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Regent Enterprises Ltd
Industry :  Trading
BSE Code
ISIN Demat
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As on: May 26, 2022 03:23 AM


The Members,

Your Directors submitted 27thAnnual Report of Regent Enterprises Limited along with the Audited Financial Statements for the Financial Year ended March 31st, 2021.

1. Financial Result

(Amount in Rs.)

Sr. No Particulars Year Ended March 31, 2021 Year Ended March 31, 2020
I Revenue from operations 5,566,165,986 5,847,459,403
II Other Income 9,25,703 5,899,975
III Total Revenue (I +II) 5,567,091,689 5,853,359,377
IV Expenses:
Purchase of Stock-in-Trade 5,36,31,74,295 5,527,666,238
Changes in inventories of finished goods, work-inprogress and Stock-in-Trade (5,65,92,869) 26,202,099
Employee Benefit Expense 1,88,94,090 14,736,975
Financial Costs 1,16,470 1,745,258
Other Expenses 22,00,20,548 264,121,566
Total Expenses 5,54,66,12,537 5,834,472,136
V Earnings before Interest , Tax depreciation and amortization(EBITDA) (III - IV) 2,04,79,154 18,887,241
VI Depreciation and Amortization expenses 1,64,47,356 15,443,035
Profit before tax and Extra ordinary items (V - VI) 40,31,796 3,444,207
Extraordinary items 21,65,636 (859,096)
VII Profit/(loss before Tax) (EBT) 18,66,160 4,303,303
VIII Tax expense:
(1) Current tax 87,71,220 2,500,000
(2) Deferred tax (20,62,332) (275,465)
(3) MAT Credit - -
(4) Earlier Year Adjustment 0 (519,838)
IX Profit(Loss) after Tax (VN-VMI)(PAT) (48,42,728) 2,598,606
X Other Comprehensive Income



(i ) Item that will not be reclassified to profit or loss (9,329,820)
(ii) Item that will be reclassified to profit or loss
XI Total Comprehensive Income for the Period ( IX+X) (48,42,728) (6,731,214)

2. Dividend

The Company has suffered loss of Rs. (48, 42,728) during the financial year 2020-21, therefore with a view to conserve resources; your Directors have thought it prudent not to recommend any dividend for the financial year under review.

3. Company's Performance

During the year, revenue from operations for the Financial Year 2020-21is Rs. 556,61,65,986whichis lessas compared to thelast year that was Rs. 5,847,459,403.

Earning before Taxis amounted to Rs.18, 66,160as comparedto Earnings before Tax was amounted to Rs4, 303,303 in the year 2019-20.

Profit after Tax (PAT) for the year 2020-21is Rs.(48,42,728)which is losswhereas it was profit of Rs. 2,598,606/ for the year 2019-20.

4. Deposit

TheCompany has not accepted any deposits from the open public and members as per the prohibition under Section 73 of the Companies Act, 2013.

5. Transfer to Reserve

(a) General Reserve:

During the Financial Year ended 31st March 2021the General Reserves of the Company is reduced by Rs.6,84,603/- and it comes to Rs.172,24,041/-.

(b) Retained Earnings:

During the Financial year ended 31st March, 2021, the amount of retained earnings is reduced by Rs.4,842,728/- due to adjustment of loss during the previous financial year.

6. Material changes and commitment, if any, affecting the financial position of the Company occurred between the end of financial year to which these financial statements relate and the date of the report

No material changes and commitments affecting theposition of the Company occurred between the ends of the financial year to which this financial statement relates on the date of the report.

7. Details of significant and material orders passed by the Regulators or Courts or Tribunals impacting the going concern status and Company's operation in Future.

There are no significant and material orders passed by the Regulators/Courts that would impact the going concern status of the Company and its future operations.

8. Details of Subsidiary/Joint Ventures/Associates Companies

The company has no subsidiary/Joint Ventures/ Associates Companies.

9. The state of the Company's Affairs

i) Further Issue of Capital:-

There is no change in the authorized, issued and paid-up capital of the Company during the financial year 2020-2021.

ii) Change in accounting year:-

There is no change in the accounting year.

iii) Manpower training and executive development programs:-

There were no such activities taken place during the year 2020-2021.

10. Management's Discussion and Analysis Report

Management's Discussion and Analysis Report for the year under review, as stipulated under Regulation 34 of SEBI(Listing Obligations and Disclosure Requirements) Regulations, 2015, is presented in a separate Section forms part of the Annual Report as (Annexure- I) to the Director's report.

11. Auditors and Auditor's Report Statutory Auditors

M/s Pipara & Co. LLP, Chartered Accountants (FRN: 107929W/W100219), wasappointed as Statutory Auditor of the Company by the Board of Director which was later approved by the Members in the 26th Annual General Meeting of the Company.

M/s Pipara & Co. LLP, Chartered Accountants (FRN: 107929W/W100219),have been recommended by the Board for the Appointment for the Next Term as well.

M/s Pipara & Co. LLP, Chartered Accountants (FRN: 107929W/W100219),have confirmed that they are not disqualified from continuing as Auditors of the Company.

The notes on accounts referred to in the Auditor's Report are self-explanatory and there are no qualifications,reservations or adverse remarks in the Report and therefore do not need any further comment.

Secretarial Auditor and Secretarial Audit Report

The Board has appointed M/s Sharma Vijay & Associates, Practicing Company Secretaries(C.O.P :19035), to carry out Secretarial Audit under the provisions of Section 204 of the Companies Act, 2013, for the financial year ended 2020-21.

The report of Secretarial Auditor is annexed to this report as Annexure V.

Explanation or comments on Secretarial Audit Report

The Following clarifications are made by Board with regard to comments made by Secretarial Auditor.

A. Comment:Intimation for Resignation by Statutory Auditor was given late: Resignation was made on 14/07/2020 but intimation was given as on 29/07/2020 to the Stock Exchange.

Clarification: The intimation was delayed due to Lockdown in the country due to COVID 19 conditions prevailing in whole of India.

12. Directors' Responsibility Statement

Pursuant to Section 134(5) of the Companies Act, 2013, the Board of Directors, to the best of their knowledge and ability, confirm that:

> in the preparation of the annual accounts, the applicable accounting standards have been followed and there are no material departures;

> we have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year March 2020, and of the profit of the Company for that period;

> we have taken proper and sufficient care for the 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 fraud and other irregularities;

> we have prepared the annual accounts on a going concern basis;

> we have laid down internal financial controls to be followed by the Company and such internal financial controls are adequate and operating effectively;

> We have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

Based on the framework of internal financial controls and compliance systems established and maintained by the Company, work performed by the internal, statutory and secretarial auditors and external consultants and the reviews performed by management and the relevant Board committees, including the audit committee, the Board is of the opinion that the Company's internal financial controls were adequate and effective during the financial year 2020-21.

13. Directors and Key Managerial Personnel

During the year following changes have occurred in directors and Key Managerial Personnel.

1. Mr. Ameet M Ganatra was appointed as Chief Financial Officer of the company w.e.f 01/07/2020.

In accordance with the provisions of Section 152 of the Companies Act, 2013 and in terms of the Articles of Association of the Company Mr. Vikas Kumar is liable to retire by rotation and being eligible, seeks re-appointment at the ensuing Annual General Meeting. The Board of Directors recommends his re-appointment. Mr. Vikas Kumar is not disqualified under Section 164(2) of the Companies Act, 2013.

Brief resume of the Director proposed to be reappointed, nature of his experience in specific functions and area and number of public companies in which he holds membership/ chairmanship of Board and Committees, Shareholdings and inter-se relationships with other directors as stipulated under Regulation 36(3) of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 are provided in the Annexure to the Notice of AGM' forming part of the Annual Report.

14. Number of Board Meetings

13 meetings of the Board were held during the Financial Year 2020-2021. For details of the meetings of the Board, please refer to the Corporate Governance Report (Annexure-II), which forms part of the report.

15. Boardof Evaluation

The Board of Directors has carried out an annual evaluation of its own performance, Board committees and individual Directors pursuant to the provisions of the Act and the corporate governance requirements as prescribed by Securities and Exchange Board of India ("SEBI") under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

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

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

In a separate meeting of independent Directors, performance of non-independent Directors, performance of the Board as a whole was evaluated, taking into account the views of executive Directors and non-executive Directors. The same was discussed in the Board meeting that followed the meeting of the independent Directors, at which the performance of the Board, its committees and individual Directors was also discussed.

16. Independent Director's Meeting

Performance evaluation of every Director was done by Independent Directors in their Meeting held on March 12, 2021.

17. Internal financial control system and their adequacy

The details in respect of internal financial control and their adequacy are included in the Management Discussion & AnalysisReport (Annexure-I), which forms part of this report.The Company regularly gets its accounts audited from internal auditor.

18. Corporate Governance Report:

Your Company has been complying with the conditions of Corporate Governance as stipulated in SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. A separate report on Corporate Governance along with Auditors' Certificate on compliance with the Corporate Governance norms and stipulated in SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, forming part of this report is annexed herewith (Annexure-II).

19. Web link of Annual Return

Pursuant to Section 92(3) of the Companies Act, 2013 and Rule 12(1) of the Companies (Management andAdministration) Rules, 2014, as amended, the Annual Return of the Company for the financial year 2020-21 isplaced on the website of the Company and may be accessed on the Company's website at the link:

Link of the Website http://regententerprises.in/ investors-relations/

20. Compliance of Secretarial Standards

The Company has complied with all the applicable Secretarial Standards issued by the Institute of CompanySecretaries of India on Meetings of Board of Directors and General Meetings.

21. Particulars of Employees

Disclosures pertaining to remuneration and other details as required under Section 197(12) of the Companies Act, 2013, read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are provided in (Annexure III) to this Report.

22. Particulars of loan, guarantee and investments

The particular of loans, guarantees and investments have been disclosed in the financial statements.

23. Transactions with related parties

None of the material transactions pursuant to Section 188 of the Companies Act, 2013, was taken place during the financial year ended on March 31st, 2021.

The Policy on materiality of related party transactions and dealing with related party transactions as approved by the Board has been uploaded on the website of the Company at http://www. regententerprises.in under investors/Related Party Transaction Policy link.

24. Vigil Mechanism/ Whistle Blower Policy

In pursuant to the provisions of Section 177(9) & (10) of the Companies Act, 2013 and regulation 22 of SEBI (Listing Obligations and Disclosure Requirements)Regulations, 2015, a Vigil Mechanism for Directors and employees to report genuine concerns has been established. The Vigil Mechanism Policy has been uploaded on the website of the Company at http://www.regententerprises.in

25. Conservation Of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo:

The details of conservation of energy, technology absorption etc. as required to be given under Section 134(3) (m) of the Companies Act, 2013, are disclosed in Annexure-VI.

The foreign exchange earnings on account of the operation of the Company during the financial year 2020-2021are disclosed in Annexure-VI.

26. Corporate Social Responsibility

The Company has spent Rs. 2,11,000 in the Financial Year 2020-2021 for the Corporate Social Responsibilityas required under the Companies Act, 2013. A brief outline of Company's CSR Policy of the company is disclosed in Annexure-VII.

27. Declaration of Independent Directors

The following Directors are independent in terms of Section 149(6) of the Act and the Listing Regulations:

S. Name of No Independent Director Date of Appointment/ Reappointmet
1. Veenu Jain 01-04-2019 (Reappointment Date)
2. Neeraj Singh 15/07/2017 (Appointment Date)

The Company has received declarations from all the Independent Directors of the Company confirming that they meet the criteria of independence as prescribed both under the Act and Regulation 16 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

28. Familiarisation Programme and Training Of Independent Directors

The detail of programmes conducted during the year 2020-21 for familiarization of Independent Directorswith the Company, their roles, rights, responsibilities in the Company, nature of the industry in which theCompany operates, business model of the Company and related matters.

29. Company's Policy Relating to Directors Appointment, Payment of Remuneration and Discharge of their Duties.

The Company's policy relating to appointment of Directors, payment of Managerial Remuneration, Directors qualification, positive attributes, independence of Directors and other related matters as provided under Section 178(3) of the Companies Act, 2013, is furnished in the Annexure, which forms part of this report (Annexure-V fAI).

Policy for selection of Directors, determining Directors' Independence, Remuneration Policy for Directors and Key Managerial Personnel is annexed as (Annexure-V IBI).

30. Prevention of Sexual Harassment at Workplace

As per the requirement of The Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013 and rules made there under, your Company has constituted Internal Complaints Committee (ICC) which is responsible for Redressal of complaints related to sexual harassment.

Your Directors declared and confirm that, during the year under review, there is no case filed under Sexual Harassment of Women at workplace (Prevention, Prohibition & Redressal ) Act, 2013.


The Directors would like to express their sincere appreciation for the assistance and co-operation received from the Banks, Government Authorities, Customers, and Shareholders during the year.

The Directors also wish to take on record their deep sense of appreciation for the committed services of the employees at all levels, which has made our Company successful in the business.

By order of the Board
For Regent Enterprises Limited
Sachin Jain Vikas Kumar
Director Whole Time Director
DIN:07865427 DIN:05308192
Date : 10th June, 2021
Place : Delhi
Registered Office:
E-205 (LGF), Greater Kailash-II,
New Delhi-110048