Good)

Sl. No Particulars As at31st March, 2016 As at31st March, 2015

1 Loans and Advances to Related Party - 2,04,000

2 Loans and Advances 12,98,14,064 12,21,78,254

Total 12,98,14,064 12,23,82,254

Note : 2.15 Inventories (Figures in Rs.)


1 Stock - in - Trade 11,30,25,938 11,34,49,638

Total 11,30,25,938 11,34,49,638

Note : 2.16 Trade Receivables (Figures in Rs.)


1 Outstanding for a period not exceeding six months

19,98,820 -

Total 19,98,820 -

Note : 2.17 Cash & Bank Balances (Figures in Rs.)


Cash and Cash Equivalents

1 Cash-in-Hand 43,642 2,13,291

2 Balance with Banks 56,851 68,578

Total 1,00,493 2,81,869

Note : 2.18 Short Terms Loans and Advances (Unsecured & Considered Good) (Figures in Rs.)


1 Loans & Advances to Others

(a) Loans 77,695 51,159

(b) Tax Deducted at source 27,40,060 26,14,019

(c) Income Tax Refundable 2,54,476 2,54,476

(c) Income Tax Paid - - (d) Others* 1,11,761 1,62,065

Total 31,83,992 30,81,719 * Includes Interest Receivable, Loans to Others and

Advance to creditors

46


Notes forming part of the financial statements as at 31st March, 2016

Note : 2.19 Revenue from Operations (Figures in Rs.)

Sl. No. Particulars For the year ended 31st Mar '2016

For the year ended 31st Mar '2015

1 Interest 88,24,638 88,31,464

2 Other Financial Services Sale of Shares 95,89,080 2,84,34,258 Dividend Income 1,52,500 Profit on sale of investment 30,76,600 7,43,962 Profit/(Loss) on Future & Options (25,00,693) (1,72,99,838) Total 1,89,89,625 2,08,62,346

Note : 2.20 Other Income (Figures in Rs.)

Sl. No. Particulars For the year ended 31st Mar '2016


1 Liabilities writen back - - 1 Interest on Income Tax Refund 54,788 82,887

Total 54,788 82,887

Note : 2.21 Change in Inventories of Stock-in-Trade (Figures in Rs.)

Sl. No.

Particulars For the year ended 31st Mar '2016


1 Opening Stock 11,34,49,637 9,32,40,900 2 Closing Stock 11,30,25,938 11,34,49,637 Total 4,23,700 -2,02,08,736

Note : 2.22 Employment Benefit Expenses (Figures in Rs.)

Sl. No.



1 Salaries & Allowances 4,32,000 1,20,000 Total 4,32,000 1,20,000

Note : 2.23 Finance Costs (Figures in Rs.)

Sl. No.



1 Interest 42,84,174 29,72,192

Total 42,84,174 29,72,192

47

Note : 2.24 Other Administrative Expenses (Figures in Rs.)

Sl. No.



1 Rent 7,776 7,776

2 Annual Custodial Fees 86,129 56,180

3 Miscellaneous Expenditure 1,74,117 82,436

Total 2,68,022 1,46,392

Payments to the auditors comprises (Figures in Rs.)

Sl. No..



1 For Statutory Audit 11,000 11,236

2 For Tax Audit 4,500 4,494

Total 15,500 15,730

Note : 2.25 Provisions (Figures in Rs.)

Sl. No.



1 Provisions Against Standard Assets 26,954 57,829

Total 26,954 57,829





CA Rahul Bansal

Proprietor _____________________ _________________



Dated : May 24, 2016 00343396 00343685

48

OUTSTANDING LITIGATIONS Except as stated herein, there are no outstanding or pending litigation, suits, civil prosecution, criminal proceedings or tax liabilities against our Company, our Directors, our Promoters and Group Companies and there are no defaults, non-payment of statutory dues, over dues to banks and financial institutions, defaults against bank and financial institutions and there are no outstanding debentures, bonds, fixed deposits or preference shares issued by our Company; no default in creation of full security as per the terms of the issue, no proceedings initiated for economic or other offences (including past cases where penalties may or may not have been awarded and irrespective of whether they are specified under paragraph (I) of Part I of Schedule XIII of the Companies Act, 1956), and no disciplinary action has been taken by SEBI or any stock exchanges against our Promoters, our Directors or Group Companies.

I. CASES FILED BY OUR COMPANY

Civil Cases

There are no civil proceedings filed by our Company. Criminal Cases

There are no criminal proceedings filed by our Company.

II. Outstanding litigations of involving the Promoters/ Promoter Companies/ directors of Promoter Companies and Group Companies:

(A) All pending litigations in which the Promoters/ Promoter Companies/ directors of Promoter Companies are involved NIL

(B) All pending litigations in which the Group Companies/ directors of Group Companies are involved. NIL

(C) List of all defaults to the financial institutions or banks by Promoters/ Promoter Companies/ directors of Promoter Companies. NIL

(D) List of all defaults to the financial institutions or banks by Group Companies/ directors of Group Companies. NIL

(E) List of all non-payment of statutory dues by Promoters/ Promoter Companies/ directors of Promoter Companies. NIL

(F) List of all non-payment of statutory dues by Group Companies/ directors of Group Companies. NIL

(G) List of all dues towards instrument holders such as debt instrument holders, fixed deposits and arrears on cumulative preference shares by Promoters/ Promoter Companies/ directors of Promoter Companies. NIL

(H) List of all dues towards instrument holders such as debt instrument holders, fixed deposits and arrears on cumulative preference shares by Group Companies/ directors of Group Companies. NIL

49

(I) List of proceedings initiated for economic offences or civil offences (including the past cases, if found

guilty) by Promoters/ Promoter Companies/ directors of Promoter Companies. NIL

(J) List of proceedings initiated for economic offences or civil offences (including the past cases, if found guilty) by Group Companies/ directors of Group Companies. NIL

(K) List of all disciplinary action taken by SEBI or recognised stock exchanges against the Promoters/ Promoter Companies/ directors of Promoter Companies. NIL

(L) List of all disciplinary action taken by SEBI or recognised stock exchanges against the Group

Companies/ directors of Group Companies. NIL

(M) List of cases of pending litigations, defaults, etc. in respect of group companies with which the

Promoters/ Promoter Companies/ directors of Promoter Companies, were associated in the past but are no longer associated, in case their name(s) continue to be associated with the particular litigation(s). NIL

(N) List of past and present litigations/ defaults/ over dues or labour problems/ closure etc., faced by the Group Companies. NIL

(O) All the litigations against the Promoters/ Promoter Companies/ directors of Promoter Companies

involving violation of statutory regulations. NIL

(P) All the litigations against the Group Companies/ directors of Group Companies involving violation of

statutory regulations. NIL

(Q) All the litigations against the Promoters/ Promoter Companies/ directors of Promoter Companies alleging criminal offence. NIL

(R) All the litigations against the Group Companies/ directors of Group Companies alleging criminal

offence. NIL

(S) List of adverse findings, if any, in respect of the persons/entities connected with our Company/

Promoters/ Promoter Companies/ directors of Promoter Companies/ Group Companies/ directors of Group Companies as regards compliance with the securities laws. NIL

50

OTHER REGULATORY AND STATUTORY DISCLOSURES

Authority for the Direct Listing

The Board of Directors has approved the Listing pursuant to resolution passed at their meeting held on 13th August, 2016.

Prohibition by SEBI or Other Governmental Authorities

Our Company, our Promoter, natural persons in control of the Promoter, Directors, Promoter Group, have not been prohibited from accessing or operating in capital markets or restrained from buying, selling or dealing in securities under any order or direction passed by SEBI or any other regulatory or governmental authority. There has been no regulatory action taken or penalty imposed by any regulator against our Company. The companies, with which our Promoter, Directors or persons in control of our Company are associated as promoter, directors or persons in control have not been prohibited from accessing in capital markets under any order or direction passed by SEBI or any other regulatory or governmental authority. There has been no action taken by SEBI against any entity belonging to the Promoter Group or forming part of Group Companies. There has been no action initiated by SEBI/RBI or any other regulator (both domestic and overseas) against our Promoter or the promoters of our Promoter or any entitles forming part of Group Companies. No action has been taken by SEBI against our Directors or any entity our Directors are involved with as promoters or directors. None of the entities that our Directors are associated with, which are engaged in securities market related business and are registered with SEBI.

Prohibition by RBI

Neither our Company nor our Promoter, relatives of our Promoter, Directors, have been identified as willful defaulters by the RBI or any other governmental authority. There are no violations of securities laws committed by them in the past or are pending against them.

Declaration under the Companies Act

We are in compliance with the provisions of the Companies Act, and nothing in this Information Memorandum is contrary to the provisions of the Companies Act, SCRA, SEBI Act, and the rules and regulations made there under.

51

Listing

The Equity Shares of the Company are listed on Guwahati Stock Exchange Limited (GSE), Now the Equity Shares of the Company shall be admitted for listing on Metropolitan Stock Exchange Limited (MSEI) subject to fulfillment of listing criteria of Secondary listing of MSEI and also subject to such other terms and conditions as may be prescribed by MSEI at the time of the application by the Company seeking listing.

Consents

The written consents of Promoters, Directors, Auditors, Registrar of the Company and Bankers to the Company to act in their respective capacities have been obtained and such consents have not been withdrawn up to the time of delivery of this Information Memorandum with the Stock Exchange. To the best of our knowledge, there are no other consents required for making the listing of the Company on MSEI. However, should the need arise, necessary consents shall be obtained by us.

De-mat Credit

The Company has appointed Niche Technologies Private Limited as its Register and Share Transfer Agent.

General Disclaimer from the Company

The Company accepts no responsibility for statement made otherwise than in the Information Memorandum or any other material issued by or at the instance of the Company and anyone placing reliance on any other source of information would be doing so at his or her own risk. All information shall be made available by the Company to the public and investors at large and no selective or additional information would be available for a section of the investors in any manner.

52

PURPOSE OF LISTING The entire Equity Share Capital of the Company is currently listed in Guwahati Stock Exchange Limited (GSE), getting the Company listed at MSEI will provide the members of the Company, investors and/or traders, the facility to trade in the shares of the company, better liquidity of funds, help in mobilizing savings for economic development as well as protect the investors interest by ensuring full disclosures. Further considering the followings benefits of listing, the Management has got motivated to get the securities of the Company listed on MSEI:- Fund Raising and exit route to investors: Listing provides an opportunity to the Corporate / entrepreneurs to raise capital to fund new projects/undertake expansions/diversifications and for acquisitions. Listing also provides an exit route to private equity investors as well as liquidity to the ESOP-holding employees.

Ready Marketability of Security: Listing brings in liquidity and ready marketability of securities on a continuous basis adding prestige and importance to listed companies.

Ability to raise further capital: An initial listing increases a company's ability to raise further capital through various routes like preferential issue, rights issue, Qualified Institutional Placements and ADRs/GDRs/FCCBs, and in the process attract a wide and varied body of institutional and professional investors.

Supervision and Control of Trading in Securities: The transactions in listed securities are required to be carried uniformly as per the rules and byelaws of the exchange. All transactions in securities are monitored by the regulatory mechanisms of the stock exchange, preventing unfair trade practices. It improves the confidence of small investors and protects them.

Fair Price for the Securities: The prices are publicly arrived at on the basis of demand and supply; the stock exchange quotations are generally reflective of the real value of the security. Thus listing helps generate an independent valuation of the company by the market. Timely Disclosure of Corporate Information: The listing agreement signed with the exchange provides for timely disclosure of information relating to dividend, bonus and right issues, book closure, facilities for transfer, company related information etc by the company. Thus providing more transparency and building investor confidence.

Collateral Value of Securities: Listed securities are acceptable to lenders as collateral for credit facilities. A listed company can also borrow from financial institutions easily as it is rated favorably by lenders of capital; the company can also raise additional funds from the public through the new issue market with a greater degree of assurance.

Benefits to the Public: The data daily culled out by the stock exchange in the form of price quotations and others; provide valuable information to the public which can be used for project and research studies. The stock exchange prices can be an index of the state of the economy. Financial institutions, NRIs, individual investor’s etc. can take wise decisions before making investments.

53

OTHER INFORMATION

MATERIAL CONTRACTS AND DOCUMENTS FOR INSPECTION The copies of the following contracts which have been entered or are to be entered into by our Company (not being contracts entered into in the ordinary course of business carried on by our Company or contracts entered into more than two years before the date of this Information Memorandum) which are or may be deemed material have been attached to the copy of the Information Memorandum delivered to the MSEI for registration. Copies of the above mentioned contracts and also the documents for inspection referred to hereunder, may be inspected at the Registered Office between 10:00 a.m. and 04:00 p.m. on all Working Days. 1. Certificate of Incorporation of the Company 2. Certificate of Commencement of business 3. Memorandum and Articles of Association of the Company as amended from time to time 4. Agreement between NSDL, our Company and the Registrar to the Company. 5. Agreement between CSDL, our Company and the Registrar to the Company. 6. Copy of Board Resolution for approval of Listing Regulation dated 13th August 2016. Any of the contracts or documents mentioned in this Information Memorandum may be amended or modified at any time if so required in the interest of our Company or if required by the other parties, without reference to the shareholders subject to compliance of the provisions contained in the Companies Act and other relevant statutes.

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DECLARATION

We, the Directors, hereby certify and declare that, all relevant provisions of the Companies Act, 2013 and Companies Act, 1956 (to the extent applicable) and the guidelines issued by the Government of India or the regulations/ guidelines issued by Securities and Exchange Board of India, established under Section 3 of the Securities and Exchange Board of India Act, 1992, as the case may be, have been complied with and no statement made in the Information Memorandum is contrary to the provisions of the Companies Act, 2013, applicable sections of Companies Act, 1956, the Securities and Exchange Board of India Act, 1992 or rules made there under or regulations/ guidelines issued, as the case may be. We further certify that all the disclosures and statements made in the Information Memorandum are true and correct.

For Sangrahalaya Timber and Crafts Ltd.

________________________ Tarak Nath Dey (Managing Director) DIN: 00343396

Date- 09.03.2017 Place- Kolkata

stcl im 09.03 -...

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