LKP Securities Analysis Report
LKP Securities Analysis Report
LKP Securities Analysis Report
To,
Dept. of Corporate Services (CRD)
BSE Limited
Phiroze Jeejeebhoy Towers,
Dalal Street,
Mumbai - 400 001
Sub: Regulation 34 – Submission of Notice of the Twenty-Eighth Annual General Meeting and Annual
Report for the year ended March 31, 2022
Pursuant to the requirements of Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, please find enclosed the Annual Report of the Company for the financial year 2021-22
(“Annual Report”) along with the Notice of the Twenty-Eighth Annual General Meeting (“Notice”) of the Company
to be held on Monday, June 20, 2022 at 11:30 A.M. (IST) through Video Conference / Other Audio Visual
Means.
In accordance with Ministry of Corporate Affairs circular dated April 8, 2020, April 13, 2020, May 5, 2020,
January 13, 2021 and December 14, 2021 and SEBI circular dated May 12, 2020, January 15, 2021 and May 13,
2022, the Annual Report along with the Notice is sent through electronic mode to the Members of the Company.
Further the aforesaid Annual Report along with Notice has also been uploaded on the website of the Company at
www.lkpsec.com.
Thanking you,
Yours faithfully,
For LKP Securities Limited
AKSHATA
Digitally signed by AKSHATA MADHUKAR VENGURLEKAR
DN: c=IN, st=Maharashtra,
2.5.4.20=36abcc02a249257e17fa02edc15b9cdf80fb4be59347ac
8471a82e5a1362a4c8, postalCode=400104, street=A701,
MADHUKAR
BUILDING NO. 14, MILLENNIUM CHS., SHASTRI NAGAR,
GOREGAON WEST, MUMBAI - 400104,
serialNumber=3386ccdfec234f7e355b8cec4161ebb9b71c2faa66
4e53bb930cbb8d6051a2a2, o=Personal, cn=AKSHATA
Akshata Vengurlekar
Company Secretary
Contact No.: 84249 16961
Encl.: As above
Board of Directors
Mr. Pratik M. Doshi Managing Director (Chairman of the Board)
Company Secretary
Ms. Akshata Vengurlekar
Auditors:
MGB & Co. LLP
Peninsula Park, Tower B, 19th floor
Lower Parel, Mumbai 400 013
Registered office:
203 Embassy Centre,
Nariman Point, Mumbai 400 021
Tel No.: +91 22 4002 4712 / 85 / 86
Fax No.: +91 2287 4787
E-mail: [email protected];
Website: www.lkpsec.com
1
LKP SECURITIES LIMITED
2
LKP SECURITIES LIMITED
recommendation of the Nomination and Remuneration Committee and the Board of Directors, Mr. Sajid Mohamed (DIN:
06878433), Non-Executive Independent Director of the Company who has submitted a declaration that he meets the
criteria for independence and who is eligible for re-appointment and in respect of whom Notice has been received from a
Member under Section 160 of the Act proposing his re-appointment as Director, be and is hereby re-appointed as a Non-
Executive Independent Director of the Company to hold office for a second term with effect from September 27, 2022 to
September 26, 2027.
RESOLVED FURTHER THAT anyone of the Directors or the Company Secretary of the Company be and is hereby
authorised to do all such acts, matters, deeds and things as may be necessary, expedient or desirable to give effect to the
above resolution including filing of necessary forms / returns with the Registrar of Companies / Ministry of Corporate Affairs
and other regulatory authorities from time to time.”
7. Approval for variation/modification/amendment of the terms of LKP Securities Limited Employee Stock Options
Scheme 2017.
To consider, and if thought fit, to pass the following resolution as a Special Resolution:
“RESOLVED THAT pursuant to the provisions of Section 62(1)(b) and all other applicable provisions, if any, of the
Companies Act, 2013 (“the Act”) read with Rules framed there under (including any statutory modification(s) or re-
enactment(s) thereof for the time being in force), the Memorandum and Articles of Association of the Company, Securities
and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014 as amended from time to time (“SEBI
SBEB Regulations”) and subject to such other approvals, permissions and sanctions as may be necessary and subject
to such conditions and modifications as may be prescribed or imposed while granting such approvals, permissions and
sanctions, which may be accepted by the Board of Directors of the Company (hereinafter referred to as the “the Board”
which term shall be deemed to include any Committee, including the Nomination and Remuneration Committee which
the Board has constituted to exercise its powers, including the powers, conferred by this resolution), the consent of the
Members be and is hereby accorded to substitute the existing clause and carrying out the following variations/modifications/
amendments to LKP Securities Limited Employee Stock Options Scheme 2017 (“LKP ESOP 2017”):
Clause 11 - ON EXERCISE PRICE
11.1 - Exercise on Discounted Value
11.1.1 - The Exercise Price would be decided at the Nomination and Remuneration Committee’s sole discretion. Such
exercise price will be intimated to the eligible employees at the time of grant of options to them.
RESOLVED FURTHER THAT all the other terms of LKP ESOP 2017 shall remain unchanged;
RESOLVED FURTHER THAT the Board / Committee be and is hereby authorized at any time to further modify, change,
vary, alter, amend, suspend or terminate LKP ESOP 2017 subject to the compliance with the applicable laws and regulations
and to do all such acts, deeds, matters and things as may at its absolute discretion deem fit, for such purpose and also to
settle any issues, questions, difficulties or doubts that may arise in this regard without being required to seek any further
consent or approval of the Members and further to execute all such documents, writings and to give such directions
and / or instructions as may be necessary or expedient to give effect to such modification, change, variation, alteration,
amendment, suspension or termination of LKP ESOP 2017 and do all other things incidental and ancillary thereof;
RESOLVED FURTHER THAT the Board be and is hereby authorized to do all such acts, deeds, and things, which are
required to give effect to the aforesaid resolution, at its absolute discretion, as may deem necessary, with the SEBI/Stock
Exchange or any other regulatory authority and to settle all such questions or difficulties whatsoever which may arise and
take all such steps and decisions in this regard.”
8. To consider and approve the Issue, Offer and Allotment of Convertible Warrants (“Warrants”) on Preferential
Basis
To consider and if deemed fit, to give assent or dissent to the following resolution as a Special Resolution:
“RESOLVED THAT in accordance with the provisions of Sections 23(1)(b), 42 and 62(1)(c) and other applicable
provisions, if any, of the Companies Act, 2013 (“the Act”) and the rules made there under, including amendments thereof,
read with Companies (Prospectus and Allotment of Securities) Rules, 2014 and the Companies (Share Capital and
Debentures) Rules, 2014 (including any statutory modification thereto or re-enactment thereof for the time being in force),
The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 (“SEBI
ICDR Regulations”), the Securities and Exchange Board of India (Listing Obligation and Disclosure Requirements)
Regulations, 2015 (“SEBI Listing Regulations”) as amended from time to time and the Rules/ Regulations/ Guidelines, if
any, prescribed by Securities and Exchange Board of India, and in terms of the provisions of the Memorandum and Articles
of Association of the Company and subject to the approval of BSE Limited (“BSE”) and other authorities, if any, and subject
to consents, permissions and sanctions of all concerned authorities, if any, to the extent required and subject to conditions
and modifications as prescribed or imposed while according such consents, which may be considered appropriate by
the Board of Directors of the Company (“Board”) and/ or duly authorized committee thereof in its absolute direction, the
3
LKP SECURITIES LIMITED
consent of the members of the Company be and is hereby accorded to the Board of Directors of the Company to create,
offer, issue and/or allot, on preferential basis to the proposed allottees as stated in the explanatory statement hereto, upto
59,88,023 (Fifty Nine Lakhs Eighty Eight Thousand and Twenty Three) Warrants convertible into one equity share each of
face value of Rs. 2/- (Rupees Two Only) each, at an issue price of ͅRs. 16.70/- (Rupees Sixteen and Seventy Paise Only)
per equity share [inclusive of a premium of Rs. 14.70/- (Rupees Fourteen and Seventy Paise Only)] at the option of the
warrant holder within a period of 18 (Eighteen) months from the date of allotment to the proposed allotees as given in the
table below on such term and conditions as may be decided by the Board including the terms of issues and to accept any
modifications as SEBI, Stock Exchange or such other appropriate authorities may impose at the time of approvals and as
agreed to by the Board without being required to seek any further consent or approval of the Members of the Company .
Sr. No Name and Category of the proposed allottee Maximum number of Warrants
1 LKP Finance Limited - Promoter Group 29,94,011
2 Bhavana Holdings Private Limited - Promoter Group 11,97,605
3 Mahendra V. Doshi - Promoter 17,96,407
Total 59,88,023
RESOLVED FURTHER THAT in accordance with Regulation 161(a) of the SEBI ICDR Regulations, the ‘relevant date’ for
the purpose of determination of the price for the preferential allotment of Warrants be and is hereby fixed as Friday, May
20, 2022 being 30 days prior to the date of Annual General Meeting i.e Monday, June 20, 2022.
RESOLVED FURTHER THAT in accordance with Regulation 169(2) of the SEBI ICDR Regulations, the Warrant Holders
shall pay an amount equivalent to at least 25% of the price fixed per Warrant on or before the allotment of the Warrants.
The Warrant exercise price equivalent to the 75% of the issue price of Warrants shall be payable by the warrant holders
at the time of exercising conversion of Warrants;
RESOLVED FURTHER THAT allotment of Warrants be governed by applicable provisions of Regulations and Laws and
subject to terms and conditions mentioned in the explanatory statement attached hereto.
RESOLVED FURTHER THAT without prejudice to the generality of the above resolution, the issue of the Warrants under
the Preferential Allotment shall be subject to the following terms and conditions apart from others as prescribed under
applicable laws:
a) Each Warrants shall be converted into one fully paid-up Equity Shares of Rs.2/- each of the Company.
b) The Warrants shall be allotted by the Company within a period of 15 (Fifteen) days from the date of passing of the
special resolution by the Members, provided that where the allotment of Warrants is subject to receipt of any approval
or permission from any regulatory authority or Government of India, the allotment shall be completed within a period
of 15 (Fifteen) days from the date of receipt of last of such approvals or permissions.
c) The option to convert the Warrants into equity shares may be exercised by the Warrant Holders at any time before the
expiry of 18 (Eighteen) months from the date of allotment of the Warrants (“Tenure”) as specified in the provisions of
Chapter V of the SEBI ICDR Regulations.
d) In the event the Warrant Holders do not exercise the option for conversion of the Warrants within 18 (Eighteen)
months from the date of allotment of the Warrants, the option shall lapse and the amount paid on such Warrants shall
stand forfeited by the Company;
e) The Warrant Holders shall be entitled to exercise the option of exercising any or all of the Warrants in one or more
tranches by way of a written notice to the Company, specifying the number of Warrants proposed to be exercised
along with the aggregate amount thereon, without any further approval from the Shareholders of the Company prior
to or at the time of conversion. The Company shall accordingly, issue and allot the corresponding number of Equity
Shares to the Warrant holders;
f) The price determined above shall be subject to appropriate adjustments as permitted under the rules, regulations and
laws, as applicable from time to time.
g) Upon exercise of the conversion option by the Warrant Holders, the Company shall issue and allot appropriate number
of Equity Shares and perform such actions as are required to credit the Equity Shares to the depository account of
Warrant Holders and entering the name of Warrant Holders in the records of the Company as the registered owner of
such Equity Shares;
The Equity Shares to be so allotted on exercise of the conversion option shall be in dematerialized form and shall
be fully paid up and rank pari-passu with the existing Equity Shares of the Company in all respects (including with
respect to dividend and voting rights) from the date of allotment thereof, and be subject to the requirements of all
applicable laws and shall be subject to the provisions of the Memorandum of Association and Articles of Association
of the Company.
4
LKP SECURITIES LIMITED
h) Subject to the provisions of Chapter V of the ICDR Regulations, the Warrants and Equity Shares allotted on exercise
of such conversion option will be transferable within the Promoters and persons forming part of Promoter Group;
i) The Equity Shares arising from the exercise of the conversion option will be listed on the Stock Exchanges subject to
the receipt of necessary regulatory permissions and approvals as the case may be and shall inter alia be governed by
the regulations and guidelines issued by the SEBI or any other statutory authority;
j) The option to convert the Warrants shall be exercised in a manner that is in compliance with the minimum public
shareholding norms prescribed for the Company under the SEBI Listing Regulations and the Securities Contract
(Regulation) Rules, 1957;
k) The Warrants by itself, until exercise of conversion option and Equity Shares allotted, does not give to the Warrant
holders thereof any rights with respect to that of a shareholder(s) of the Company; and
RESOLVED FURTHER THAT pursuant to the provisions of the Act, the names of the allottees be recorded for the issue of
invitation to subscribe to the Warrants and a private placement offer letter in Form No. PAS-4 together with an application
form be issued to the allottees inviting them to subscribe to the Warrants.
RESOLVED FURTHER THAT the monies received by the Company from the Investors for application of the Warrants
pursuant to this preferential issue shall be kept by the Company in a separate bank account.
RESOLVED FURTHER THAT for the purpose of giving effect to this resolution, the Board be and is hereby authorized
to do all such acts, deeds matters and things as may in its absolute direction deem necessary, desirable and expedient
for such purpose, including without limitation, to issue and allot Warrants, issue clarifications, effecting any modifications
or changes to the forgoing (including modification to the terms of the issue), entering into contracts, arrangements,
agreements documents (including for appointment of agencies, intermediaries and advisors for the issue), in connection
therewith and incidental thereto as the Board in its absolute discretion deem fit without being required to seek any approval
of the members of the Company and to settle all questions, difficulties or doubts that may arise in regard to the offer, issue
allotment of Warrants and utilization proceeds of the Warrants, take all other steps which may be incidental, consequential,
relevant or ancillary in this connection and that the decisions of the Board shall be final, binding and conclusive in all
respects.
RESOLVED FURTHER THAT the Board be and is hereby authorized to delegate all or any of the powers herein conferred
by above resolutions to any Director or to any Committee of Directors or any other executive(s)/ officer(s) of the Company
or any other person as the Board at its discretion deem appropriate, to do all such acts, deeds, matters and things as also
to execute such documents, writings, etc. as may be necessary to give effect to the aforesaid resolution.”
NOTES:
1. A statement pursuant to Section 102(1) of the Companies Act, 2013 (‘the Act’) relating to certain ordinary business and
the special businesses to be transacted at the Twenty-Eight AGM is annexed hereto. All documents referred to in the
accompanying Notice and the Explanatory Statement along with the Register of Directors and Key Managerial Personnel
and their shareholding, and the Register of Contracts or Arrangements in which the Directors are interested, maintained
under the Act shall be available for inspection electronically.
2. Pursuant to Regulation 36 (3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘SEBI
Listing Regulation’) and Secretarial Standards on General Meeting (‘SS-2’), the required details of the Director proposed
to be re-appointed and the terms of proposed remuneration of the Directors are given in the Annexure-I forming part of the
Notice. Members seeking to inspect such documents can send an email to [email protected].
3. In view of the continuing COVID-19 pandemic, social distancing norms to be followed and pursuant to General Circular No.
14/2020 dated April 8, 2020 read with General Circular No. 17/2020 dated April 13, 2020 read with General Circular No.
39/2020 dated December 31, 2020 (collectively referred to as “MCA Circulars”) and Circular No. SEBI/HO/CFD/CMD1/
CIR/P/2020/79 dated May 12, 2020 read with Circular No. SEBI/HO/CFD/ CMD2/CIR/P/2021/11 dated January 15, 2021
issued by the Securities and Exchange Board of India (collectively referred to as “SEBI Circulars”) and in compliance with
the provisions of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015 permitted holding of Annual General Meeting (“AGM”) through Video Conferencing (VC) or Other Audio Visual
Means (OAVM) without physical presence of members at a common venue. In compliance with the provisions of the
Companies Act, 2013 (“Act”), SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing
Regulations”) and MCA Circulars, the AGM of the Company is being held through VC / OAVM. Hence, Members can
attend and participate in the ensuing AGM through VC/OAVM. In compliance with the provisions of the Act read with MCA
Circulars and SEBI Listing Regulations, the AGM of the Company will be held through VC/OAVM. The deemed venue for
the Twenty-Eight AGM shall be the Registered Office of the Company i.e. 203, Embassy Centre, Nariman Point, Mumbai
400 021.
5
LKP SECURITIES LIMITED
4. Pursuant to the provisions of Section 108 of the Act read with Rule 20 of the Companies (Management and Administration)
Rules, 2014 (as amended) and Regulation 44 of SEBI (Listing Obligations & Disclosure Requirements) Regulations 2015
(as amended), and MCA Circulars dated April 08, 2020, April 13, 2020 and May 05, 2020 the Company is providing facility
of remote e-voting to its Members in respect of the business to be transacted at the AGM. For this purpose, the Company
has entered into an agreement with Central Depository Services (India) Limited (CDSL) for facilitating voting through
electronic means, as the authorized e-Voting’s agency. The facility of casting votes by a member using remote e-voting as
well as the e-voting system on the date of the AGM will be provided by CDSL.
5. The Members can join the AGM in the VC/OAVM mode 30 minutes before the scheduled time of the commencement of
the Meeting by following the procedure mentioned in the Notice. The facility of participation at the AGM through VC/OAVM
will be made available to atleast 1000 members on first come first served basis. This will not include large Shareholders
(Shareholders holding 2% or more shareholding), Promoters, Institutional Investors, Directors, Key Managerial Personnel,
the Chairpersons of the Audit Committee, Nomination and Remuneration Committee and Stakeholders Relationship
Committee, Auditors etc. who are allowed to attend the AGM without restriction on account of first come first served basis.
6. Members attending the AGM through VC/OAVM will be counted for the purpose of reckoning the quorum under Section
103 of the Companies Act, 2013.
7. Pursuant to the provisions of the Act, a Member is entitled to attend and vote at the AGM is entitled to appoint proxy to
attend and vote on his/her behalf and the proxy need not be a member of the Company. Since, this AGM is being held
through VC/OAVM, the physical attendance has been dispensed with. Accordingly, the facility for appointment of proxies
by the members to attend and cast vote is not available for this AGM and hence the Proxy Form and Attendance Slip
are not annexed to this notice. However, in pursuance of Section 112 and Section 113 of the Companies Act, 2013,
representatives of the members such as the President of India or the Governor of a State or body corporate can attend the
AGM through VC/OAVM and cast their votes through e-voting.
8. In line with the MCA Circulars the Notice calling the AGM along with Annual Report 2021-22 is being sent only through
electronic mode to those members whose e-mail address is registered with the Company or the Depository Participant(s).
Members may note that the Notice of AGM along with Annual Report has also been uploaded on the website of the
Company at www.lkpsec.com, websites of BSE Limited at www.bseindia.com. The AGM Notice is also disseminated on
the website of CDSL (agency for providing the Remote e-voting facility and e-voting system during the AGM) at www.
evotingindia.com. Members (Physical / Demat) who have not registered their email addresses with the company can
get the same registered with the company by requesting to our Registrar and Share Transfer Agent i.e. Adroit Corporate
Services Private Limited (‘RTA’) at [email protected] and to the Company at [email protected].
9. Institutional/Corporate Shareholders (i.e. other than individuals/HUF, NRI, etc.) are required to send a scanned copy (PDF/
JPG Format) of its Board or governing body Resolution/Authorization etc., authorizing its representative to attend the e-AGM
on its behalf and to vote through remote e-voting. The said Resolution/Authorization shall be sent to the Scrutinizer by email
through its registered email address to [email protected] or with a copy marked to www.evotingindia.com.
10. Notice is also given under Section 91 of the Act read with Regulation 42 of the SEBI Listing Regulations that the Register
of Members and the Share Transfer Book of the Company will remain closed from Tuesday, June 14, 2022 to Monday,
June 20, 2022 (both days inclusive).
11. The information and instructions for shareholders for remote e-voting are as under:
I. Pursuant to Section 108 of the Act, Rule 20 of the Companies (Management and Administration) Rules, 2014, as
amended and Regulation 44 of SEBI Listing Regulations, the Company is pleased to provide the facility to Members
to exercise their right to vote on the resolutions proposed to be passed at AGM by electronic means.
II. The Company has engaged the services of Central Depository Services (India) Limited (CDSL) to provide e-voting
facility.
III. Voting rights shall be reckoned on the paid-up value of shares registered in the name of the member/ beneficial owner
(in case of electronic shareholding) as on the cut-off date, i.e., Monday, June 13, 2022. A person who is not a member
as on the cut-off date should treat this Notice for information purposes only.
IV. A person, whose name is recorded in the register of members or in the register of beneficial owners maintained by
the depositories as on the cut-off date, i.e. Monday, June 13, 2022 only shall be entitled to avail the facility of e-voting/
Poll on Demand.
12. Information and other instructions relating to e-voting are as under::
(i) The voting period begins on Thursday, June 16, 2022 at 09:00 A.M. and ends on Sunday, June 19, 2022 at 05:00 P.M.
During this period shareholders’ of the Company, holding shares either in physical form or in dematerialized form, as
on the cut-off date (record date) of Monday, June 13, 2022 may cast their vote electronically. The e-voting module
shall be disabled by CDSL for voting thereafter.
6
LKP SECURITIES LIMITED
(ii) Pursuant to SEBI Circular No. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated December 9, 2020, under Regulation 44 of
SEBI Listing Regulations, listed entities are required to provide remote e-voting facility to its shareholders, in respect
of all shareholders’ resolutions. However, it has been observed that the participation by the public non-institutional
shareholders/retail shareholders is at a negligible level.
Currently, there are multiple e-voting service providers (ESPs) providing e-voting facility to listed entities in India. This
necessitates registration on various ESPs and maintenance of multiple user IDs and passwords by the shareholders.
In order to increase the efficiency of the voting process, pursuant to a public consultation, it has been decided to
enable e-voting to all the demat account holders, by way of a single login credential, through their demat accounts/
websites of Depositories/ Depository Participants. Demat account holders would be able to cast their vote without
having to register again with the ESPs, thereby, not only facilitating seamless authentication but also enhancing ease
and convenience of participating in e-voting process.
(iii) In terms of SEBI circular no. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated December 9, 2020 on e-Voting facility
provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through
their demat account maintained with Depositories and Depository Participants. Shareholders are advised to update
their mobile number and email Id in their demat accounts in order to access e-Voting facility.
Pursuant to abovesaid SEBI Circular, Login method for e-Voting and joining virtual meetings for Individual shareholders
holding securities in Demat mode is given below:
Type of Login Method
shareholders
1) Users of who have opted for CDSL’s Easi / Easiest facility, can login through their existing
Individual user id and password. Option will be made available to reach e-Voting page without
Shareholders any further authentication. The URLs for users to login to Easi / Easiest are https://web.
holding securities cdslindia.com/myeasi/home/login or www.cdslindia.com and click on Login icon and select
in Demat mode New System Myeasi.
with CDSL 2) After successful login the Easi / Easiest user will be able to see the e-Voting Menu. On
clicking the e-voting menu, the user will be able to see his/her holdings along with links of
the respective e-Voting service provider i.e. CDSL/ NSDL/ KARVY/ LINK INTIME as per
information provided by Issuer / Company. Additionally, we are providing links to e-Voting
Service Providers, so that the user can visit the e-Voting service providers’ site directly.
3) If the user is not registered for Easi/Easiest, option to register is available at https://web.
cdslindia.com/myeasi./Registration/ EasiRegistration
4) Alternatively, the user can directly access e-Voting page by providing Demat Account
Number and PAN No. from a link in www.cdslindia.com home page. The system will
authenticate the user by sending OTP on registered Mobile & Email as recorded in
the Demat Account. After successful authentication, user will be provided links for the
respective ESP where the e-Voting is in progress during or before the AGM.
Individual 1) If you are already registered for NSDL IDeAS facility, please visit the e-Services website of
Shareholders NSDL. Open web browser by typing the following URL: https://eservices.nsdl.com either
holding securities on a Personal Computer or on a mobile. Once the home page of e-Services is launched,
in demat mode click on the “Beneficial Owner” icon under “Login” which is available under ‘IDeAS’ section.
with NSDL A new screen will open. You will have to enter your User ID and Password. After successful
authentication, you will be able to see e-Voting services. Click on “Access to e-Voting”
under e-Voting services and you will be able to see e-Voting page. Click on company name
or e-Voting service provider name and you will be re-directed to e-Voting service provider
website for casting your vote during the remote e-Voting period or joining virtual meeting &
voting during the meeting.
2) If the user is not registered for IDeAS e-Services, option to register is available at https://
eservices.nsdl.com. Select “Register Online for IDeAS “Portal or click at https://eservices.
nsdl.com/SecureWeb/IdeasDirectReg.jsp
3) Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://
www.evoting.nsdl.com/ either on a Personal Computer or on a mobile. Once the home
page of e-Voting system is launched, click on the icon “Login” which is available under
‘Shareholder/Member’ section. A new screen will open. You will have to enter your User
ID (i.e. your sixteen digit demat account number hold with NSDL), Password/OTP and
a Verification Code as shown on the screen. After successful authentication, you will be
redirected to NSDL Depository site wherein you can see e-Voting page. Click on company
name or e-Voting service provider name and you will be redirected to e-Voting service
provider website for casting your vote during the remote e-Voting period or joining virtual
meeting & voting during the meeting
7
LKP SECURITIES LIMITED
Individual You can also login using the login credentials of your demat account through your Depository
Shareholders Participant registered with NSDL/CDSL for e-Voting facility. After successful login, you will be
(holding securities able to see e-Voting option. Once you click on e-Voting option, you will be redirected to NSDL/
in demat mode) CDSL Depository site after successful authentication, wherein you can see e-Voting feature.
login through Click on company name or e-Voting service provider name and you will be redirected to e-Voting
their Depository service provider’s website for casting your vote during the remote e-Voting period or joining
Participants virtual meeting & voting during the meeting.
Important note: Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and
Forget Password option available at abovementioned website.
Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to
login through Depository i.e. CDSL and NSDL
Login type Helpdesk details
Individual Shareholders holding securities in Members facing any technical issue in login can contact CDSL
Demat mode with CDSL helpdesk by sending a request at [email protected]
contact at 1800 22 55 33.
Individual Shareholders holding securities in Members facing any technical issue in login can contact NSDL
Demat mode with NSDL helpdesk by sending a request at [email protected] or call at toll
free no.: 1800 1020 990 and 1800 22 44 30
(iv) Login method for e-Voting and joining virtual meeting for shareholders other than individual shareholders & physical
shareholders.
1) The shareholders should log on to the e-voting website www.evotingindia.com.
2) Click on “Shareholders” module.
3) Now enter your User ID
a. For CDSL: 16 digits beneficiary ID,
b. For NSDL: 8 Character DP ID followed by 8 Digits Client ID,
c. Shareholders holding shares in Physical Form should enter Folio Number registered with the Company.
4) Next enter the Image Verification as displayed and Click on Login.
5) If you are holding shares in demat form and had logged on to www.evotingindia.com and voted on an earlier
e-voting of any company, then your existing password is to be used.
6) If you are a first-time user follow the steps given below:
For Shareholders holding shares in Demat Form other than individual and Physical Form
PAN Enter your 10 digit alpha-numeric *PAN issued by Income Tax Department (Applicable
for both demat shareholders as well as physical shareholders)
• Shareholders who have not updated their PAN with the Company/Depository
Participant are requested to use the sequence number sent by Company/RTA or
contact Company/RTA.
Dividend Bank Details Enter the Dividend Bank Details or Date of Birth (in dd/mm/yyyy format) as recorded in
OR your demat account or in the company records in order to login.
Date of Birth (DOB) • If both the details are not recorded with the depository or company, please enter
the member id / folio number in the Dividend Bank details field as mentioned in
instruction (v).
(v) After entering these details appropriately, click on “SUBMIT” tab.
(vi) Shareholders holding shares in physical form will then directly reach the Company selection screen. However,
shareholders holding shares in demat form will now reach ‘Password Creation’ menu wherein they are required to
mandatorily enter their login password in the new password field. Kindly note that this password is to be also used
by the demat holders for voting for resolutions of any other company on which they are eligible to vote, provided that
company opts for e-voting through CDSL platform. It is strongly recommended not to share your password with any
other person and take utmost care to keep your password confidential.
(vii) For shareholders holding shares in physical form, the details can be used only for e-voting on the resolutions contained
in this Notice.
(viii) Click on the EVSN for LKP SECURITIES LIMITED on which you choose to vote.
8
LKP SECURITIES LIMITED
(ix) On the voting page, you will see “RESOLUTION DESCRIPTION” and against the same the option “YES/NO” for
voting. Select the option YES or NO as desired. The option YES implies that you assent to the Resolution and option
NO implies that you dissent to the Resolution.
(x) Click on the “RESOLUTIONS FILE LINK” if you wish to view the entire Resolution details.
(xi) After selecting the resolution, you have decided to vote on, click on “SUBMIT”. A confirmation box will be displayed.
If you wish to confirm your vote, click on “OK”, else to change your vote, click on “CANCEL” and accordingly modify
your vote.
(xii) Once you “CONFIRM” your vote on the resolution, you will not be allowed to modify your vote.
(xiii) You can also take a print of the votes cast by clicking on “Click here to print” option on the Voting page.
(xiv) If a demat account holder has forgotten the login password then Enter the User ID and the image verification code
and click on Forgot Password & enter the details as prompted by the system.
(xv) Note for Non – Individual Shareholders and Custodians
• Non-Individual shareholders (i.e. other than Individuals, HUF, NRI etc.) and Custodians are required to log on to www.
evotingindia.com and register themselves in the “Corporates” module.
• A scanned copy of the Registration Form bearing the stamp and sign of the entity should be emailed to helpdesk.
[email protected].
• After receiving the login details a Compliance User should be created using the admin login and password. The
Compliance User would be able to link the account(s) for which they wish to vote on.
• The list of accounts linked in the login should be mailed to [email protected] and on approval of the
accounts they would be able to cast their vote.
• A scanned copy of the Board Resolution and Power of Attorney (POA) which they have issued in favour of the
Custodian, if any, should be uploaded in PDF format in the system for the scrutinizer to verify the same.
• Alternatively Non Individual shareholders are required to send the relevant Board Resolution/ Authority letter etc.
together with attested specimen signature of the duly authorized signatory who are authorized to vote, to the
Scrutinizer and to the Company at [email protected] and [email protected], if they have voted
from individual tab & not uploaded same in the CDSL e-voting system for the scrutinizer to verify the same.
13. Process for those shareholders whose email addresses/mobile no. are not registered with the depositories for
obtaining login credentials for e-voting for the resolutions proposed in this notice:
i. For Physical shareholders - please provide necessary details like Folio No., Name of shareholder, scanned copy of the
share certificate (front and back), PAN (self attested scanned copy of PAN card), AADHAR (self attested scanned copy of
Aadhar Card) by email to Company at [email protected] or RTA at [email protected].
ii. For Demat shareholders - please update your email id & mobile no. with your respective Depository Participant (DP)
iii. For Individual Demat shareholders – please update your email id & mobile no. with your respective Depository Participant
(DP) which is mandatory while e-Voting & joining virtual meetings through Depository.
14. Instructions for shareholders attending the AGM through VC/OAVM are as under:
i. Shareholder will be provided with a facility to attend the AGM through VC/OAVM through the CDSL e-Voting system.
Shareholders may access the same at www.evotingindia.com under shareholders/members login by using the remote
e-voting credentials. The link for VC/OAVM will be available in shareholder/members login where the EVSN of Company
will be displayed.
ii. Shareholders are encouraged to join the Meeting through Laptops / IPads for better experience.
iii. Further shareholders will be required to allow Camera and use Internet with a good speed to avoid any disturbance during
the meeting.
iv. Please note that Participants Connecting from Mobile Devices or Tablets or through Laptop connecting via Mobile Hotspot
may experience Audio/Video loss due to fluctuation in their respective network. It is therefore recommended to use stable
Wi-Fi or LAN connection to mitigate any kind of aforesaid glitches.
v. Shareholders who would like to express their views/ask questions during the meeting may register themselves as a
speaker by sending their request before the cut-off date for the AGM (i.e on or before Sunday, June 12, 2022) mentioning
their name, demat account number/folio number, email id, mobile number at [email protected]. The Company
reserves the right to restrict the number of questions and number of speakers, as appropriate, to ensure the smooth
conduct of the AGM, depending on the availability of time.
9
LKP SECURITIES LIMITED
vi. The shareholders who do not wish to speak during the AGM but have queries may send their queries in advance before
the cut-off date for the AGM (i.e on or before Sunday, June 12, 2022) mentioning their name, demat account number/folio
number, email id, mobile number at [email protected]. These queries will be replied to by the Company suitably
by email.
vii. Those shareholders who have registered themselves as a speaker will only be allowed to express their views/ask questions
during the AGM.
viii. Only those shareholders, who are present in the AGM through VC/OAVM facility and have not casted their vote on the
Resolutions through remote e-Voting and are otherwise not barred from doing so, shall be eligible to vote through e-Voting
system available during the AGM.
ix. If any Votes are cast by the shareholders through the e-voting available during the AGM and if the same shareholders have
not participated in the meeting through VC/OAVM facility, then the votes cast by such shareholders shall be considered
invalid as the facility of e-voting during the meeting is available only to the shareholders attending the meeting.
15. If you have any queries or issues regarding attending AGM & e-Voting from the CDSL e-Voting System, you can write an
email to [email protected] or contact at 1800 22 55 33.
All grievances connected with the facility for voting by electronic means may be addressed to Mr. Rakesh Dalvi, Manager,
(CDSL) Central Depository Services (India) Limited, A Wing, 25th Floor, Marathon Futurex, Mafatlal Mill Compounds, N M
Joshi Marg, Lower Parel (East), Mumbai - 400013 or send an email to [email protected] or call on 1800 22
55 33.
16. Members can avail themselves, the facility of nomination in respect of shares held by them in physical form pursuant to the
provisions of Section 72 of the Act. Members desiring to avail themselves of this facility may send their nominations in the
prescribed Form No. SH-13 duly filled in to the Company’s Registrar & Transfer Agents (R&T Agents). Members holding
shares in electronic form may contact their respective Depository Participant(s) for availing this facility.
17. The Securities and Exchange Board of India (“SEBI”) has made it mandatory for all companies to use the bank account
details furnished by the Depositories for any payment (including dividend) through Electronic Clearing Service (“ECS”) to
investors. In the absence of ECS facility, companies shall mandatorily print the bank account details of the investors on
such payment instruments. Members are encouraged to avail ECS facility and requested to update bank account details
in the prescribed form to their respective Depository Participant(s) and/or the Company’s R&T Agents.
18. Members who have not registered their e-mail ID so far are requested to register the same for receiving all communication
including Annual Report, Notices, Circulars, etc. from the Company in electronic form.
19. Members are requested to intimate changes, if any, pertaining to their name, postal address, e-mail ID, telephone/mobile
numbers, Permanent Account Number (PAN), mandates, nominations, power of attorney, bank details such as, name of the
bank and branch details, bank account number, MICR code, IFSC code, etc., to their respective Depository Participant(s)
in case the shares are held in electronic form and to the Company’s R&T Agents in case the shares are held in physical
form.
20. The Securities and Exchange Board of India (“SEBI”) has recently mandated furnishing of PAN, KYC details (i.e., Postal
Address with Pin Code, email address, mobile number, bank account details) and nomination details by holders of
securities. Effective from 1 January 2022, any service requests or complaints received from the member, will not be
processed by RTA till the aforesaid details/ documents are provided to RTA. On or after 1 April 2023, in case any of the
above cited documents/ details are not available in the Folio(s), RTA shall be constrained to freeze such Folio(s). Relevant
details and forms prescribed by SEBI in this regard are available on the website of the Company at www.lkpsec.com.
21. In terms of the Regulation 40 of the SEBI Listing Regulations, securities of listed companies can only be transferred in
dematerialised form with effect from April 1, 2019, except in case of transmission or transposition of securities. In view
of the above, Members are advised to dematerialise shares held by them in physical form. To comply with the above
mandate, members who still hold share certificates in physical form are advised to dematerialise their shareholding to also
avail numerous benefits of dematerialisation, which include easy liquidity, ease of trading and transfer, savings in stamp
duty and elimination of any possibility of loss of documents and bad deliveries.
22. To prevent fraudulent transactions, members are advised to exercise due diligence and notify the Company of any change
in address or demise of any member as soon as possible. Members are also advised not to leave their demat account(s)
dormant for long. Periodic statement of holdings should be obtained from the concerned Depository Participant and
holdings should be verified.
23. Mr. V. Ramachandran (Membership No. A-7731 / CP No. 4731), Proprietor M/s. V. R. Associates, Practicing Company
Secretaries has been appointed as the Scrutiniser to scrutinise the e-voting process in a fair and transparent manner.
24. The Results declared along with the report of the Scrutiniser shall be placed on the website of the Company at www.lkpsec.
com and on the website of CDSL immediately after the declaration of result by the Chairperson or a person authorised by
him/her in writing. The Results shall also be immediately forwarded to Stock Exchanges.
10
LKP SECURITIES LIMITED
25. In terms of section 101 and 136 of the Act, read together with the Rules made thereunder, the listed companies may send
the notice of AGM and the annual report, including Financial statements, Board Report, etc. by electronic mode. Pursuant
to the said provisions of the Act read with MCA Circulars, Notice of the AGM along with the Annual Report 2021-22 is
being sent only through electronic mode to those Members whose email addresses are registered with the Company/
Depositories. Members may note that the Notice and Annual Report 2021-22 will also be available on the Company’s
website at www.lkpsec.com, website of the Stock Exchange i.e. BSE Limited at www.bseindia.com.
26. The Ministry of Corporate Affairs had notified provisions relating to unpaid/unclaimed dividend under Sections 124 and
125 of Companies Act, 2013 and Investor Education and Protection Fund (Accounting, Audit, Transfer and Refund)
Rules, 2016. As per these Rules, dividends which are not encashed / claimed by the shareholder for a period of seven
consecutive years shall be transferred to the Investor Education and Protection Fund (IEPF) Authority. The IEPF Rules
mandate the Companies to transfer the shares of shareholders whose dividends remain unpaid / unclaimed for a period
of seven consecutive years to the demat account of IEPF Authority. Hence, the Company urges all the shareholders to
encash / claim their respective dividend during the prescribed period.
27. Members are requested to send all communications to our R&T Agents at the following address:
Adroit Corporate Services Private Limited
19, Jafferbhoy Industrial Estate, 1st Floor,
Makwana Road, Marol Naka, Andheri East,
Mumbai - 400 059
Tel. No.: +91 22 4227 0400; Fax No.: +91 22 2850 3748.
E-mail ID: [email protected]
21. Since the meeting will be conducted through VC/OAVM facility, the Route Map is not annexed in this Notice.
Sd/-
Akshata Vengurlekar
Place : Mumbai Company Secretary
Date : April 29, 2022 A 50701
Registered Office:
LKP Securities Limited
(CIN: L67120MH1994PLC080039)
203 , Embassy Centre,
Nariman Point, Mumbai – 400 021
11
LKP SECURITIES LIMITED
Remuneration:
Mr. Pratik M. Doshi shall be entitled to receive a minimum salary of Rs. 6,00,000 per month and is eligible for such annual
increments, as may be decided by the Board of Directors of the Company on the recommendation of the Nomination and
Remuneration Committee or any other Committee constituted by it from time to time. The base pay includes salary, allowances,
reimbursements and retirement benefits. He would be allowed to fix various components of salary within the overall limit as
stated in the act, and also to avail / encash the benefits in accordance with the schemes and rules of the Company for its staff
as applicable from time to time.
Commission:
In addition, to the salary, Mr. Pratik M. Doshi shall be entitled to receive commission on net profit. The commission payable to
him will be determined by the Board for each financial year. The overall remuneration including commission to him shall not
exceed 5% of the net profit of the Company for each financial year or part thereof to be computed in the manner referred to
under Section 197 of the Act and other applicable provisions thereof, or any statutory modification(s) or re-enactment thereof.
Other Terms and Conditions:
a. Perquisites: Subject to overall ceiling as aforesaid, the Managing Director shall have liberty to opt for such other allowances,
perquisites and incentive as he deems fit including house rent allowance, medical reimbursement, leave travel concession
for self and family, club fees, use of Company cars and such other allowances, benefits, amenities and facilities, etc., as
per the Company’s Rules or as may be agreed to between the Board and the Managing Director.
b. Reimbursement of Medical Expenses incurred by him for self and family subject to the ceiling of Rs.15,000/- p.a.
c. Exempted perquisite: in addition to the perquisites referred above, he will also be eligible to the following perquisites, which
shall not be included in the computation of the ceiling on remuneration.
• Contribution to provident fund, superannuation fund or annuity fund to the extent these either singly or put together are not
taxable under the Income-tax Act, 1961;
• Gratuity payable at a rate not exceeding half a month‘s salary for each completed year of service;
• Reimbursement of expenses incurred for the business of the Company.
d. Subject to the applicable provisions of the Act, perquisites and allowances shall be evaluated as per Income Tax Rules,
1962 wherever applicable and at cost, in the absence of any such Rule.
e. Subject to the superintendence, control and direction of the Board, the Managing Director shall manage and conduct the
business and affairs of the Company.
f. The Managing Director of the Company shall be entitled to compensation for loss of office as provided under the Act and
shall not be subject to retirement by rotation.
g. The appointment can be terminated by giving 3 (Three) calendar months’ notice in writing by either party.
Minimum Remuneration:
In the event of absence or inadequacy of profits calculated as per Section 198 read with Schedule V and other applicable
provisions of the Companies Act, 2013 in any Financial Year(s) Mr. Pratik M. Doshi, Managing Director shall be entitled to a
minimum remuneration comprising salary, perquisites and benefits as detailed above, except commission, subject to such
other approvals as may be necessary
Furthermore, any recommendation by the Nomination and Remuneration Committee and consideration by the Board for
subsequent revisions in the remuneration shall be within the limit and in accordance of the act.
A brief profile of Mr. Pratik M. Doshi, including nature of his expertise, as required under Regulation 36 of SEBI Listing
Regulations and SS-2 is provided in the Annexure - I to this Notice. Further, additional information as required under Schedule
V to the Act, is provided in the Annexure - II to this Notice and also forms part of the Statement.
Mr. Pratik M. Doshi, Mr. Mahendra V. Doshi and their relatives, if any, shall be deemed to be concerned or interested in the
resolution to the extent of his appointment, payment of remuneration and to the extent of their shareholdings in the Company.
None of the other Directors, Key Managerial Personnel(s) of the Company and their respective relatives are concerned or
interested, financially or otherwise, in the passing of the proposed Resolution(s).
The Board of Directors recommends the resolution at Item No. 5 as Special Resolution for the approval by the Members.
Item No. 6
Mr. Sajid Mohamed (DIN: 06878433) is a Non-Executive Independent Director of the Company and Member of the Audit and
Nomination & Remuneration Committee of the Board of Directors of the Company. He joined the Board of the Company on
September 27, 2017. He was appointed as a Non-Executive Independent Director to hold office for five consecutive years for
a term up to September 26, 2022, by the Shareholders of the Company in the Twenty-Fourth Annual General Meeting of the
12
LKP SECURITIES LIMITED
Company held on August 24, 2018. Since, Mr. Mohamed, has completed one term as an Independent Director of the Company,
he is eligible for re-appointment for the second term.
Based on the performance evaluation of Independent Directors and as per recommendation of Nomination and Remuneration
Committee and in terms of the provisions of Sections 149, 150, 152 read with Schedule IV and any other applicable provisions
of the Act and the SEBI Listing Regulations, given the background and experience and contribution made by Mr. Mohamed
during his tenure, the Board considers that the continued association of Mr. Mohamed would be beneficial to the Company and
it is desirable to continue to avail his services as an Independent Director.
Mr. Sajid Mohamed is an Advocate and Member of Bar Council of Maharashtra & Goa, he has extensive experience in the
field of Law. He is the Managing Partner of Agrud Partners, Advocates & Solicitors (Erstwhile PDS & Associates). As a lawyer,
Mr. Mohamed represents publicly and privately held companies, promoters and managements on growth, expansion and
consolidation strategies through legal structuring of private equity, mergers and acquisitions, corporate and finance transactions.
His practice also involves extensive experience in structuring, documenting and negotiating a broad range of corporate
finance and capital raising transactions including corporate debt restructuring. He has both transactional and counseling
background. Among his clients are technology and outsourcing model businesses, non-banking financial companies, biotech
and manufacturing companies.
The Board confirms that Mr. Mohamed fulfils the conditions for re-appointment as an Independent Director as specified in
the Companies Act, 2013, the rules framed thereunder and the SEBI Listing Regulations and that he is independent of the
management of the Company.
A brief profile of Mr. Mohamed, including nature of his expertise, as required under Regulation 36 of SEBI Listing Regulations
and SS-2 is provided in the Annexure - I to this Notice.
As per Section 149(10) of the Act, an Independent Director shall hold office for a term of five consecutive years and shall be
eligible for re-appointment on passing a special resolution by the Company for another term of up to five consecutive years on
the Board of a Company. The Board of Directors recommends the Special Resolution as set out in this Notice for the approval
by the Members of the Company.
Except Mr. Mohamed, none of the Directors and Key Managerial Personnel(s) of the Company and their respective relatives
are in anyway, concerned or interested, financially or otherwise, in the passing of the above proposed Resolution.
Item No. 7
The Company with the objective of rewarding and motivating employees for their long association and in recognition of their
dedicated service to the Company and also to attract and retain the best talent, has been granting stock options pursuant to
the approval of its members granted at the 23rd AGM held on May 24, 2017 which was further amended by the Members of the
Company by way of postal ballot dated October 16, 2020, the result of which was declared on November 27, 2020. Rewarding
employees with stock options aligns with the long term sustainable growth of the Company and ensures active participation by
a team of motivated employees in ensuring its desired growth.
The Board of Directors of the Company upon the recommendations of the Nomination & Remuneration Committee at its
meeting held on May 20, 2022 has approved variation/modification/amendment in terms of LKP ESOP 2017 in accordance
with the provisions of the SEBI (Share Based Employee Benefits) Regulations, 2014 (“SEBI SBEB Regulations”) and other
applicable laws.
The details of the major variations in the Plan are as under:
Sl. No. Existing Clause Modified/Amended Clause
1. 11. ON EXERCISE PRICE 11. ON EXERCISE PRICE
11.1 Exercise on Discounted Value 11.1 Exercise on Discounted Value
11.1.1 The Exercise Price of the Vested Option shall be Rs. 11.1.1 The Exercise Price would be decided
7.00 (Rupees Seven only).The Exercise Price shall at the Nomination and Remuneration
be paid to the Company in cash (including payment Committee’s sole discretion. Such
through normal banking channel) upon Exercise of the exercise price will be intimated to the
Vested Options. eligible employees at the time of grant of
options to them.
The variation/modification/amendment is not detrimental or prejudicial to the interests of the Employees.
All other terms of LKP ESOP 2017 shall remain unchanged.
Accordingly, pursuant to the provisions of the SEBI SBEB Regulation and other applicable rules and regulations, if any, approval
of the Members is sought by way of a Special Resolution for variation/modification/amendment as specified herein above in
the terms of LKP ESOP 2017.
13
LKP SECURITIES LIMITED
None of the Directors, Key Managerial Personnel(s) of the Company and their respective relatives are concerned or interested,
financially or otherwise, in the passing of the proposed Resolution.
The Board recommends passing of the Special Resolution as set forth at Item No. 7 of this Notice for approval of the Members.
Item No. 8
At the Meeting of the Board of Directors of the Company (“the Board”) held on May 20, 2022, the Board had, pursuant to the
provisions of Section 23(1)(b), 42 and 62 (1)(c) of the Companies Act, 2013 (“the Act”) and the Rules framed there under, the
Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, (“SEBI ICDR
Regulations”), the Securities and Exchange Board of India (Listing Obligation and Disclosure Requirements) Regulations,
2015 (“SEBI Listing Regulations”) as amended, and the Rules/ Regulations/ Guidelines, if any, prescribed by Securities and
Exchange Board of India and subject to the approval of members of the Company, BSE Limited (“BSE”), approved to issue
and allot, on preferential basis, 59,88,023 (Fifty Nine Lakhs Eighty Eight Thousand and Twenty Three) Warrants, aggregating
up to Rs. 10,00,00,000/- (Rupees Ten Crores only). Each warrant will be convertible into one equity share of face value of Rs.
2/-(Rupees Two only) each at an issue price of Rs. 16.70/- (Rupees Sixteen and Seventy Paise only) [inclusive of a premium
of Rs. 14.70/- (Rupees Fourteen and Seventy Paise only)] at the option of the warrant holder within a period of 18 (Eighteen)
months from the date of allotment on such term and conditions as may be decided by the Board including the terms of issues
and to accept any modifications as SEBI, Stock Exchange or such other appropriate authorities may impose at the time of
approvals and as agreed to by the Board without being required to seek any further consent or approval of the Members of the
Company.
In terms of Section 23(1)(b), 62(1)(c) read with Section 42 of the Act and Rules made thereunder, and in accordance with the
provisions of Chapter V “Preferential Issue” of the SEBI ICDR Regulations, and on the terms and conditions and formalities
as stipulated in the Act and the SEBI ICDR Regulations, the Preferential Issue requires approval of the Members by way of a
special resolution. The Board therefore, seeks approval of the Members as set out in the notice, by way of a special resolution.
The disclosures required to be made in accordance with Chapter V of the ICDR Regulations and Rule 13 of the Companies
(Share Capital and Debenture) Rules, 2014, are set out below:
1. Objects of the Preferential issue:
The proceeds of the issue of Warrants will be used to:-
The Company shall utilise the proceeds from the preferential issue of Warrants to fund the long term capital requirement for
the purpose of expansion, for working capital requirements, investment in technology and for general corporate purpose
which shall enhance the business of the Company.
2. Total number of Warrants to be issued:
The Company proposes to issue and allot 59,88,023 (Fifty Nine Lakhs Eighty Eight Thousand and Twenty Three) Warrants to
identified allottee’s on a preferential basis in compliance with applicable provisions of SEBI ICDR Regulations as stated below:
Sr. No. Name of Allottee Category Number of Warrants
1. LKP Finance Limited Promoter Group 29,94,011
2. Bhavana Holdings Private Limited Promoter Group 11,97,605
3. Mahendra V. Doshi Promoter 17,96,407
TOTAL 59,88,023
3. Intention of the promoters, directors or key managerial personnel of the Company to subscribe to the Preferential
Allotment:
The preferential issue of Warrants is being made to proposed Allottees as mentioned in Point No.(2) above. Except as
mentioned at point No.(2), none of the Promoters, Directors or Key Managerial Personnel of the Company intend to
subscribe to the Offer.
4. The shareholding pattern before and after the preferential issue is given below:
Shareholding Pattern Pre Issue Shareholding Post Issue shareholding*
Sr. Particulars No. of fully % of total No. of fully % of total
no. paid up equity no. of paid up equity no. of
shares held shares shares held shares
(A) Shareholding of Promoter and Promoter Group
1) Indian
(a) Individual 1,10,66,382 14.78 1,28,62,789 15.91
(b) Bodies Corporate 4,13,57,688 55.26 4,55,49,304 56.35
Sub- Total (A)(1) 5,24,24,070 70.04 5,84,12,093 72.26
14
LKP SECURITIES LIMITED
15
LKP SECURITIES LIMITED
16
LKP SECURITIES LIMITED
Sd/-
Place : Mumbai Akshata Vengurlekar
Date : April 29, 2022 Company Secretary
Registered Office:
LKP Securities Limited
(CIN: L67120MH1994PLC080039)
203 , Embassy Centre,
Nariman Point, Mumbai – 400 021
17
LKP SECURITIES LIMITED
Annexure - I
Information as required pursuant to Regulation 36 of the SEBI Listing Regulations and Secretarial Standard on General
Meetings (“SS-2”), in respect of Directors seeking appointment / re-appointment at the Annual General Meeting:
Name of Director Mr. Mahendra V. Doshi Mr. Pratik M. Doshi Mr. Sajid Mohamed
DIN 00123243 00131122 06878433
Date of Birth November 29, 1949 December 01, 1980 November 09, 1979
Age 72 Years 42 Years 43 Years
Date of first August 03, 1994 - Original October 26, 2010 September 27, 2017
Appointment on the December 14, 2020 -
Board Re-appointed
Qualifications MBA - Fort Lauderdale B.A in Business and Financial Advocate and Member of Bar
University, USA Economics from University of Council of Maharashtra & Goa
Leeds, United Kingdom
Experience and Mr. M. V. Doshi is the Chief Mr. Pratik M. Doshi has made Mr. Mohamed has an extensive
Expertise in Specific Promoter of LKP Group and significant contribution in experience in the field of Law.
Functional Area has been instrumental in various areas of distribution He is the Managing Partner
setting-up and growing of LKP of financial products, wealth of Agrud Partners, Advocates
Finance Limited and other management service, & Solicitors (Erstwhile PDS &
group Companies. Currently he investment advisory, strategic Associates). As a lawyer, Mr.
is designated as an Executive financial partners for third Mohamed represents publicly
Chairman & Managing party products. Under his and privately held companies,
Director of LKP Finance leadership the Company has promoters and managements
Limited. He has expertise in also launched On-line trading on growth, expansion and
the field of merchant banking application for scalability of the consolidation strategies through
and has handled numerous broking business. His strategic legal structuring of private
local and International capital leadership skills and ability to equity, mergers and acquisitions,
market transactions. His deliver results are among the corporate and finance
vast experience of over 46 key drivers. transactions. His practice also
years in the field of Finance, involves extensive experience
Capital Market and Business in structuring, documenting and
Administration is of immense negotiating a broad range of
value to the Company. Apart corporate finance and capital
from LKP group of companies, raising transactions including
he has been associated as a corporate debt restructuring.
Director in Graviss Hospitality He has both transactional and
Limited, Nilkamal Limited and counseling background.
more.
Terms and conditions As per the resolution at Item As per the resolution at Item As per the resolution at Item No.
of re-appointment / No. 3 of the Notice. No. 5 of the Notice. 6 of the Notice.
revision
Remuneration last Nil Rs. 72,54,060/- Nil
drawn
Number of Board 4 (Four) 4 (Four) 4 (Four)
Meetings attended
during the year 2021-22
Directorship held in • LKP Finance limited • LKP Finance limited • LKP Finance limited
other Listed companies • Nilkamal Limited
(As on March 31, 2022) • Graviss Hospitality Limited
18
LKP SECURITIES LIMITED
Name of Director Mr. Mahendra V. Doshi Mr. Pratik M. Doshi Mr. Sajid Mohamed
Directorship in other • LKP Finance Limited • MKM Share and Stock • LKP Finance limited
Companies (excluding • Nilkamal Limited Brokers Limited
foreign companies & • Graviss Hospitality Limited • Bhavana Holdings Private • Agrud Advisors (India) Private
Section 8 companies) • MKM Share and Stock Limited Limited
(As on March 31, 2022) Brokers Limited • LKP Wealth Advisory
• Bhavana Holdings Private Limited
Limited • Peak Plastonics Private
• Peak Plastonics Private Limited
Limited • Sea Glimpse Investment
• Sea Glimpse Investment Private Limited
Private Limited • Alpha Commodity Private
• LKP Wealth Advisory Limited Limited
• Raymond Apparel Limited • Astro Sports Private
• Raymond Consumer Care Limited
Limited
Chairmanship / LKP Finance Limited LKP Finance Limited Nil
Membership of • Stakeholders' Relationship • Stakeholders' Relationship
Committees of the Committee – Member. Committee – Member.
Board of Directors of Nilkamal Limited
other Companies (As • Audit Committee – Member
on March 31, 2022) Graviss Hospitality Limited
[Membership and • Audit Committee –
Chairmanship of only Chairman
Audit Committees • Stakeholders' Relationship
and Stakeholders’ Committee – Member.
Relationship Committees
have been included]
Shareholding as on 81,61,700 Equity Shares 16,04,332 Equity Shares Nil
March 31, 2022
Relationship with Related to Mr. Pratik M. Doshi. Related to Mr. Mahendra V. Not related to any Director / Key
other Directors / Doshi. Managerial Personnel(s).
Key Managerial
Personnel(s)
Note: For further details related to remuneration drawn and proposed, directorship / committee membership, please refer to
Directors’ Report, Corporate Governance Report forming part of the Annual Report and the resolutions proposed in the Notice.
19
LKP SECURITIES LIMITED
Annexure - II
Information / Disclosure as required under Schedule V to the Act is given hereunder:
I. General Information
1. Nature of Industry: The Company is engaged in Stock Broking business and operates on pan India basis through its
various franchises and stores.
2. Date or Expected Date of Commercial Production: August 03, 1994
3. In case of new companies, expected date of commencement of activities as per project approved by financial
institutions appearing in the prospectus: Not Applicable
4. Standalone financial performance of the Company based on given indicators:
(Rs. in lakh)
Particulars March 31, 2022 March 31, 2021
Paid-up Share Capital 1496.87 1478.69
Total Turnover 9264.69 8,374.29
Profit / (Loss) before tax 1804.30 553.71
Net Profit / (Loss) after tax 1330.77 391.70
EPS - Basic and Diluted (in Rs.) 1.79 0.53
5. Foreign Investments or collaborations, if any: Not Applicable
II. Information about the Appointee:
1. Background details:
Mr. Pratik M. Doshi has made significant contribution in various areas of distribution of financial products, wealth
management service, investment advisory, strategic financial partners for third party products. Under his leadership the
Company has also launched On-line trading application for scalability of the broking business. His strategic leadership
skills and ability to deliver results are among the key drivers.
2. Recognition and Awards: None
3. Job Profile and his suitability:
Mr. Pratik M. Doshi has been entrusted with substantial powers of management subject to the supervision of the Board of
Directors. He shall be carrying out his duties as may be entrusted by the Board of Directors and exercise all such powers
as are required for managing the affairs of the Company from time to time.
4. Past Remuneration: During the year 2021-22, Mr. Pratik M. Doshi was paid a remuneration of Rs. 72.54 lakh from the
Company
5. Remuneration Proposed: As mentioned in the resolution and relevant statement.
6. Comparative remuneration profile with respect to industry, size of company, profile of the position and person (in
case of expatriates the relevant details would be with respect to the country of his origin): Taking into consideration
the size of the Company, the profile, knowledge, skills and responsibilities shouldered by Mr. Pratik M. Doshi, the
remuneration proposed to be paid is commensurate with the remuneration packages paid to his similar counterparts in
other companies.
7. Pecuniary relationship directly or indirectly with the Company, or relationship with the managerial personnel(s),
if any: Mr. Pratik M. Doshi is son of Mr. Mahendra V. Doshi (Non-Executive Director) and a part of Promoters / Promoter
Group, which holds in aggregate 70.04% (as on March 31, 2022) of the total equity share capital of the Company. Besides
the present and proposed remuneration he does not have any other pecuniary relationship with the Company or the
managerial personnel(s).
III. Other Information:
1. Reasons of Loss or inadequate profits: The Company has been profitable in the last couple of years although the
proposed remuneration is not falling within the limits specified under Section 197 of the Act, it is in line with the Industrial
Standards for managerial personnel falling under the same cadre.
2. Steps taken or proposed to be taken for improvement: The management is exploring other avenues to increase
turnover and profitability of the Company.
3. Expected increase in productivity and profits in measurable terms: The Company is committed to build the business
operations within budget and considering that the business operates on going concern basis, it is believed that financial
position of the Company will further improve in near future.
IV. Disclosures:
The information and disclosures of the remuneration package of the managerial personnel have been mentioned in the
Corporate Governance Report which forms part of the Annual Report.
20
LKP SECURITIES LIMITED
DIRECTORS’ REPORT
Your Directors are pleased to present the Twenty-Eight Annual Report of the Company together with the Audited Financial
Statements for the financial year ended March 31, 2022. The consolidated performance of the Company and its subsidiaries
has been referred to wherever required.
FINANCIAL HIGHLIGHTS
A summary of the Consolidated and Standalone financial performance of your Company, for the financial year ended March
31, 2022, is as under:
(Rs. in lacs)
Particulars Standalone Consolidated
Financial Year Financial Year Financial Year Financial Year
2021-22 2020-21 2021-22 2020-21
Revenue from Operations 9264.69 8,374.29 9358.44 8,452.90
Other Income 76.05 65.16 76.05 65.16
Total Revenue 9340.74 8,439.45 9434.49 8,518.06
Profit before Tax 1804.30 553.71 1825.02 561.56
Less: Tax expense 473.53 162.01 478.29 164.44
Profit after Tax 1330.77 391.70 1346.73 397.12
Other Comprehensive loss for the year 27.94 6.53 27.96 6.53
Total Comprehensive Income for the year 1358.71 398.23 1374.69 403.66
Earnings per share on equity shares of Rs. 2 each
- Basic (in Rs.) 1.79 0.53 1.81 0.54
- Diluted (in Rs.) 1.79 0.53 1.81 0.54
COVID-19 IMPACT
The COVID-19 pandemic has emerged as a global challenge, creating disruption across the world. Global solutions are
needed to overcome the challenges – businesses & business models have transformed to create a new work order. The swift
transition to remote working was facilitated by the Company. As capital markets services were declared as essential services,
your Company continued its operations by strictly adhering to the minimal staff strength requirement and maintaining social
distancing and other precautions as per the Government directions. Physical and emotional wellbeing of employees continues
to be a top priority for the Company, with several initiatives to support employees and their families during the pandemic.
The management has, at the time of approving the financial statements, assessed the potential impact of the Covid-19 on the
Company. Barring any future Covid-19 related escalations, based on the current assessment, the management is of the view
that impact of Covid-19 on the operations of the Company and the carrying value of its assets and liabilities is not likely to be
material.
STATE OF THE COMPANY’S AFFAIRS
On a consolidated basis, the revenue for FY 2021-22 was Rs. 9358.44 lacs, higher by 10.71% percent over the previous
year’s revenue of Rs.8,452.90 lacs. The profit after tax (PAT) attributable to shareholders for FY 2021-22 and FY 2020-21 was
Rs.1346.73 lacs and Rs.397.12 lacs, respectively.
On a standalone basis, the revenue for FY 2021-22 was Rs.9264.69 lacs, higher by 10.63% percent over the previous year’s
revenue of Rs.8,374.29 lacs. The profit after tax (PAT) attributable to shareholders for FY 2021-22 and FY 2020-21 was
Rs.1330.77 and Rs.391.70 lacs, respectively.
DIVIDEND
Your Directors are pleased to recommend a Dividend of Rs. 0.30/- (15%) per equity share of Rs. 2/- each for the financial year
2021-22, which is subject to consideration and approval of the Shareholders at the ensuing Annual General Meeting of the
Company, and shall be paid within the statutory period to those members whose names appear in the Register of Members as
on the date of book closure.
The total outflow on account of the proposed dividend shall amount to Rs. 224.53 lakhs.
RESERVES
There is no amount proposed to be transferred to Reserves out of profits of the financial year 2021-22.
SHARE CAPITAL
During year under review, the Company has allotted 9,08,840 equity shares of Rs. 2/- each pursuant to exercise of stock
options under the LKP Securities Limited’s Employees’ Stock Option Scheme 2017.
21
LKP SECURITIES LIMITED
As at March 31, 2022, the paid-up Equity Share Capital of the Company stood at Rs. 14,96,87,152/- consisting of 7,48,43,576
Equity Shares of Rs.2/- each.
Further there was no public issue, rights issue, bonus issue or preferential issue, etc. The Company has not issued shares with
differential voting rights or sweat equity shares.
EMPLOYEES STOCK OPTIONS PLAN
The Members of the Company had passed the resolutions at its Annual General Meeting held on May 24, 2017 and approved
the LKP Securities Limited’s Employees’ Stock Option Scheme 2017 (“LKPS ESOP - 2017”) and also approved to offer, issue
and allot at any time or to acquire by way of secondary acquisition, to or for the benefit of eligible employees under LKPS ESOP
- 2017, not exceeding 50,00,000 Equity Shares of Rs. 2 each, in one or more tranches, at such price and on such terms and
conditions as may be fixed or determined by the Nomination and Remuneration Committee. The Members of the Company had
verified modified and amended LKPS ESOP – 2017 by way of postal ballot dated October 16, 2020, the result of which was
declared on November 27, 2020, subsequently the Company has granted 4,67,000 stock options on February 03, 2021 and
11,75,580 stock options on October 25, 2021 to its employees under the modified LKPS ESOP – 2017 .
The Members of the Company at its Annual General Meeting held on July 05, 2019 had approved the LKP Securities Limited’s
Employees’ Stock Option Scheme 2019 (“LKPS ESOP - 2019”) and also approved to offer, issue and allot at any time, to or
for the benefit of eligible employees including the employees of its subsidiaries under LKPS ESOP - 2019, not exceeding
35,00,000 Equity Shares of Rs. 2 each, in one or more tranches, at such price and on such terms and conditions as may be
fixed or determined by the Nomination and Remuneration Committee.
Pursuant to the applicable provisions of the Companies Act, 2013 (“the Act”) and the Securities and Exchange Board of India
(Share Based Employee Benefits) Regulations, 2014 (“SBEB Regulations”), the scheme is administered by the Nomination
and Remuneration Committee of the Company.
The applicable disclosures as stipulated under SBEB Regulations as on March 31, 2022 with regard to the LKP ESOP – 2017
are provided in Annexure - I to this Report.
SUBSIDIARY COMPANY
During the year under review, the Board has reviewed the affairs of LKP Wealth Advisory Limited, its subsidiary. The subsidiary
has income from operations amounting to Rs. 141.14 lakh and its net profit stood at Rs. 15.97 lakh. There has been no material
change in the nature of the business of the subsidiary.
Pursuant to the provisions of Section 129(3) of the Act, a statement containing salient features of the financial statements of
the subsidiary as on March 31, 2022 in the prescribed Form AOC-1 is attached to the financial statements, which forms part
of this Annual Report.
There are no associates or joint venture companies within the meaning of Section 2(6) of the Act.
CONSOLIDATED FINANCIAL STATEMENTS
The Consolidated Financial Statements of the Company prepared in accordance with the Act and applicable IND AS along with
the relevant documents and Auditors Report is also presented to you and form part of this Annual Report.
In accordance with the provisions of Section 136(1) of the Act, the Annual Report of the Company containing therein the
audited standalone and consolidated financial statements and the audited financial statement of the subsidiary will be available
for inspection to any member of the Company and has been placed on the website of the Company at www.lkpsec.com.
PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS
Details of loans granted, guarantee provided and investment made by the Company which are covered under the provisions of
Section 186 of the Act, is provided in Notes forming part of Financial Statements.
MANAGEMENT DISCUSSION AND ANALYSIS
The Management Discussion and Analysis in accordance with Regulation 34 read with Schedule V of Securities and Exchange
Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”) forms part
of this Annual Report.
CORPORATE GOVERNANCE
Pursuant to the SEBI Listing Regulations, Company’s Corporate Governance Report forms part of this Annual Report along
with the reports on Management Discussion and Analysis and General Shareholder Information.
Further all the Board members and Senior Management personnel have affirmed compliance with the Code of Conduct for
the financial year 2021-22. A declaration to this effect signed by the Managing Director of the Company also forms part of this
Annual Report.
A Certificate from Practicing Company Secretary regarding the compliance with the conditions of Corporate Governance as
stipulated under Regulation 34 read with Schedule V of the SEBI Listing Regulations is annexed to this Report.
22
LKP SECURITIES LIMITED
23
LKP SECURITIES LIMITED
During the year under review all contracts/arrangement/transactions entered by the Company with related parties were in
compliance with the applicable provisions of the Act and SEBI Listing Regulations. Requisite approval of the Audit Committee
was obtained for all related party transactions. All related party transactions entered during the year were on arm’s length basis
and in the ordinary course of business of the Company. The details of transactions with related parties are provided in the
Company’s financial statements in accordance with the Indian Accounting Standards.
Further there being no ‘material’ related party transactions as defined under Regulation 23 of SEBI Listing Regulations, there
are no details to be disclosed in Form AOC-2 in that regard.
The Company’s policy on materiality of and dealing with related party transactions, as approved by the Board, is uploaded on
the website of the Company and can be accessed at www.lkpsec.com.
DIRECTORS’ RESPONSIBILITY STATEMENT
In accordance with Section 134(5) of the Act and to the best of their ability, your Directors state that:
i. in the preparation of the annual accounts for the financial year ended March 31, 2022, the applicable accounting standards
have been followed along with proper explanation relating to material departures;
ii. they have selected such accounting policies and applied them consistently and made judgments and estimates that are
reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial
year and of the profit of the Company for the year ended March 31, 2022;
iii. they 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;
iv. they have prepared the annual accounts for the financial year ended March 31, 2022 on a going concern basis;
v. they have laid down Internal Financial Controls to be followed by the Company and that such internal financial controls are
adequate and are operating effectively; and
vi. they have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems
were adequate and operating effectively.
AUDIT COMMITTEE
The Audit Committee of the Company comprises of Mr. Ganesh Malhotra, Independent Director as Chairperson of the
Committee, Mr. Sajid Mohamed, Independent Director, Mrs. Anjali Suresh, Independent Director and Mr. Pratik M. Doshi,
Managing Director are other Members of the Audit Committee. There are no instances where the Board did not accept the
recommendations of the Audit Committee. The terms of reference, powers and roles of the Committee are disclosed in the
Corporate Governance Report, which forms part of this Annual Report.
PARTICULARS OF EMPLOYEES
Disclosures pertaining to remuneration and other details, as required under Section 197(12) of the Act read with Rule 5(1)
of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, are given in Annexure - II to the
Board’s Report.
Further, a statement showing the names and other particulars of employees drawing remuneration in excess of the limits as
set out in the Rule 5(2) and 5(3) of the aforesaid Rules, forms part of this report. However, in terms of first proviso to Section
136(1) of the Act, the Annual Report and Accounts are being sent to the members and others entitled thereto, excluding the
aforesaid information. The said information is available for inspection by the members. Any member interested in obtaining a
copy thereof, may write to the Company at [email protected].
INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY
The Company has an Internal Control System, commensurate with the size, scale and complexity of its operations. The
scope and authority of the Internal Auditors’ function is defined in their letter of engagement. To maintain its objectivity and
independence, the Internal Audit function reports to the Chairperson of the Audit Committee of the Board and to the Managing
Director.
The Internal Audit Department monitors and evaluates the efficacy and adequacy of internal control system in the Company,
its compliance with operating systems, accounting procedures and policies of the Company. Significant audit observations and
recommendations along with corrective actions thereon are presented to the Audit Committee of the Board.
RISK MANAGEMENT
Your Company recognizes that risk is an integral part of business and is committed to managing the risks in a proactive and
efficient manner. The Board of the Company at regular intervals monitors the financial, operational, legal risk to the Company.
There is no risk, which in the opinion of the Board which may threaten the existence of the Company.
24
LKP SECURITIES LIMITED
STATUTORY AUDITORS
The term of the existing Statutory Auditors M/s MGB & Co. LLP, Chartered Accountants is coming to an end at the ensuing
AGM. The Board of Directors have recommended re-appointment of M/s MGB & Co. LLP to hold office from the conclusion of
this AGM till the conclusion of the Twenty-Nine AGM.
The Company has received a written confirmation from the Statutory Auditors confirming that their continued appointment shall
be in accordance with the applicable provisions of the Act. The Statutory Auditors have confirmed that they satisfy the criteria of
independence, as required under the provisions of the Companies Act, 2013 and that they are holding a valid certificate issued
by the Peer Review Board of the Institute of Chartered Accountants of India.
AUDITORS’ REPORT
There are no qualifications, reservations or adverse remarks made by M/s MGB & Co. LLP, Statutory Auditors, in their report
for the financial year ended March 31, 2022.
Pursuant to provisions of the Section 143(12) of the Act, the Statutory Auditors have not reported any incident of fraud to the
Audit Committee or the Board during the year under review.
SECRETARIAL AUDITOR
As required under provisions of Section 204 of the Act and read with Rule 9 of the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014 made thereunder, Mr. V. Ramachandran (Membership No. A-7731 / CP No. 4731)
Proprietor: V. R. Associates, Practicing Company Secretaries was appointed as Secretarial Auditor to conduct the Secretarial
Audit of the Company for the financial year 2021-22.
The Secretarial Audit Report for the financial year 2021-22 is appended as Annexure - III, which forms part of this Report.
The Secretarial Audit Report states that LKP Finance Limited (Promoter) had acquired 4.77% of total equity shares in the
Company through open market on 9th June, 2021. Further, there was an inter-se transfer (by gift) amongst the Promoters of the
Company i.e from Mr. Mahendra V. Doshi to Mr. Pratik M. Doshi for 1.32% of total equity shares on 27th August, 2021, thereby
crossing the gross acquisition limit of 5% for a financial year, as provided in the Explanation to Regulation 3(2) of the Securities
and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, the said inter-se transfer
need exemption report as required under regulation 10(6) and 10(7) of the Securities and Exchange Board of India (Substantial
Acquisition of Shares and Takeovers) Regulations, 2011, to which the management states that it was missed due to oversight
and inadvertence on behalf of the company.
In addition to the above and pursuant to SEBI circular dated February 08, 2019, a report on secretarial compliance by M/s.
V. R. Associates, Practicing Company Secretaries for the financial year ended March 31, 2022 is being submitted to stock
exchanges.
COMPLIANCE WITH SECRETARIAL STANDARDS
The Board of Directors states that the Company has complied with Secretarial Standards on meetings of the Board of Directors
(“SS-1”) and on General Meetings (“SS-2”) as amended and issued from time to time by the Institute of Company Secretaries
of India in terms of Section 118(10) of the Act.
EXTRACT OF ANNUAL RETURN
In accordance with Section 92(3) of the Act, a copy of the Annual Return for the financial year ended March 31, 2022 is
available on the website of the Company at www.lkpsec.com.
CORPORATE SOCIAL RESPONSIBILITY STATEMENT (CSR)
During the financial year ended March 31, 2022 pursuant to the provisions of Section 135(1) of the Act, read with the Companies
(Corporate Social Responsibility Policy) Rules 2014, no amount is required to be spent by the Company towards CSR.
The composition and terms of reference of the CSR Committee is provided in the Corporate Governance Report, which forms
part of this Annual Report. Further in compliance with Rule 3 of the Companies (Corporate Social Responsibility Policy) Rules
2014, the CSR Report is given as Annexure - IV which also forms part of this Report.
TRANSFER OF UNCLAIMED/UNPAID AMOUNTS TO THE INVESTOR EDUCATION AND PROTECTION FUND (‘IEPF’)
In terms of the provisions of Section 124 of the Act, provisions of the Investor Education and Protection Fund Authority
(Accounting, Audit, Transfer and Refund) Rules, 2016 and other applicable provisions, all unpaid or unclaimed dividends are
required to be transferred by the Company to the Investor Education and Protection Fund (“IEPF”) established by the Central
Government, after completion of seven years from the date the dividend is transferred to unpaid/unclaimed account. Further,
according to the Rules, the shares in respect of which dividend has not been paid or claimed by the members for seven
consecutive years or more shall also be transferred to the demat account created by the IEPF Authority.
25
LKP SECURITIES LIMITED
CONSERVATION OF ENERGY
The operations of the Company are not energy intensive. However, the Company has taken various measures for conservation
of energy, like switching from conventional lighting systems to LED lights etc. All efforts are made to use more natural lights in
office premises to optimize the consumption of energy.
TECHNOLOGY ABSORPTION
The Company, primarily being a stock broking company and not involved in any industrial or manufacturing activities, has no
particulars to report regarding technology absorption as required under Section 134 of the Act and Rules made thereunder.
FOREIGN EXCHANGE EARNINGS AND OUTGO
The Company did not enter into any foreign currency transactions in the current year and previous year.
DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND
REDRESSAL) ACT, 2013
Providing a safe working environment for all genders, free from sexual harassment and discrimination is among the key
priorities of the Company. In compliance with the Sexual Harassment of Women at Workplace (Prevention, Prohibition and
Redressal) Act, 2013, the Company has put in place a policy on Prevention of Sexual Harassment of Women at the workplace.
The policy includes the scope, consequence of non-compliance and redressal mechanism along with contact details of the
Committee members for raising any grievance/complaint under the said policy.
The Company has constituted Internal Complaints Committee under the Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013. Adequate workshops and awareness programs are conducted across the
organization.
No. of complaints received: 0
No. of complaints disposed of: 0
No. of cases pending for more than 90 days: 0
DISCLOSURES
• The Company has not accepted any fixed deposits during the year under review and accordingly, no amount on account
of principal or interest on deposits from public and/or Members were outstanding as at March 31, 2022.
• There are no significant and material orders passed by the regulators or courts or tribunals impacting the going concern
status and the Company’s operations in future.
• During the year under review, the Company has not issued any Debentures.
• No material changes have taken place that could have an impact on the financial position of the Company from the date
of closure of financial year under review till the date of signing of Accounts.
• There is no change in the nature of business of the Company.
• The Managing Director, as per the terms of his appointment, does not draw any commission or remuneration from
subsidiary company. Thereby, no disclosure is required under Section 197(14) of the Act.
• Maintenance of cost records and requirement of cost Audit as prescribed under the provisions of Section 148(1) of the Act
are not applicable to the business activities carried out by the Company.
• There are no shares in the demat suspense account/ unclaimed suspense account at the beginning and at the end of the
financial year.
ACKNOWLEDGEMENT
Your Board of Directors would like to express its gratitude and its appreciation for the continued support and co-operation
provided to your Company by its Members, and in particular the customers, regulatory authorities and its banks and financial
institutions. Your Directors would also like to place on record its sincere appreciation for the efforts put in by the Management
and the employees of the Company.
For and on behalf of the Board of Directors
Sd/-
Pratik M. Doshi
Place: Mumbai Chairman & Managing Director
Date : April 29, 2022 DIN: 00131122
26
LKP SECURITIES LIMITED
ANNEXURE - I
Disclosure regarding Employees Stock Option Plan pursuant to SEBI (Share Based Employees Benefits) Regulations,
2014 and Rule 12(9) of the Companies (Share Capital and Debentures) Rules, 2014 forming part of the Directors’
Report for the year ended March 31, 2022
A. The Company has issued stock options to its permanent employees in accordance with the Company’s Employee Stock
Option Scheme 2017. The Scheme is administered by the Nomination and Remuneration Committee (NRC) pursuant
to SEBI (Share based employee benefits) Regulations, 2014. All the permanent employees of the Company, including
Directors but excluding Promoters and Independent Director of the Company are eligible to participate in the Scheme.
The Committee grants stock options to the employees at its discretion depending upon criteria such as role/designation of
the employee, length of service with the Company, past performance record, future potential of the employee and/or such
other criteria that may be determined by the Committee.
ESOP Scheme Members approval* Number of options approved
ESOP Scheme-2017 May 24, 2017 50,00,000
*Pursuant to Special Resolution passed by the Members of the Company by way of postal ballot dated October 16, 2020,
the result of which were declared on November 27, 2020 have verified modified and amended ESOP – 2017.
Phase I & II: 38,85,000 Stock Options were granted (Phase I: 37,00,000 & Phase II: 1,85,000) at a price of Rs. 7/- per
option to the employees of the Company. As per the scheme, 33%, 33% and 34% of the total grant were vested at the end
of every year from the original grant dates. The options vested were exercisable at any time within a period of one year
from the date of vesting. Both the schemes have ended by way of exercise/lapse of option during the year.
Phase III & IV: 16,42,580 Stock Options were granted (Phase III: 4,67,000 & Phase IV: 11,75,580) at a price of Rs. 7/- per
option to the employees of the Company. As per the grant, 50% of the option shall vest after the expiry of 12 months and
50% of the option shall vest after the expiry of 24 months from the original date of grant. The options vested would be
exercisable at any time within a period of three year from the date of vesting.
The exercise price, in cash, is paid/ to be paid by the employee at the time of exercise of the stock option. No stock option
is granted in lieu of cash. The lapsed option is available for being re-grant / re-issue at a future date. The stock option
vested / shall be vest proportionately as may be decided by NRC committee at the time of grant. The maximum number of
options that may be granted to any specific employee is upto 5,00,000 under LKP ESOP 2017. Every one stock option, if
exercised, is allotted one equity shares of Rs. 2/- each.
B. Summary of stock options:
Total Options 50,00,000
Phase I Phase II Phase III Phase IV
March 31, 2022 March 31, 2022 March 31, 2022 March 31, 2022
Options outstanding at the beginning of the 9,33,980 60,000 4,67,000 11,75,580*
year
Options forfeited / lapsed during the year 2,50,940 40,200 Nil NA
Options vested during the year 9,33,980 19,800 2,33,500 NA
Options exercised during the year 6,83,040 19,800 2,06,000 NA
Shares arising as a result of exercise of options 6,83,040 19,800 2,06,000 NA
Source of shares Fresh Issue NA
Money realized by exercise of options (Rs.) 47,81,280 1,38,600 14,42,000 NA
Loan repaid by the trust during the year from NA NA NA NA
exercise price received
Options outstanding at the end of the year Nil Nil 2,61,000 11,75,580
Options exercisable at the end of the year 0 0 27,500 NA
Source of shares Primary
Variation in terms of options NA As per modifications approved by
Shareholders on November 27, 2020
Method used to account for ESOS Black Scholes Method
Employee-wise details of options granted
during the year to
(i) KMP / Senior managerial personnel Nil Nil
Alpesh Dangodra (SMP) 2,00,000 2,00,00
Ketan Shah (SMP) 40,000 -
27
LKP SECURITIES LIMITED
Sd/-
Pratik M. Doshi
Place: Mumbai Chairman & Managing Director
Date : April 29, 2022 DIN: 00131122
28
LKP SECURITIES LIMITED
ANNEXURE - II
Statement of Disclosure of Remuneration under Section 197 of Companies Act, 2013 and Rule 5(1) of Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014.
1. The ratio of the remuneration of each director to the median remuneration of the employees of the company for the financial
year:
Name of Director Designation Ratio to median remuneration of the Employees
Mr. Pratik M. Doshi Managing Director 12.92954 : 1
2. The percentage increase in remuneration of each director, Chief Financial Officer, Chief Executive Officer, Company
Secretary or Manager, if any, in the financial year:
Name Designation % Increase / Decrease of remuneration in 2021-22 as
compared to 2020-21
Mr. Pratik M. Doshi Managing Director 10.02%
Mr. Girish Majrekar Chief Financial Officer 3.33%
Ms. Akshata Vengurlekar Company Secretary 41.03%
3. The percentage increase in median remuneration of employees in the financial year: 4.68
4. There were 382 permanent employees on the rolls of the Company as on March 31, 2022.
5. Average percentile increase already made in the salaries of employees other than the managerial personnel in the last
financial year and its comparison with the percentile increase in the managerial remuneration and justification thereof and point
out if there are any exceptional circumstances for increase in the managerial remuneration
The median percentage increase made in the salaries of employees other than managerial remuneration was 4.68% whereas
the increase in the remuneration of Managerial personnel was 10.84%.
6. It is hereby affirmed that remuneration is as per the remuneration policy of the company.
For and on behalf of the Board of Directors
Sd/-
Pratik M. Doshi
Place: Mumbai Chairman & Managing Director
Date : April 29, 2022 DIN: 00131122
29
LKP SECURITIES LIMITED
ANNEXURE - III
30
LKP SECURITIES LIMITED
LKP Finance Limited (Promoter) had acquired 4.77% of total equity shares in the Company through open market on 9th June,
2021. Further, there was an inter-se transfer (by gift) amongst the Promoters of the Company i.e from Mr. Mahendra V. Doshi to
Mr. Pratik M. Doshi for 1.32% of total equity shares on 27th August, 2021, thereby crossing the gross acquisition limit of 5% for
a financial year, as provided in the Explanation to Regulation 3(2) of the Securities and Exchange Board of India (Substantial
Acquisition of Shares and Takeovers) Regulations, 2011. Hence in our opinion, the said inter-se transfer need exemption
report as required under regulation 10(6) and 10(7) of the Securities and Exchange Board of India (Substantial Acquisition of
Shares and Takeovers) Regulations, 2011.
I further report that
The Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non-Executive Directors
and Independent Directors. The changes in the composition of the Board of Directors that took place during the period under
review were carried out in compliance with the provisions of the Act.
Adequate notice is given to all directors to schedule the Board Meetings, agenda and detailed notes on agenda were sent at
least seven days in advance, and a system exists for seeking and obtaining further information and clarifications on the agenda
items before the meeting and for meaningful participation at the meeting.
Majority decision is carried through while the dissenting members’ views are captured and recorded as part of the minutes.
We further report that there are adequate systems and processes in the company commensurate with the size and operations
of the company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines.
We further report that during the audit period the company has not undertaken event/action having a major bearing on the
Company’s affairs in pursuance of the above referred laws, rules, regulations, guidelines, etc. referred to above except for:
i. Allotment of equity shares to the eligible employees of the Company pursuant to Options Granted under LKPS Employee
Stock Option Scheme – 2017.
For V.R. Associates
Place : Mumbai Company Secretaries
Date : 29th April, 2022
UDIN: A007731D000243241 V. Ramachandran
Peer Review Certificate no. 1662/2022 CP 4731
This report is to be read with our letter of even date which is annexed as ’Annexure I’ and forms an integral part of this report.
31
LKP SECURITIES LIMITED
ANNEXURE - IV
A brief outline of the Company’s CSR Policy:
1. Brief outline of the Company’s CSR policy: The Company is committed to create economic value in a responsible manner.
It has put in place a policy on CSR to guide its CSR initiatives that contribute to inclusive growth and equitable development
of its communities.The CSR Policy of the Company inter-alia includes CSR activities to be undertaken by the Company in
line with Schedule VII of the Companies Act, 2013 (“the Act”).
2. Composition of the CSR Committee
Sl. Name of Directors / Designation No. of meetings held during the tenure of
No. Members respective Members
Held Attended
1 Mrs. Anjali Suresh Chairperson 1 1
2 Mr. Pratik M. Doshi Member 1 1
3 Mr. S. S. Gulati Member 1 1
3. Web-link where Composition of CSR committee, CSR Policy and CSR projects approved by the board are disclosed on
the website of the Company: www.lkpsec.com.
4. Impact assessment of CSR projects carried out in pursuance of sub-rule (3) of rule 8 of the Companies (Corporate Social
Responsibility Policy) Rules, 2014, if applicable (attach the report): Not Applicable
5. Details of the amount available for set off in pursuance of sub-rule (3) of rule 7 of the Companies (Corporate Social
Responsibility Policy) Rules, 2014 and amount required for set off for the financial year, if any: Not Applicable
6. Average net profit of the Company as per section 135(5): Not Applicable. Since the Company does not fulfil the criteria as
specified in Section 135(1) of the Companies Act, 2013.
7. (a) Two percent of average net profit of the Company as per section 135(5): Not Applicable
(b) Surplus arising out of the CSR projects or programmes or activities of the previous financial years: Nil
(c) Amount required to be set off for the financial year, if any: Nil
(d) Total CSR obligation for the financial year (7a+7b-7c): Not Applicable
8. (a) CSR amount spent or unspent for the financial year: Not Applicable.
(b) Details of CSR amount spent against ongoing projects for the financial year: Not Applicable
(c) Details of CSR amount spent against other than ongoing projects for the financial year: Not Applicable
(d) Amount spent in Administrative Overheads: Not Appliacble
(e) Amount spent on Impact Assessment, if applicable: Not Applicable
(f) Total amount spent for the Financial Year: Not Applicable
(g) Excess amount for set off: Not Applicable
9. (a) Details of Unspent CSR amount for the preceding three financial years: Not Applicable.
(b) Details of CSR amount spent in the financial year for ongoing projects of the preceding financial year(s): Not Applicable.
10. In case of creation or acquisition of capital asset, furnish the details relating to the asset so created or acquired through
CSR spent in the financial year (asset-wise details) – None
(a) Date of creation or acquisition of the capital asset(s).
(b) Amount of CSR spent for creation or acquisition of capital asset.
(c) Details of the entity or public authority or beneficiary under whose name such capital asset is registered, their
address etc.
(d) Provide details of the capital asset(s) created or acquired (including complete address and location of the capital
asset).
11. Specify the reason(s), if the Company has failed to spend two Percent of the average net profit as per section 135(5). Not
applicable
For and on behalf of the Board of Directors
Sd/- Sd/-
Pratik M. Doshi Anjali Suresh
Place: Mumbai Chairman & Managing Director Chairperson, CSR Committee
Date : April 29, 2022 DIN: 00131122 DIN: 02545317
32
LKP SECURITIES LIMITED
S. Name of the Category Board Meeting Attendance No. of Director- No. of Chairmanship /
No. Director Attended at Last ship in Boards Membership in other Board
AGM (Including LKP Committees (Including LKP
(July 15, Securities Securities Limited)
2021) Limited)
Held Attended Public Private Membership Chairmanship*
1. Mr. Pratik M. Doshi Promoter Group, 4 4 Yes 4 4 3 0
Executive Chairman &
Managing Director
2. Mr. S. S. Gulati Non-Executive Director 4 4 Yes 1 3 1 1
3. Mr. Ganesh Mal- Independent Director 4 4 Yes 1 - 2 1
hotra
4. Mr. Sajid Mohamed Independent Director 4 4 Yes 2 1 1 0
33
LKP SECURITIES LIMITED
Notes:
* In accordance with Regulation 26 of SEBI Listing Regulations, Memberships/Chairmanships of only Audit Committees and
Stakeholders’ Relationship Committees in all public limited companies have been considered.
Details of Directorships held in other listed entities by the Directors of the Company as on March 31, 2022 and the Category of
their Directorship are set out in the table below:
S. No. Name of the Director Name of the other listed entity Category
1. Mr. Pratik M. Doshi LKP Finance Limited Non- Executive Director
2. Mr. S. S. Gulati Nil -
3. Mr. Ganesh Malhotra Nil -
4. Mr. Sajid Mohamed LKP Finance Limited Independent Director
5. Mrs. Anjali Suresh LKP Finance Limited Independent Director
6. Mr. Mahendra V. Doshi LKP Finance Limited Promoter, Executive Director
Nilkamal Limited Independent Director
Graviss Hospitality Limited Independent Director
Code of Conduct
Your Company has adopted a Code of Conduct to regulate, monitor and report trading by the Board, designated persons and
their immediate relatives as per the requirements under the Securities and Exchange Board of India (Prohibition of Insider
Trading) Regulations, 2015.
The Code lays down the standard procedure of business conduct which is expected to be followed by the Board, designated
persons and their immediate relatives in their business dealings and in particular on matters relating to integrity in the work
place, in business practices and in dealing with stakeholders. All the Board Members and the Senior Management personnel
have confirmed compliance with the Code. This Code is available on the Company’s website at www.lkpsec.com.
Pursuant to Regulation 26(5) of the SEBI Listing Regulations, the Senior Management has made periodical disclosures to the
Board relating to all material financial and commercial transactions, where they had (or were deemed to have had) personal
interest that might have been in potential conflict with the interest of the Company. The same was Nil.
Directors’ Shareholding
The details of equity shares held by the Directors in the Company as on March 31, 2022 are as follows:
Name of Director Number of Equity Shares held#
Mr. Pratik M. Doshi 16,04,332
Mr. S. S. Gulati 39,976
Mr. Ganesh Malhotra Nil
Mr. Sajid Mohamed Nil
Mrs. Anjali Suresh Nil
Mr. Mahendra V. Doshi (reflects shares held in individual capacity) 81,61,700
Notes:
# The Company has not issued any convertible instrument during the year under review.
Independent Directors
A meeting of the Independent Directors of the Company was held on January 31, 2022 without the presence of Non-
Independent Directors and the members of the Management, and all the Independent Directors were present at the meeting.
The Independent Directors reviewed the performance of the Non-Independent Directors, the Board of Directors as a whole, the
Chairman of the Company, taking into account the views of Non-Executive Directors and the flow of information between the
management and the Board of Directors.
Evaluation of Independent Directors was done by the entire Board which included performance of the Directors and fulfilment
of the criteria of independence as specified in SEBI Listing Regulations and their independence from the Management. The
Board of Directors has confirmed that, in their opinion, the Independent Directors fulfil the conditions specified in the SEBI
Listing Regulations and are independent of the management.
The details of the familiarization program of the Independent Directors is available on the website of the Company at the link
www.lkpsec.com.
34
LKP SECURITIES LIMITED
Pursuant to Regulation 16(1)(b) of the SEBI Listing Regulations the Independent Directors have submitted declarations that
they meet the criteria of independence and that they are not aware of any circumstance or situation, which exist or may be
reasonably anticipated, that could impair or impact their ability to discharge their duties with an objective independent judgment
and without any external influence. As required under Rule 6 of the Companies (Appointment and Qualification of Directors)
Rules, 2014, all the Independent Directors have completed the registration with the Independent Directors Databank.
Skills, Expertise and Competencies
The Board has a right blend of dynamism with each of the Directors having several years of vast experience and knowledge in
various diversified functions, viz., investment banking and institutional and retail stock broking, corporate banking and treasury,
planning, project finance, business strategies, banking and finance, competition law, corporate affairs, industry, economic
regulation and corporate law etc.
The Board is suitably equipped to understand the ever changing business dynamics of the stock broking industry in which
the Company operates and ensures that appropriate strategies are articulated benefitting the Company in the long run. The
Independent Directors provide their treasured inputs and guidance at the Meetings of the Board which have been of immense
help to the Company in pursuing strategic goals.
The skills, expertise and competence of the Directors are given below:
Skills/Expertise/ Mr. Pratik M. Mr. S. S. Mr. Ganesh Mr. Sajid Mrs. Anjali Mr. Mahendra
Competence $ Doshi Gulati Malhotra Mohamed Suresh V. Doshi
Knowledge of the Sector √ √ √ √ √ √
Accounting and Finance √ √ √ √ √ √
Investment & Corporate √ √ √ √ √
banking and Treasury
Strategy development and √ √ √ √ √
implementation
Corporate Governance, √ √ √ √ √ √
Compliances and Economic
regulation
Notes:
$These skills/competencies are broad-based, encompassing several areas of expertise/experience. Each Director may
possess varied combinations of skills/experience within the described set of parameters.
AUDIT COMMITTEE
The Audit Committee comprises of 4(Four) Directors out of which 3(Three) are Independent Directors. All members of the
Audit Committee are financially literate and possess accounting and related financial management expertise. The Company
Secretary acts as the Secretary to the Committee.
The meetings of the Audit Committee are also attended by the Chief Financial Officer, Internal Auditors and the Statutory
Auditors as invitees. The Chairperson of the Committee was present at the Twenty-Seventh AGM of the Company held on
Thursday, July 15, 2021.
During the year under review, total 4(Four) Meetings of the Audit Committee were held on April 27, 2021, July 29, 2021,
October 25, 2021 and January 31, 2022 and not more than one hundred twenty days elapsed between two meetings.
The composition of the Audit Committee and the attendance of the Members at the above meetings are as under:
Name of Directors / Category Designation No. of Meetings held during the tenure of
Members respective Members
Held Attended
Mr. Ganesh Malhotra Independent Director Chairperson 4 4
Mr. Sajid Mohamed Independent Director Member 4 4
Mr. Pratik M. Doshi Managing Director Member 4 4
Mrs. Anjali Suresh Independent Director Member 4 4
The Committee’s composition meets with the requirements of Section 177 of the Act and Regulation 18 of SEBI Listing
Regulations.
35
LKP SECURITIES LIMITED
36
LKP SECURITIES LIMITED
The Independent Directors and Non-Executive Directors of the Company are paid sitting fees for attending the meetings of
the Board and Committees thereof. The details of sitting fees paid to the Independent Directors and Non-Executive Directors
during financial year 2021-22 are as under:
Name of Director Sitting Fees Paid
Mr. Ganesh Malhotra Rs. 1,00,000/-
Mr. Sajid Mohamed Rs. 1,00,000/-
Mrs. Anjali Suresh Rs. 1,00,000/-
Mr. S.S. Gulati Rs. 1,00,000/-
Mr. Mahendra V. Doshi Rs. 1,00,000/-
No stock options were granted to any of the Independent Directors and Promoter Directors during the year 2021-22.
During the financial year 2021-22, the Company did not advance any loans to any of the Non-Executive Directors and/or
Managing Director.
Pecuniary relationship/transaction with Non-Executive Directors
During the year under review, there were no pecuniary relationship/transactions with any of the Non-Executive Directors of the
Company. The register of contracts is maintained by the Company pursuant to Section 189 of the Act. The register is signed by
all the directors present at the respective Board meetings.
Criteria of making payments to Non-Executive Directors
Non-Executive Directors are only paid sitting fees for attending Meeting of the Board. During the year under review, the sitting
fee was fixed at Rs. 25,000/- per Board meeting. The criteria of making payments to Non-Executive Directors is placed at
www.lkpsec.com.
Policy for selection and Appointment of Directors and their Remuneration
Criteria of selection of Non-executive Directors: The Non-executive Directors shall be of high integrity with relevant expertise
and experience so as to have a diverse Board with Directors having expertise in the fields of marketing, finance, taxation, law,
governance and general management.
In case of appointment of Independent Directors, the Committee shall satisfy itself with regard to the independent nature of
the Directors vis-a-vis the Company so as to enable the Board to discharge its function and duties effectively. The Committee
shall ensure that the candidate identified for appointment as a Director is not disqualified for appointment under Section 164
of the Act.
The Committee shall consider the following attributes/criteria, whilst recommending to the Board the candidature for appointment
as Director:
i. Qualification, expertise and experience of the Directors in their respective fields;
ii. Personal, Professional or business standing;
iii. Diversity of the Board.
In case of re-appointment of Non-executive Directors, the Board shall take into consideration the performance evaluation of
the Director and his engagement level.
Remuneration: A Non-executive Director shall be entitled to receive sitting fees for each meeting of the Board attended by
him/her, of such sum as may be approved by the Board of Directors within the overall limits prescribed under the Act and the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.
Managing Director / Director – Criteria for selection / appointment: For the purpose of selection of the Managing Director /
Director the Committee shall identify persons of integrity who possess relevant expertise, experience and leadership qualities
required for the position and shall take into consideration recommendation, if any, received from any member of the Board. The
Committee will also ensure that the incumbent fulfils such other criteria with regard to age and other qualifications as laid down
under the Act and other applicable laws.
Remuneration for the Managing Director / Director: At the time of appointment or re-appointment, the Managing Director /
Director shall be paid such remuneration as may be mutually agreed between the Company (which includes the Committee
and the Board of Directors) and the Managing Director / Director within the overall limits prescribed under the Act.
The remuneration shall be subject to the approval of the Members of the Company in General Meeting. The remuneration
of the Managing Director / Director comprises of fixed and variable component as per the provisions of the Act. The fixed
component comprises salary, allowances, perquisites, amenities and retiral benefits.
37
LKP SECURITIES LIMITED
Remuneration Policy for the Senior Management Employees: In determining the remuneration of the Senior Management
Employees the Committee shall ensure the relationship of remuneration and performance benchmark is clear. The Chairman
& Managing Director will carry out the individual performance review based on the respective defined objectives, qualification,
expertise, experience and other factors whilst recommending the annual increment and performance incentive to the Committee
for its review and approval.
STAKEHOLDERS’ RELATIONSHIP COMMITTEE
The Stakeholders’ Relationship Committee comprises of 4 (Four) Directors, out of which 3 (Three) are Non-Executive Directors.
The Committee comprised of Mr. S. S. Gulati, Non-Executive Director as a Chairperson of the Committee, Mr. Pratik M. Doshi,
Managing Director, Mr. Ganesh Malhotra and Mrs. Anjali Suresh, Independent Directors, as other Members of the Committee.
The Company Secretary of the Company acts as the Compliance Officer.
During the year under review, total 4 (Four) Meetings of the Stakeholders’ Relationship Committee were held on April 27, 2021,
July 29, 2021, October 25, 2021 and January 31, 2022.
The attendance of the Members at the above meetings is as under:
Name of Directors / Category Designation No. of Meetings held during the tenure of
Members respective Members
Held Attended
Mr. S. S. Gulati Non-Executive Director Chairperson 4 4
Mr. Pratik M. Doshi Managing Director Member 4 4
Mr. Ganesh Malhotra Independent Director Member 4 4
Mrs. Anjali Suresh Independent Director Member 4 4
The terms of reference of the Committee inter-alia includes:
• Resolving the grievances of the security holders and to review the redressal of Investors’ complaints.
• To act on behalf of the Board, in the matters connected with transfer/transmission of shares, non-receipt of annual report,
non-receipt of declared dividends, issue of new/duplicate certificates, general meetings etc.;
• To oversee performance of the Registrar and Transfer Agents of the Company and recommend measures for overall
improvement in the quality of investor services.
With a view to expedite the process of share transfers, necessary authority has been delegated to the Share Transfer Committee.
Share Transfer Committee
The Share Transfer Committee comprises of Mr. Pratik M. Doshi as the Chairperson and Mr. S. S. Gulati as the Member of
the Committee. The Share Transfer Committee meets as and when required to consider the transfer proposals and attend to
Investors’ grievances, transmission of shares, split, consolidation, issue of duplicate share certificate, dematerialisation and
rematerialisation of shares.
Investors’ Grievance Redressal
Details of investor complaints received and resolved during the year under review are as follows:
Opening Balance Received during the year Resolved during the year Closing Balance
Nil Nil Nil 0
CODE OF PRACTICES AND PROCEDURES FOR FAIR DISCLOSURE OF UNPUBLISHED PRICE SENSITIVE
INFORMATION
In terms of the provisions of Securities and Exchange Board of India (Prohibition of Insider Trading Regulations), 2015,
as amended from time to time, the Company had adopted the Code of Practices and Procedures for Fair Disclosure of
Unpublished Price Sensitive Information. Pursuant to the requirements prescribed under Securities and Exchange Board
of India (Prohibition of Insider Trading) (Amendment) Regulations, 2018, as amended, the revised Code of Practices and
Procedures for Fair Disclosure of Unpublished Price Sensitive Information (the “Code of Fair Disclosures”) was adopted by
the Company which comes into effect from April 01, 2019. The Code of Fair Disclosure is posted on Company’s website at the
weblink www.lkpsec.com.
38
LKP SECURITIES LIMITED
39
LKP SECURITIES LIMITED
Postal Ballot
During the financial year 2021-22, no resolutions were required to be or passed through postal ballot. Further, none of the
businesses proposed to be transacted at the ensuing AGM requires passing of a special resolution through postal ballot.
MEANS OF COMMUNICATION
The Company regularly submits quarterly / half yearly / annual Financial Results to the Stock Exchange, as soon as these
are taken on record/approved by the Board. The Financial Results are published in leading English and Marathi dailies, viz.
“Financial Express” (English Newspaper) and “Mumbai Lakshwadeep dailies” (Marathi Newspaper). The Company’s Annual
Report, Financial Results, Shareholding Pattern and official news releases are displayed on the Company’s website www.
lkpsec.com and also posted by BSE at www.bseindia.com.
All filing, disclosures and communications to Stock Exchange are made electronically through their specific web portals in order
to disseminate such information and make such information generally available.
GENERAL SHAREHOLDER INFORMATION
Date, Time and Venue of the Twenty- Monday, June 20, 2022 at 11:30 AM.
Eight Annual General Meeting AGM will be held through Video Conferencing/Other Audio Visual Means (Deemed
venue for the AGM will be the Registered Office)
Financial Year April 1, 2021 to March 31, 2022.
Record Date Monday, June 13, 2022
Book Closure Tuesday, June 14, 2022 to Monday, June 20, 2022 (both days inclusive)
Dividend Rs. 0.30/- (15%) per equity share of Rs. 2/- each
CIN L67120MH1994PLC080039
Registered Office 203 Embassy Centre, Nariman Point, Mumbai 400 021
Email [email protected]
Website www.lkpsec.com
Listing on Stock Exchanges BSE Limited, Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai - 400 001
Stock Code : 540192 / LKPSEC
ISIN INE341H01023
The Annual Listing fees have been paid to BSE for the financial year 2021-2022 & 2022-23.
Debt Securities
The Company has not issued / allotted any debentures during the year under review.
Market Price Data and Performance in comparison to BSE Sensex
LKP Securities Ltd BSE Sensex
LKP High Price LKP Low Price Sensex High Sensex Low
Apr-21 8.16 6.31 50375.77 47204.50
May-21 8.64 7.10 52013.22 48028.07
Jun-21 13.50 7.80 53126.73 51450.58
Jul-21 17.70 12.25 53290.81 51802.73
Aug-21 17.50 12.10 57625.26 52804.08
Sep-21 14.48 12.20 60412.32 57263.90
Oct-21 15.80 13.00 62245.43 58551.14
Nov-21 14.29 10.65 61036.56 56382.93
Dec-21 23.24 11.50 59203.37 55132.68
Jan-22 20.25 16.50 61475.15 56409.63
Feb-22 19.20 12.40 59618.51 54383.20
Mar-22 16.29 13.40 58890.92 52260.82
[Source: This information is compiled from the data available from the websites of BSE]
40
LKP SECURITIES LIMITED
47000 8
45000 6
SENSEX LKPSEC
The performance comparison is based on the closing price / Sensex on the last trading day of the month.
Share Transfer System
Trading in Equity Shares of the Company through recognised Stock Exchanges is permitted only in dematerialised form.
Shares sent for transfer in physical form are registered and returned within a period of 15 (Fifteen) days or such other extended
period as permitted by regulatory authorities from the date of receipt of the documents, provided the documents are valid and
complete in all respects. With a view to expedite the process of share transfers, necessary authority has been delegated to the
Share Transfer Committee to approve the transfers of equity shares of the Company.
De-materialisation of shares
As on March 31, 2022, 97.22% of the Equity Shares of the Company have been dematerialised. The Company has entered
into agreements with both National Securities Depository Limited and Central Depository Services (India) Limited whereby
shareholders have an option to dematerialise their shares with either of the Depositories. Entire shareholding of Promoters
and Promoter Group is in dematerialised form. Status of Dematerialisation of Equity Shares as on March 31, 2022 is as under:
41
LKP SECURITIES LIMITED
42
LKP SECURITIES LIMITED
Details of non-compliance
The Company has complied with the requirements of regulatory authorities. During the financial year under review, there
were no instances of non-compliance by the Company and no penalty or restrictions were imposed on the Company by the
Stock Exchange(s) or Securities and Exchange Board of India or any statutory authority, on any matter related to the capital
markets. During the financial year 2020-21 the Company was not in compliance as per Regulation 17(1) of the SEBI Listing
Regulations for which a fine of Rupees Ten Lakh Seventy Nine Thousand Seven Hundred was levied by BSE Limited, pursuant
to company’s appeal BSE Limited has waived off the fine, further an adjudication order no. Order/ GR/ KG/ 2019-20/6773
dated February 12, 2020 was passed during financial year 2019-20 against the Company in respect of violation under SEBI
Act, 1992, SEBI (Stock Brokers and Sub Brokers) Regulations, 1992 and Securities Contracts (Regulation) Act, 1956 for which
a penalty of Rupees Five Lakh has been paid by the Company on February 18, 2020.
Certificate from Practicing Company Secretary
A certificate has been received from M/s. V. R. Associates, Practicing Company Secretaries, that none of the Directors on the
Board of the Company has been debarred or disqualified from being appointed or continuing as Directors by the Securities and
Exchange Board of India, Ministry of Corporate Affairs or any such statutory authority.
Non acceptance of recommendations of Committees of the Board
During the year under review, there were no instances where the Board did not accept any recommendations of any Committee
of the Board which was mandatorily required.
Establishment of Whistle Blower Policy/Vigil Mechanism
The Company has established a whistle blower policy/vigil mechanism. This policy aims to provide an avenue for Stakeholders
to raise genuine concerns of any violations of legal or regulatory requirements, actual or suspected fraud or violation of the
Company’s code of conduct and ethical business practices. This Policy inter-alia provides a direct access to a Whistle Blower
to the Chairperson of the Audit Committee. The establishment of Vigil Mechanism/ whistle blower policy is available on the
website of the Company at the link www.lkpsec.com.
Fees to Statutory Auditors
Total fees for all services paid by the Company and its subsidiaries, on a consolidated basis, to the statutory auditor and all
entities in the network firm/network entity are as follows:
(Rs. in lakh)
S. No. Particulars Amount
1. MGB & CO. LLP - Statutory Audit Fees 10.00
2. Ford Rhodes Parks & Co. LLP - Statutory Audit Fees (Subsidiary) 1.00
3. Ford Rhodes Parks & Co. LLP - Certification & Consultation Fees (Company & Subsidiary) 2.10
Total 13.10
Disclosure in relation to Sexual Harassment of Woman at workplace (Prevention, Prohibition and Redressal) Act, 2013
During the year under review, no case was reported under the Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013.
Compliance with Mandatory requirements
Your Company has complied with all the mandatory requirements of SEBI Listing Regulations relating to Corporate Governance.
Discretionary requirements (Part E of Schedule II of SEBI Listing Regulations)
The Board: The Company has an Executive Chairman and hence the requirement pertaining to reimbursement of expenses
to a Non-Executive Chairman does not arise.
Shareholders’ Rights: Quarterly and half yearly financial results of the Company are furnished to the Stock Exchanges and
are also published in the newspapers and uploaded on website of the Company. Significant events are also posted on the
Company’s website under the Investors section. Hence, no half yearly results and significant events were sent to each of
household of Shareholders.
Modified opinion(s) in audit report: During the year under review, the Company has unmodified audit opinion on the
Company’s financial statements. The Company continues to adopt best practices and has ensured a track record of financial
statements with unmodified audit opinion on financial statements.
Separate posts of Chairperson and CEO: The positions of Chairman & Managing Director are not separately held.
Reporting of Internal Auditor: Internal Auditors are invited to the meetings of Audit Committee to make presentation to the
Committee on their observations and suggestions during the course of their Internal Audit.
43
LKP SECURITIES LIMITED
44
LKP SECURITIES LIMITED
Sr. No. Name of the Director DIN Date of appointment in the Company
1. Mr. Pratik Mahendra Doshi 00131122 October 26, 2010
2. Mr. Satvinderpal Singh Gulati 02404230 July 08, 2016
3. Mr. Ganesh Arun Malhotra 07581670 August 03, 2016
4. Mr. Sajid Mohamed 06878433 September 27, 2017
5. Ms. Anjali Suresh 02545317 December 18, 2018
6. Mr. Mahendra Vasantrai Doshi 00123243 December 14, 2020
Ensuring the eligibility for the appointment/continuity of every Director on the Board is the responsibility of the management
of the Company. Our responsibility is to express an opinion on these based on our verification. This certificate is neither an
assurance as to the future viability of the Company nor of the efficiency or effectiveness with which the management has
conducted the affairs of the Company.
45
LKP SECURITIES LIMITED
46
LKP SECURITIES LIMITED
investing in technology for trading platform as well as human resources. The Company during the financial year under
review has made substantial investments in people, processes and technology and continues to focus on delivering steady
performance. The Company has taken into consideration the changes in the capital market and brokerage segment and is well
prepared to overcome challenges and perform sustainably.
RISKS AND CONCERNS
The very nature of the Company’s business makes it subject to various kinds of risks. The Company encounters market risk,
credit risk and operational risks in its daily business operations. Further the stock broking industry has witnessing intense
competition, falling brokerage rates and the entry of several big players. The Capital market industry in which your Company is
operating is subject to extensive regulation. The Company evaluates the technological obsolescence and the associated risk
and makes investment accordingly.
Risk management is a key element of our business strategy and is integrated seamlessly across all of its business operations.
The objective of the risk management process is to optimize the risk-return equation and ensure prudent financial management;
along with meticulous compliance with all extant laws, rules, and regulations applicable to all its business activities. A strong
risk culture is designed to help reinforce resilience by encouraging a holistic approach to the management of risk throughout
the organisation. The Company has invested in people, processes and technology to mitigate both external and internal risks.
INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY
The Company has an adequate system of internal controls to ensure accuracy of accounting records, compliance with all laws
& regulations and compliance with all rules, procedures & guidelines prescribed by the management. An extensive internal
audit is carried out by independent firm of Chartered Accountants. An internal team of inspection also regularly visits branches
for ensuring regulatory compliance. The Board/Audit Committee reviews the overall risk management framework and the
adequacy of internal controls instituted by the management team. The Audit Committee reviews major instances on a quarterly
basis and actions are taken on the same. It also focusses on the implementation of the necessary systems and controls
to strengthen the system and prevent such recurrence. The internal processes have been designed to ensure adequate
checks and balances and regulatory compliances at every stage. Internal audit team carries out a risk-based audit of these
processes to provide assurance on the adequacy and effectiveness of internal controls for prevention, detection, reporting and
remediation of frauds. Post audit reviews are also carried out to ensure follow up on the observations made.
FINANCIAL PERFORMANCE AND OPERATIONAL REVIEW
Share Capital
The paid up equity share capital of the Company as on March 31, 2022 stands at Rs. 14,96,87,152/- divided into 7,48,43,576
fully paid up equity shares of Rs. 2/- each.
Net Worth
The Net Worth of the Company stands at Rs. 5,689.37 lakh.
Secured Loans
The Company has secured borrowings of Rs. 911.45 lakh in the current year.
Total Income
During the year total income was reported at Rs.9,340.74 lakh.
Finance Cost
The finance cost of the Company stands at Rs. 240.04 lakh.
Tax Expense
The Company has incurred a tax expense of Rs. 473.53 lakh in the current year.
HUMAN RESOURCES
During the year under review there has been no material development on the Human Resource/Industrial Relations front during
the year. The Company places significant importance to its human capital. As on March 31, 2022 there are 382 employees
employed by the Company. The Company’s focus is on recruitment of good talent and retention of the talent pool. The Company
has been paying special attention to improve the skill set of the employees through various training programs. All employees
are encouraged and motivated to get themselves certified in relevant industry standard certifications such as CFP, NCFM,
NISM, BSEC & AMFI.
47
LKP SECURITIES LIMITED
48
LKP SECURITIES LIMITED
49
LKP SECURITIES LIMITED
In connection with our audit of the standalone financial statements, our responsibility is to read the other information and, in doing so,
consider whether the other information is materially inconsistent with the standalone financial statements or our knowledge obtained in
the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material
misstatement of this other information we are required to report that fact. We have nothing to report in this regard
5. Management’s Responsibility for the Standalone Financial Statements
The Company’s Board of Directors is responsible for the matters stated in Section 134(5) of the Act with respect to the preparation
of these standalone financial statements that give a true and fair view of the financial position, financial performance (including other
comprehensive income), changes in equity and cash flows of the Company in accordance with the accounting principles generally
accepted in India, including the Ind AS prescribed under Section 133 of the Act read with the Companies (Indian Accounting Standards)
Rules, 2015, as amended.
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 standalone financial statements that give a true and fair view and are free
from material misstatement, whether due to fraud or error.
In preparing the standalone financial statements, Company’s Board of Directors are responsible for assessing the Company’s ability to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting
unless Company’s Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to
do so. The Board of Directors are responsible for overseeing the Company’s financial reporting process.
6. Auditor’s Responsibilities for the Audit of the Standalone Financial Statements
Our objectives are to obtain reasonable assurance about whether the standalone financial statements as a whole are free from material
misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high
level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when
it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably
be expected to influence the economic decisions of users taken on the basis of these standalone financial statements.
As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit.
We also:
• Identify and assess the risks of material misstatement of the standalone financial statements, whether due to fraud or error, design
and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a
basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error,
as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the
circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the Company has
adequate internal financial controls system in place and the operating effectiveness of such controls.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures
made by management.
• Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence
obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s
ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our
auditor’s report to the related disclosures in the standalone financial statements or, if such disclosures are inadequate, to modify our
opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or
conditions may cause the Company to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the standalone financial statements, including the disclosures, and
whether the standalone financial statements represent the underlying transactions and events in a manner that achieves fair
presentation.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and
significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding
independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our
independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the
audit of the standalone financial statements of the current period and are therefore the key audit matters. We describe these matters in
our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we
determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be
expected to outweigh the public interest benefits of such communication.
7. Report on Other Legal and Regulatory requirements
I. As required by the Companies (Auditor’s Report) Order, 2020 issued by the Central Government of India in terms of Section 143(11)
of the Act (“the Order”), and on the basis of such checks of the books and records of the Company as we considered appropriate
and according to the information and explanations given to us, we give in the “Annexure A” a statement on the matters specified in
the paragraph 3 and 4 of the Order.
50
LKP SECURITIES LIMITED
Sanjay Kothari
Partner
Membership Number 048215
Mumbai, 29 April 2022
UDIN: 22048215AICICP1893
51
LKP SECURITIES LIMITED
Description of Gross Held in name of Whether Period held- Reason for being held
Property Carrying promoter, director, indicate in the name of the
value (Rs./ or their relative or range, where Company
Lakhs) employee appropriate
Asset Held for sale- 4 669.54 Mr. Mahendra Promoter/ Director FY 2020-2021 Agricultural land cannot
parcels of Agricultural Vasantrai Doshi and FY 2021-22 transferred in the name of
Land at Alibaug, the company, hence held
Raigad as nominee on behalf of the
Company
(d) The Company has not revalued its Property, Plant and Equipment (including Right to Use assets) and intangible assets during the
year and hence clause 3(i)(d) of the Order is not applicable.
(e) There are no proceedings initiated or pending against the Company for holding any benami property under the Benami Transactions
(Prohibition) Act, 1988 (45 of 1988) and rules made thereunder, and hence clause 3(i)(e) of the Order is not applicable.
ii. (a) The Company is involved in the business of rendering services. Accordingly, the provisions stated in paragraph 3(ii) of the Order is
not applicable to the Company.
(b) The Company has been sanctioned working capital limits in excess of five crore rupees, in aggregate, on the basis of security of cur-
rent assets. On the basis of examination of records, the discrepancies noticed on quarterly statements submitted to bank with books
of account maintained (Refer note 14 to standalone financial statements).
Name of the Party Relationship Nature Amount during the year (Rs.Lakhs) Balance outstanding (Rs.lakhs)
Employee Loan Other party Loan given 3.10 2.25
(b) In our opinion, the investments made and other terms and conditions of the grant of loans during the year are, prima facie, not preju-
dicial to the interest of the Company. The Company has not given guarantees or provided securities during the year.
(c) In respect of loans granted by the Company, the repayments of principal amounts are generally regular considering the stipulation to
repayment.
(d) There is no overdue amount in respect of loans granted for more than 90 days considering the stipulations to repayment.
(e) On the basis of examination, no loan granted by the Company which has fallen due during the year, has been renewed or extended
or fresh loans granted to settle the overdues of existing loans given to same parties.
(f) On the basis of examination of records, the Company has not granted any loans or advances in the nature of loans either repayable
on demand or without specifying any terms or period of repayment during the year. Hence, reporting under clause 3(iii) (f) is not ap-
plicable to the Company.
iv In our opinion and according to the information and explanations given to us, the Company has not given guarantees or provided securi-
ties during the year. The Company has complied with the provisions of section 185 and 186 of the Act with respect to loans given and
investments made as applicable.
52
LKP SECURITIES LIMITED
v The Company has not accepted any deposits or amounts which are deemed to be deposits, from the public within the directives issued
by Reserve Bank of India and within the meaning of Sections 73 to 76 of the Act and the rules framed thereunder.
vi According to information and explanation given to us, the Central Government of India has not prescribed the maintenance of cost records
under Section 148(1) of the Act, for any of the activities carried on by of the Company.
vii According to the records of the Company examined by us and information and explanations given to us:
a) Undisputed statutory dues including provident fund, employees’ state insurance, income tax, sales tax, service tax, goods and ser-
vices tax , duty of customs, duty of excise, value added tax , cess and others as applicable have generally been regularly deposited
with the appropriate authorities except delays in few cases. There are no undisputed amounts payable in respect of aforesaid dues
outstanding as at 31 March 2022 for a period of more than six months from the date they became payable.
b) There are no amounts of any statutory dues which are yet to be deposited on account of any dispute except as stated below:
Name of the Statute Nature of the Amount Period to which the Forum where dispute is pending
Dues (In lakhs) amount relate
Income Tax Act 1961 Income Tax 6.82 AY 2008-2009 Commissioner of Income Tax (Appeals)
Income Tax Act 1961 Income Tax 146.21 AY 2017-2018 National Faceless Appeal Center (NFAC)
Income Tax Act 1961 Income Tax 72.58 AY 2016-2017 National Faceless Appeal Center (NFAC)
Maharashtra Stamp Act Stamp duty 50.51 FY 2015-2016 Controller of Stamps (ENF-1)
viii According to the records of the Company examined by us, and information and explanations given to us, there are no such transactions
related to unrecorded income that have been surrendered or disclosed as income during the year in the tax assessments under the
Income Tax Act, 1961 (43 of 1961).
ix (a) According to the records of the Company examined by us and the information and explanations given to us, the Company has not
defaulted in repayment of loans or borrowings to banks. The Company has not taken any loans from Government and has not issued
any debentures.
(b) According to the records of the Company examined by us, and information and explanations given to us, the Company is not de-
clared wilful defaulter by any bank or financial institution or other lender.
(c) According to the records of the Company examined by us, and information and explanations given to us, the Company has not taken
any term loan during the year and there are no outstanding term loans at the beginning of the year and hence, reporting under clause
3(ix)(c) of the Order is not applicable.
(d) According to the records of the Company examined by us, and information and explanations given to us, funds raised on short term
basis have been not been utilised for long term purposes.
(e) According to the records of the Company examined by us, and information and explanations given to us, the Company has not taken
any funds from entities to meet obligations of its subsidiaries and there are no joint ventures and associates.
(f) According to the records of the Company examined by us, and information and explanations given to us, the Company has not raised
any loans during the year on the pledge of securities held in its subsidiaries and there are no joint ventures and associates.
x (a) In our opinion and according to the information and explanations given to us, the Company has not raised any money by way of
initial public offer or further public offer (including debt instruments) and hence reporting on clause 3(ix)(f) of the Order is not appli-
cable.
(b) According to the records of the Company examined by us, and information and explanations given to us, the Company has not made
any preferential allotment or private placement of shares or fully or partly or optionally convertible debentures and hence clause 3(x)
(b) of the Order is not applicable.
xi (a) During the course of our examination of the books and records of the Company, carried out in accordance with the generally ac-
cepted auditing practices in India, and according to the information and explanations given to us, we have neither come across any
instance of fraud by the Company or on the Company, noticed or reported during the year, nor have been informed of any such case
by the Management.
(b) No report under sub-section (12) of section 143 of the Act has been filed in Form ADT-4 as prescribed under rule 13 of Companies
(Audit and Auditors) Rules, 2014 with the Central Government, during the year and upto the date of this report.
(c) According to the records of the Company examined by us, and information and explanations given to us, there are no whistle blower
complaints received during the year.
xii In our opinion and according to the information and explanations given to us, the Company is not a Nidhi company and the Nidhi Rules,
2014 are not applicable to it. Hence clause (xii) of the Order are not applicable.
xiii According to the information and explanations given to us and based on our examination of the records of the Company, transactions with
the related parties are in compliance with Sections 177 and 188 of the Act, and details of such transactions have been disclosed in the
standalone Ind AS financial statements as required by the applicable Accounting Standards.
xiv (a) During the year, Internal audit has been carried out by the Independent firm of Chartered accountants. In our opinion and according
to the information and explanations given to us, the scope and coverage is commensurate with the size of the Company and the
nature of its business.
53
LKP SECURITIES LIMITED
(b) We have considered the internal audit reports for the year under audit, issued by Company during the year and till date, in determin-
ing the nature, timing and extent of our audit procedures.
xv According to the records of the Company examined by us, and information and explanations given to us, the Company has not entered
into non-cash transactions with directors or persons connected with him and hence provisions of section 192 of the Act are not applicable
to the Company.
xvi a) The Company is not required to be registered under Section 45-IA of the Reserve Bank of India Act, 1934, hence clause (xvi) (a),(b)
and (c) of the Order are not applicable
b) In our opinion, the Company is not a core investment company and accordingly reporting under clause 3(xvi)(d) of the Order is not
applicable.
xvii According to the records of the Company examined by us, and information and explanations given to us, the Company has not incurred
cash losses neither in the current financial year nor in the immediately preceding financial year.
xviii There has been no resignation of statutory auditor during the year, hence reporting under clause (xviii) of the Order is not applicable.
xix On the basis of the financial ratios, ageing and expected dates of realisation of financial assets and payment of financial liabilities, other
information accompanying the financial statements, the auditor’s knowledge of the Board of Directors and management plans, there is no
material uncertainty that exists as on the date of the audit report and that the Company is capable of meeting its liabilities existing at the
date of balance sheet as and when they fall due within a period of one year from the balance sheet date. We, however, state that this is
not an assurance as to the future viability of the company. We further state that our reporting is based on the facts up to the date of the
audit report and we neither give any guarantee nor any assurance that all liabilities falling due within a period of one year from the balance
sheet date, will get discharged by the company as and when they fall due.
xx a) The Company is not required to spend towards Corporate Social responsibility (CSR) and hence clause 3(xx) of the Order is not
applicable.
Sanjay Kothari
Partner
Membership Number 048215
Mumbai, 29 April 2022
UDIN: 22048215AICICP1893
54
LKP SECURITIES LIMITED
We believe that the audit evidence obtained by us 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 standalone 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 standalone 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
standalone 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 2022, 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.
Sanjay Kothari
Partner
Membership Number 048215
Mumbai, 29 April 2022
UDIN: 22048215AICICP1893
55
LKP SECURITIES LIMITED
The accompanying notes are an integral part of the financials statements 1-59
56
LKP SECURITIES LIMITED
STANDALONE STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED 31 MARCH 2022
(Rs.Lakhs)
Note 31 March 2022 31 March 2021
Revenue from operations 22
(i) Interest Income 802.83 667.33
(ii) Dividend Income 0.46 -
(iii) Fees and Commission Income 8,307.72 7,530.80
(iv) Net gain on fair value changes 93.51 138.14
(v) Others 60.17 38.02
Total Revenue from operations 9,264.69 8,374.29
Other Income 23 76.05 65.16
Total Income 9,340.74 8,439.45
Expenses
(i) Finance Costs 24 240.04 118.77
(ii) Fees and commission expense 25 2,798.79 2,520.22
(iii) Impairment on financial instruments 26 24.88 910.36
(iv) Employee benefits expenses 27 3,215.98 3,083.78
(v) Depreciation, amortisation and impairment 28 208.67 163.61
(vi) Other expenses 29 1,048.08 1,089.00
Total Expenses 7,536.44 7,885.74
Profit before tax 1,804.30 553.71
Tax expenses 30
Current tax - current year 446.80 59.85
- earlier year - (0.76)
Deferred tax including Minimum Alternate Tax (MAT) - current years 64.12 84.34
- earlier years (37.39) 18.58
Total tax expenses 473.53 162.01
Profit for the year 1,330.77 391.70
Other Comprehensive Income
Items that will not be reclassified to profit or loss
- Remeasurement gains/(losses) on defined benefit plan 22.17 0.45
- Fair value change on equity instruments through other comprehensive income 5.79 6.08
Other Comprehensive Income/ (loss ) for the year 27.94 6.53
Total comprehensive Income for the year 1,358.71 398.23
Earnings per equity share (face value of Rs. 2 each) 41
Basic EPS (in Rs.) 1.79 0.53
Diluted EPS (in Rs.) 1.79 0.53
The accompanying notes are an integral part of the financials statements 1-59
57
LKP SECURITIES LIMITED
58
LKP SECURITIES LIMITED
The accompanying notes are an integral part of the financials statements 1-59
59
LKP SECURITIES LIMITED
STANDALONE CASH FLOW STATEMENT FOR THE YEAR ENDED 31 MARCH 2022
(Rs Lakhs)
31 March 2022 31 March 2021
A. Cash flow from operating activities
Profit before tax 1,804.30 553.71
Adjustments for:
Depreciation and amortization expense 208.67 163.61
Interest expense 230.49 108.81
Interest Income (802.83) (667.33)
Dividend Income (0.46) -
Impairment allowance on trade and other receivables (net) 24.88 910.36
Net loss/ (gain) on Investments carried at fair value through profit and loss (93.51) (138.14)
(Profit)/loss on sale of investments (net) (60.17) (38.02)
Share based expenses 43.45 17.35
(Profit)/loss on sale/discard of property, plant and equipment and intangible assets (net) - 17.05
Balances written back (1.16) (0.34)
Unwinding of discount on security deposits (3.50) (1.55)
Net gain on derecognition of Right of use Assets (3.21) -
Operating profit before working capital changes 1,346.95 925.52
Adjustments for:
Decrease/(increase) in Trade and other Receivables 1,343.57 (646.23)
(Decrease) /increase in Trade and other Payables 319.18 4,335.44
Cash generated from operations 3,009.70 4,614.73
Direct tax paid (net of refunds) (250.03) 79.92
Net cash from/ (used in) operating activities (A) 2,759.67 4,694.65
B. Cash flow from investing activities
Purchase of property, plant and equipement and intangible assets including assets held (348.61) (61.27)
for sale and Capital work-in-progress
Purchase consideration for acquisition of commodity business (Refer note 53) - (318.00)
Sale of property, plant and equipment and intangible assets - 0.90
Purchase of investments (31,920.38) (15,856.22)
Sale of investments 31,979.91 16,346.40
Repayment of loans given (net) 3.96 2.03
(Increase)/ decrease in bank deposits (525.76) (1,727.73)
Interest received 810.51 635.63
Dividend received 0.46 -
Net cash from/ (used in) investing activities (B) 0.09 (978.26)
C. Cash flow from financing activities
Proceeds from issues of shares on ESOP including securities premium 63.62 -
Dividend Paid (144.52) -
Proceeds from borrowing 7,600.00 63,395.00
Repayments of borrowings (7,600.00) (63,395.00)
Increase/ (Decrease) in borrowings from banks (net) (104.06) (494.73)
Payment of Lease Liabilities (139.24) (82.03)
Interest paid (168.55) (78.05)
Net cash from/ (used in) financing activities (C) (492.75) (654.81)
60
LKP SECURITIES LIMITED
STANDALONE CASH FLOW STATEMENT FOR THE YEAR ENDED 31 MARCH 2022
(Rs Lakhs)
31 March 2022 31 March 2021
Net changes in cash and cash equivalents (A+B+C) 2,267.01 3,061.58
Cash and cash equivalents at the beginning of the year 6,058.37 2,986.84
Addition on acquisition of Commodity business (Refer note 53) - 9.95
Cash and cash equivalents at the end of the year 8,325.38 6,058.37
Other bank balances 4,140.80 3,622.71
Cash and bank balances at the end of the year 12,466.18 9,681.08
Notes:
1. The impact of non-cash transactions have not been given in the above cash flow statement details of which are given in note 42
2. The disclosures relating to changes in liabilities arising from financing activities (Refer Note 42)
3. The above statements of the cash flow has been prepared under the "Indirect methods" set out in Ind-As 7 on 'Statement of Cash Flow'
The accompanying notes are an integral part of the financials statements 1-59
61
LKP SECURITIES LIMITED
The seperate financial statement (hereinafter referred to as ii) Intangible assets primarily includes software which are
"Financial Statements") of the Company for the year ended amortised on straight line basis over a period of 3 years as
31 March 2022 were authorised for issued by the Board of estimated by the management.
Directors at the meeting held on 29 April 2022. (e) Capital work-in-progress and Capital advances:
2 Significant accounting policies Capital work-in-progress are property, plant and equipment
(a) Basis of preparation which are not yet ready for their intended use. Advances
given towards acquisition of Property, Plant and equipment
These financial statements have been prepared in accordance outstanding at each reporting date are shown as other non-
with the Indian Accounting Standards (hereinafter referred financial assets.
to as the ‘Ind AS’) as notified by Ministry of Corporate Affairs
pursuant to Section 133 of the Companies Act, 2013 (‘Act’) read Depreciation is not recorded on capital work-inprogress until
with the Companies (Indian Accounting Standards) Rules, 2015 construction and installation is completed and assets are ready
as amended and other relevant provisions of the Act. for its intended use.
These financial statements have been prepared and presented (f) Derecognition of property, plant and equipment / intangible
under the historical cost convention, on the accrual basis of assets
accounting except for certain financial assets and liabilities The carrying amount of an item of property, plant and equipment
defined benefit plan liabilites and share based payments that / intangibles is derecognised on disposal or when no future
are measured at fair values at the end of each reporting period, economic benefits are expected from its use or disposal. The
as stated in the accounting policies stated out below. The gain or loss arising from the derecognition of an item of property,
Company presents its Balance sheet in the order of Liquidity. plant and equipment / intangibles is measured as the difference
Accounting policies have been consistently applied except between the net disposal in proceeds and the carrying amount
where newly issued accounting standard is initially adopted or of the item and is recognised in the statement of profit and loss
a revision to an existing accounting standard requires a change when the item is derecognised.
in the accounting policy hitherto in use. (g) Goodwill
Rounding of amounts Goodwill represents excess of the cost of acquisition over
All amounts disclosed in the financial statements and notes have the net fair value of the identifiable assets and liabilities
been rounded off to the nearest lakh as per the requirement of or recognition at deemed cost on date of transition . No
schedule III (except per share data), unless otherwise stated. 0 amortisation is charged on the goodwill. Goodwill recognized is
(Zero) denotes amount less than thousand. tested for impairment annually and when there are indications
that the carrying amount may exceed the recoverable amount.
(b) Property, plant and equipment
(h) Leases
All property, plant and equipment are stated at cost, less
accumulated depreciation and impairment loss, if any. The The Company’s lease asset primarily consist of leases for
Cost comprises purchase cost, borrowing costs if capitalisation Office premises . The Company assesses whether a contract
criteria are met and directly attributable cost of bringing the contains a lease, at inception of a contract. A contract is, or
asset to its working condition for the intended use. contains, a lease if the contract conveys the right to control the
use of an identified asset for a period of time in exchange for
Right to Use Assets ( ROU): The Company as a lessee records consideration. To assess whether a contract conveys the right
an ROU asset for each lease with an original term greater than to control the use of an identified asset, the Company assesses
12 months. ROU assets are included Office premises , with the whether: (i) the contract involves the use of an identified asset
corresponding lease liabilities disclosed in financial liabilities. (ii) the Company has substantially all of the economic benefits
Depreciation on ROU asset is being charged on the basis of from use of the asset through the period of the lease and (iii) the
Lease term Company has the right to direct the use of the asset.
(c) Intangible assets At the date of commencement of the lease, the Company
recognizes a right-of-use asset (“ROU”) and a corresponding
Intangible assets acquired or developed are measured on lease liability for all lease arrangements in which it is a lessee,
initial recognition at cost and stated at cost less accumulated except for leases with a term of twelve months or less (short-
amortisation and impairment loss, if any. Expenditure incurred term leases) and low value leases. For these short-term and
on acquisition / development of intangible assets which are low value leases, the Company recognizes the lease payments
not put / ready to use at the reporting date is disclosed under as an operating expense on a straight-line basis over the term
intangible assets under development. of the lease.
62
LKP SECURITIES LIMITED
63
LKP SECURITIES LIMITED
Derivative financial instruments the near term. Gains or losses on liabilities held for trading are
recognised in the profit or loss.
Derivative financial instruments are classified and measured at
fair value through profit and loss. iii De-recognition of financial liabilities
iii Derecognition of financial assets A financial liability is de-recognised when the obligation under
the liability is discharged or cancelled or expires. When an
A financial asset is derecognised only when existing financial liability is replaced by another from the same
i) The Company has transferred the rights to receive cash flows lender on substantially different terms, or the terms of an
from the asset or the rights have expired. existing liability are substantially modified, such an exchange
or modification is treated as the de-recognition of the original
or liability and the recognition of a new liability. The difference in
the respective carrying amounts is recognised in the statement
ii) The Company retains the contractual rights to receive the
of profit or loss.
cash flows of the financial asset, but assumes a contractual
obligation to pay the cash flows to one or more recipients in an (k) Borrowings and Borrowing costs
arrangement.
Borrowings are initially recognised at net of transaction costs
Where the entity has transferred an asset, the Company incurred and measured at amortised cost. Any difference
evaluates whether it has transferred substantially all risks and between the proceeds (net of transaction costs) and the
rewards of ownership of the financial asset. In such cases, redemption amount is recognised in the Statement of Profit
the financial asset is derecognised. Where the entity has not and Loss over the period of the borrowings using the Effective
transferred substantially all risks and rewards of ownership of Interest rate (EIR)
the financial asset, the financial asset is not derecognised.
Preference shares, which are mandatorily redeemable on a
Impairment of financial assets specific date are classified as liabilities.
The Company measures the expected credit loss associated Borrowing costs attributable to the acquisition or construction of
with its assets based on historical trend, industry practices and qualifying assets till the time such assets are ready for intended
the business enviornment in which the entity operates or any use are capitalised as part of cost of the assets. All other
other appropriate basis. The impairment methodology applied borrowing costs are expensed in the period they occur.
depends on whether there has been a significant increase in
credit risk. (l) Provisions, contingent liabilities and contingent assets
Financial liabilities and equity instruments The Company recognizes provisions when a present obligation
(legal or constructive) as a result of a past event exists and it
Debt or equity instruments issued by the Company are classified is probable that an outflow of resources embodying economic
as either financial liabilities or as equity in accordance with the benefits will be required to settle such obligation and the amount
substance of the contractual arrangements and the definitions of such obligation can be reliably estimated.
of a financial liability and an equity instrument.
If the effect of time value of money is material, provisions are
Equity instruments discounted using a current pre-tax rate that reflects, when
appropriate, the risks specific to the liability. When discounting
An equity instrument is any contract that evidences a residual
is used, the increase in the provision due to the passage of time
interest in the assets of an entity after deducting all of its
is recognized as a finance cost.
liabilities. Equity instruments issued by the Company are
recognised at the proceeds received, net of direct issue costs. A disclosure for a contingent liability is made when there
is a possible obligation or a present obligation that may, but
Repurchase of the Company's own equity instruments is
probably will not require an outflow of resources embodying
recognised and deducted directly in equity. No gain or loss
economic benefits or the amount of such obligation cannot
is recognised on the purchase, issue or cancellation of the
be measured reliably. When there is a possible obligation or
Company's own equity instruments.
a present obligation in respect of which likelihood of outflow of
Financial liabilities resources embodying economic benefits is remote, no provision
or disclosure is made.
i Classification
Contingent assets are not recognised in the financial statements,
Financial liabilties are recognized when company becomes however they are disclosed where the inflow of economic
party to contractual provisions of the instrument. benefits is probable. When the realisation of income is virtually
The Company classifies all financial liabilities at amortised cost certain, then the related asset is no longer a contingent asset
or fair value through profit or loss. and is recognised as an asset.
The measurement of financial liabilities depends on their The Companies (Indian Accounting Standards) Amendment
classification, as described below: Rules, 2018 issued by the Ministry of Corporate Affairs
(MCA) notified Ind AS 115 "Revenue from Contracts with
Financial liabilities at fair value through profit or loss Customers" related to revenue recognition which replaces
all existing revenue recognition standards and provide a
Financial liabilities at fair value through profit or loss include single, comprehensive model for all contracts with customers.
financial liabilities held for trading and financial liabilities The revised standard contains principles to determine the
designated upon initial recognition as at fair value through measurement of revenue and timing of when it is recognized.
profit or loss. Financial liabilities are classified as held for The amendment also requires additional disclosure about the
trading if they are incurred for the purpose of repurchasing in nature, amount, timing and uncertainty of revenue and cash
64
LKP SECURITIES LIMITED
flows arising from customer contracts, including significant to the LIC fund and provision made for the funded amounts are
judgments and changes in those judgments as well as assets expensed in the books of accounts.
recognized from costs incurred to fulfill these contracts.
All expenses represented by current service cost, past service
A. Revenue - Revenue is measured at the fair value of cost, if any, and net interest on the defined benefit liability/
consideration received or receivable. Revenue is recognised (asset) are recognized in the Statement of Profit and Loss.
only when it can be reliably measured and it is probable that Remeasurements of the net defined benefit liability/ (asset)
future economic benefits will flow to the Company. comprising actuarial gains and losses (excluding interest
on the net defined benefit liability/ (asset)) are recognised in
a) Company recognizes Brokerage income as per contracted Other Comprehensive Income (OCI). Such remeasurements
rates on the execution of transactions on behalf of the clients on are not reclassified to the statement of profit and loss, in the
trade date on the basis of the date of settlement of respective subsequent periods.
exchanges.
(ii) Short term employee benefits: All employee benefits payable
b) Account maintenance charges (AMC) included in other fees are wholly within twelve months of rendering the service are
recognized on time basis over the period of the contract. classified as short term employee benefits and they are
c) Interest income from a financial asset is recognised when it is recognized in the period in which the employee renders the
probable that the economic benefits will flow to the Company related service. The Company recognizes the undiscounted
and the amount of income can be measured reliably. amount of short term employee benefits expected to be paid in
exchange for services rendered as a liability.
d) Dividend income is recognised when the Company's right to
receive dividend is established. (o) Transactions in foreign currencies
Transaction price is accounted net of GST. Since GST is (i) The functional currency of the Company is Indian Rupees
not received by the company on its own account, rather, it (“Rs.”). Foreign currency transactions are accounted at the
is collected by the Company on behalf of the government. exchange rate prevailing on the date of such transactions.
Accordingly, it is excluded from revenue. (ii) Foreign currency monetary items are translated using the
B. Contract Costs exchange rate prevailing at the reporting date. Exchange
differences arising on settlement of monetary items or on
In accordance with Ind AS - 115, incremental costs to obtain a reporting such monetary items at rates different from those at
contract are capitalized and amortized over the contract term if which they were initially recorded during the period, or reported
the cost are expected to be recoverable. The Company does in previous financial statements are recognised as income or as
not capitalize incremental costs to obtain a contract where the expenses in the period in which they arise.
contract duration is expected to be one year or less.
(iii) Non-monetary foreign currency items are carried at historical
C. Arrangements with Multiple Performance Obligations cost and translated at the exchange rate prevelant at the date
of the transaction.
The Company’s contracts with customers may include multiple
performance obligations. For such arrangements, the Company (p) Accounting for taxes on income
allocates revenue to each performance obligation based on its
relative standalone selling price, which is generally determined Tax expense comprises of current and deferred tax.
based on the price charged to customers. Current tax
D. Contract assets and liabilities Current tax is the amount of income taxes payable in respect
Contract assets relate primarily to the Company’s rights to of taxable profit for a period. Current tax for current and prior
consideration for work completed but not billed at each reporting periods is recognized at the amount expected to be paid to
date. Contract assets are transferred to receivables when the or recovered from the tax authorities, using the tax rates and
rights become unconditional. This usually occurs when the tax laws that have been enacted or substantively enacted at
Company issues an invoice to a customer. the balance sheet date. Management periodically evaluates
positions taken in the tax returns with respect to situations in
Contract liabilities primarily relate to consideration received in which applicable tax regulations are subject to interpretation
advance from customers, for which the performance obligation and establishes provisions where appropriate.
is yet to be satisfied.
Current tax is recognized in the statement of profit and loss
(n) Retirement and other employee benefits except to the extent that the tax relates to items recognized
directly in other comprehensive income or directly in equity.
(i) The Company operates both defined benefit and defined
contribution schemes for its employees. Deferred tax
For defined contribution schemes the amount charged as Deferred tax assets and liabilities are recognized for all
expense is equal to the contributions paid or payable when temporary differences arising between the tax bases of assets
employees have rendered services entitling them to the and liabilities and their carrying amounts in the financial
contributions. statements except when the deferred tax arises from the initial
recognition of an asset or liability that effects neither accounting
For defined benefit plans, actuarial valuations are carried out
nor taxable profit or loss at the time of transition.
at each balance sheet date using the Projected Unit Credit
Method. The Company makes contribution to a scheme Deferred tax assets and liabilities are measured using tax rates
administered by the Life Insurance Corporation of India (“LIC”) and tax laws that have been enacted or substantively enacted
to discharge the gratuity liability to employees. The Company at the balance sheet date and are expected to apply to taxable
records its gratuity liability based on an actuarial valuation made income in the years in which those temporary differences are
by an independent actuary as at year end. Contribution made expected to be recovered or settled.
65
LKP SECURITIES LIMITED
Presentation of current and deferred tax period for each separately vesting portion of the award as if the
award was in substance, multiple awards with a corresponding
Current and deferred tax are recognized as income or an increase to share based payment reserves.
expense in the statement of profit and loss, except to the extent
they relate to items that are recognized in other comprehensive (u) Dividend
income, in which case, the current and deferred tax income /
expense are recognised in other comprehensive income. Provision is made for the amount of any dividend declared
on or before the end of the reporting period but remaining
Deferred tax assets are also recognised with respect to carry undistributed at the end of the reporting period, where the
forward of unused tax losses and unused tax credits (including same has been appropriately authorised and is no longer at the
Minimum Alternative Tax credit) to the extent that it is probable discretion of the entity.
that future taxable profit will be available against which the
unused tax losses and unused tax credits can be utilised. (v) Contributed equity
Deferred tax assets are reviewed at each reporting date and Equity shares are classified as equity. Incremental costs directly
are reduced to the extent that it is no longer probable that the attributable to the issue of new shares or options are shown in
related tax benefit will be realized. equity as a deduction, net of tax, from the proceeds.
Minimum Alternate Tax (MAT) paid in accordance with tax (w) Exceptional items
laws, which give rise to future economic benefits in the form
of adjustment of future tax liability, is recognised as an asset Certain occassions, the size, type, or incidences of the item of
only when, based on convincing evidence, it is probable that income or expenses pertaining to the ordinary activities of the
the future economic benefits associated with it will flow to the Company is such that its disclosure improves the understanding
company and the assets can be measured reliably. of the performance of the Company, such income or expenses
are classified as an exceptional item and accordingly, disclosed
(q) Impairment of non-financial assets in the financial statements.
The carrying amounts of non financial assets are reviewed at Critical accounting judgment and estimates
each balance sheet date if there is any indication of impairment
based on internal/external factors. An asset is treated as The preparation of financial statements requires management
impaired when the carrying amount exceeds its recoverable to exercise judgment in applying the Company’s accounting
value. The recoverable amount is the greater of an asset’s or policies. It also requires the use of estimates and assumptions
cash generating unit's, net selling price and value in use. In that affect the reported amounts of assets, liabilities, income
assessing value in use, the estimated future cash flows are and expenses and the accompanying disclosures including
discounted to the present value using a pre-tax discount rate disclosure of contingent liabilities. Actual results may differ
that reflects current market assessment of the time value of from these estimates. Estimates and underlying assumptions
money and risks specific to the assets. An impairment loss is are reviewed on an ongoing basis, with revisions recognised in
charged to the statement of profit and loss in the year in which the period in which the estimates are revised and in any future
an asset is identified as impaired. After impairment, depreciation periods affected.
is provided on the revised carrying amount of the asset over its
a Contingencies
remaining useful life. The impairment loss recognized in prior
accounting periods is reversed by crediting the statement of In the normal course of business, contingent liabilities may arise
profit and loss if there has been a change in the estimate of from litigation and other claims against the Company. Potential
recoverable amount. liabilities that have a low probability of crystallising or are very
difficult to quantify reliably, are treated as contingent liabilities.
(r) Provisions
Such liabilities are disclosed in the notes but are not provided
Provision is recognised when an enterprise has a present for in the financial statements. There can be no assurance
obligation (legal or constructive) as a result of a past event and regarding the final outcome of these legal proceedings.
it is probable that an outflow of resources will be required to
b Useful lives and residual values
settle the obligation, in respect of which a reliable estimate can
be made. Provisions are determined based on management The Company reviews the useful lives and residual values of
estimates required to settle the obligation at the balance sheet property, plant and equipment and intangible assets at each
date, supplemented by experience of similar transactions. financial year end.
These are reviewed at the balance sheet date and adjusted to
reflect the current management estimates. c Impairment testing
(s) Earnings per share Judgement is also required in evaluating the likelihood of
collection of customer debt after revenue has been recognised.
Basic earnings per share is computed and disclosed using This evaluation requires estimates to be made, including
the weighted average number of equity shares outstanding the level of provision to be made for amounts with uncertain
during the period. Dilutive earnings per share is computed and recovery profiles. Provisions are based on historical trends in
disclosed using the weighted average number of equity and the percentage of debts which are not recovered, or on more
dilutive equity equivalent shares outstanding during the period, detailed reviews of individually significant balances.
except when the results would be anti-dilutive.
Determining whether the carrying amount of these assets
(t) Share based payments has any indication of impairment also requires judgment. If
an indication of impairment is identified, further judgment
The Company recognizes compensation expense relating
is required to assess whether the carrying amount can be
to share-based payments in net profit using fair-value in
supported by the net present value of future cash flows forecast
accordance with Ind AS 102, Share- Based Payment. The
to be derived from the asset. This forecast involves cash flow
estimated fair value of awards is charged to statement of profit
projections and selecting the appropriate discount rate.
and loss on a straight-line basis over the requisite service
66
LKP SECURITIES LIMITED
67
LKP SECURITIES LIMITED
*Bank deposit of Rs.2,937.89 lakhs (Rs.2,572.62 lakhs) are marked as lien for meeting margin requirements and Rs.1,188.21 lakhs (Rs.1,029.85
lakhs) are provided as security against Overdraft facility and Rs.9.83 lakhs (Rs.9.41 lakhs) for Others.
(Rs.Lakhs)
31 March 2022 31 March 2021
4 Receivables
Trade receivables*
Considered good - secured 1,469.81 1,328.69
Considered good - Unsecured 555.77 388.29
Significant increase in credit risk 181.35 186.38
Less: Impairment loss Allowance (88.70) (89.94)
Credit Impaired 192.65 265.43
Less: Impairment loss Allowance (192.65) (265.43)
2,118.24 1,813.42
Other receivables
Considered good - secured - -
Considered good - Unsecured 18.20 17.13
18.20 17.13
68
LKP SECURITIES LIMITED
(Rs. Lakhs)
31 March 2022 31 March 2021
6 Investments
(A) Investment in Mutual Funds
Investment carried at Fair value through profit and loss
face value of Rs 100 each
1.024 (2021:0.976) liquidbees of NIP ETF 0.01 0.01
(A) 0.01 0.01
(B) Investment in equity shares
(i) Investment carried at Fair value through other comprehensive income
Equity shares of face value of Rs 10 each (quoted)
8,900 (2021 : 8,900) of Roopa Industries Limited 2.23 0.83
17,440 (2021 : 17,440) of Reliance Power Limited 2.35 0.76
74,500 (2021 : 74,500) of Infra Industries Limited 5.38 4.84
Equity shares of face value of Rs 2 each (quoted)
5,000 (2021 : 5,000) of TV 18 Broadcast Limited 3.70 1.44
13.66 7.87
Investment in equity shares (unquoted)
Equity shares of face value of Rs 10 each
11,200(2021 : 11,200) of Gobind Sugar Limited 8.85 8.85
Less: Provision for Impairment (8.85) (8.85)
- -
(i) 13.66 7.87
(ii) Investment carried at Fair value through profit and loss
Equity shares of face value of Rs 10 each
100 (2021 :100 ) of Alacrity Electronics Limited# 0.00 0.01
41(2021 : 41) of Norben Tea & Exports Limited# 0.00 0.00
658 (2021: 658) of Reliance Industries Limited 17.33 13.18
Nil (2021:51) of Simplex Mills Company Limited - 0.01
Nil (2021:1) of Simplex Papers Limited - 0.00
69
LKP SECURITIES LIMITED
(Rs. Lakhs)
31 March 2022 31 March 2021
7 Other Financial Assets
Deposits- ( unsecured and considered good)
- related parties* (Refer note 40) 300.00 300.00
- others 326.81 275.03
Balance with exchange and clearing members 2,702.63 4,382.71
Other Advances - unsecured 37.80 15.91
Unbilled Revenue 3.15 -
Total 3,370.39 4,973.65
* Rs.300 Lakhs (2021 : 300 Lakhs) are due from firms or private companies respectively in which director is a partner, director or member.
70
LKP SECURITIES LIMITED
(Rs. Lakhs)
31 March 2022 31 March 2021
8 Current Tax assets (net)
Balance with Government Authorities
Advance Direct Tax (net of provisions) 154.71 154.01
Total 154.71 154.01
71
LKP SECURITIES LIMITED
Net block
As at 31 March 2022 475.65
As at 31 March 2021 517.54
(Rs. Lakhs)
10(c) 31 March 2022
Amount in Capital Work in Progress for a period Total
Capital-Work-in Progress (CWIP) Less than 1 1-2 years 2-3 years More than 3
year years
Projects in progress 26.50 - - - 26.50
(Rs. Lakhs)
31 March 2022
Amount in Intangible Assets under development for a period Total
Intangible assets under development Less than 1 1-2 years 2-3 years More than 3
year years
Projects in progress 17.00 - - - 17.00
72
LKP SECURITIES LIMITED
(Rs. Lakhs)
31 March 2022 31 March 2021
12 Other Non-Financial Assets
Others Assets
Prepaid expenses 51.94 48.00
Other Advances
- Considered Good 10.05 10.05
Balance with Government authorities
- Indirect taxes 15.49 58.32
Total 77.48 116.37
13 Financial Liabilities
Payables
I) Trade Payables (Refer note 36)
i) total outstanding dues of micro enterprises and small enterprises (MSME) - -
ii) total outstanding dues of creditors other than micro enterprises and small enterprises 9,775.76 9,074.51
(MSME)*
Total 9,775.76 9,074.51
Trade payables and other payables are non-interest bearing and are normally settled as per payment terms mentioned in the contract.
For transactions relating to related party payables refer note 40.
* Margin money shown seperately in other financial liabilities
73
LKP SECURITIES LIMITED
a. Overdraft facility from Bank of India of Rs.910.45 Lakhs (Rs.1015.52 Lakhs) [Sanctioned Rs.1016.00 Lakhs] is secured by hypothecation
of receivables of T+3 days with 50% margin and first pari passu charge on book debts of the Company both present and future. The
overdraft facility is further secured by a collateral security of 50% in form of TDR, equitable mortgage of property and corporate guarantee
from a related party and personal guarantee from directors . The loan is repayable on demand and carries interest @ 11.90%. p.a.
b. Fund based Overdraft facility from Axis Bank Limited of Rs.1.00 Lakh (Rs. NIL) [Sanctioned Rs.100.00 Lakhs] is secured by pledge of
Fixed deposits with bank.
c. Non Fund based facility from Axis Bank Limited of Rs 2,000 lakhs [Sanctioned Rs.2000 Lakhs] is secured by pledge of fixed deposits and
personal guarantee from directors.
d. The details of quarterly returns filled by the company against security provided is as under (Rs. Lakhs)
Quarter Name of Bank Particulars of Amount as Amount as Amount of Reason for material
Security Provided per books of reported in Diffrence Discrepencies
accounts quarterly Returns/
Statements
June 2021 Bank of India Trade Receivables 3,928.35 3,928.35 -
Sept 2021 Bank of India Trade Receivables 7,366.16 3,084.43 (4,281.73) Inadvertently wrong date
report filled with the bank.
Dec 2021 Bank of India Trade Receivables 4,198.47 4,198.47 -
March 2022 Bank of India Trade Receivables 4,113.32 4,113.32 -
e. The Company has not been declared as a wilfull defaulter by any lender
f. The Company has used the borrowings from banks for the purpose for which it was taken as at the balance sheet date
(Rs. Lakhs)
31 March 2022 31 March 2021
15 Deposits
Security Deposits from Sub Brokers 296.99 291.51
Total 296.99 291.51
16(a) Lease Liabilities
Lease Liabilities 522.88 524.24
Total 522.88 524.24
74
LKP SECURITIES LIMITED
18 Provisions
Provision for Employee Benefits
Gratuity 64.45 198.08
Total 64.45 198.08
19 Other Non-Financial Liabilities
Statutory dues payable 203.85 166.11
Total 203.85 166.11
(Rs. Lakhs)
31 March 2022 31 March 2021
20 Equity Share Capital
Authorised
125,000,000 (2021: 125,000,000) Equity shares of Rs.2/- each 2,500.00 2,500.00
10,000,000( 2021: 10,000,000) Unclassified shares of Rs 10/- each 1,000.00 1,000.00
3,500.00 3,500.00
a) Reconciliation of the equity shares outstanding at the beginning and at the end of the reporting year
(Rs. Lakhs)
31 March 2022 31 March 2021
Number of Rs. Number of Rs.
Equity shares Equity shares
At the beginning of the year 7,39,34,736 1,478.69 7,39,34,736 1,478.69
Add: Share issued during the year 9,08,840 18.18 - -
Outstanding at the end of the year 7,48,43,576 1,496.87 7,39,34,736 1,478.69
b) Terms/rights attached to equity shares
The Company has issued only one class of equity shares having a par value of Rs.2 per share. Each holder of equity shares is entitled to
one vote per share. The Company declares and pays dividend in Indian rupees. The final dividend proposed by the Board of Directors is
subject to the approval of the shareholders in the ensuing Annual General Meeting.
In the event of liquidation of the company, the holders of equity shares will be entitled to receive remaining assets of the company, after
distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.
c) Details of shareholders holding more than 5% shares in the company:
Name of shareholders 31 March 2022 31 March 2021
No. of shares % Holding No. of shares % Holding
Mr Mahendra V Doshi 81,61,700 10.91% 91,61,700 12.39%
Mr Mahendra V Doshi- Partner in M/s L K Panday 1,31,67,854 17.59% 1,31,67,854 17.81%
Sea Glimpse Investments Private Limited 1,59,40,090 21.30% 1,59,40,090 21.56%
Bhavana Holdings Private Limited 87,22,030 11.65% 87,22,030 11.80%
Agrud Capital PTE Limited - - 43,64,934 5.90%
d) Aggregate number of bonus shares issued, shares issued for consideration other than cash and shares bought back during the period of
five years immediately preceding the reporting date: NIL
75
LKP SECURITIES LIMITED
76
LKP SECURITIES LIMITED
(Rs. Lakhs)
31 March 2022 31 March 2021
21 Other Equity
Securities Premium
Balance as at beginning of the year 89.54 89.54
Add : Premium on issue of equity share during the year 45.44 -
Add : Transfer from Share based payment reserve on account of shares issued during the 67.37 -
year
Balance as at end of the year 202.35 89.54
General Reserve
Balance as at beginning of the year 92.95 -
Add : Transfer from Share based payment reserve on account of Esop lapsed during the 24.29 92.95
year
Balance as at end of the year 117.23 92.95
Retained Earnings
Balance as at beginning of the year 795.31 403.16
Profit for the year 1,330.77 391.70
Dividend Paid (147.87) -
Remeasurement of Defined benefit plans 22.17 0.45
Balance as at end of the year 2,000.37 795.31
77
LKP SECURITIES LIMITED
23 Other Income
Other non operating income 68.18 63.27
Unwinding of discounting of deposits 3.50 1.55
Net gain on derecognition of Right of use Assets 3.21 -
Balances written back (net) 1.16 0.34
Total 76.05 65.16
(Rs. Lakhs)
31 March 2022 31 March 2021
Expenses
24 Finance Costs
Interest on borrowings 156.30 53.32
on retirement benefits 9.32 13.38
on leased liability 61.94 38.94
others 2.94 3.18
Other financial charges 9.55 9.96
Total 240.04 118.77
25 Fees and commision expense
Commission and sub-brokerage 2,798.79 2,520.22
2,798.79 2,520.22
26 Impairment on financial instruments
At amortised cost
Impairment allowances/(reversal) on trade receivables (Net) (74.03) (114.47)
Bad debts written off (refer Note 50) 98.91 1,024.83
24.88 910.36
27 Employee benefits expense
Salaries and allowances 2,988.99 2,899.29
Contribution to provident and other funds 100.71 96.58
Gratuity expense 63.19 57.92
Share based expenses 43.45 17.35
Staff welfare expenses 19.64 12.65
Total 3,215.98 3,083.78
78
LKP SECURITIES LIMITED
30 Tax Expense
(a) The major components of income tax for the year are as under:
i) Income tax related to items recognised directly in the statement of profit and loss
(Rs. Lakhs)
31 March 2022 31 March 2021
Current tax
Current tax on profits for the year- current year 446.80 59.85
- earlier year - (0.76)
Deferred tax ( Credit) / Charge
Relating to origination and reversal of temporary differences 64.12 92.39
MAT Credit entitlement - current year - (8.05)
MAT Credit entitlement - earlier years (37.39) 18.58
Total 473.53 162.01
Effective tax rate # 26.24% 29.26%
# A reconciliation of income tax expense applicable to profit before income tax at statutory rate to the income tax expense at Company’s
effective income tax rate for the year ended 31 March 2022
ii) Deferred tax related to items recognised in the other comprehensive income (OCI) during the year (Rs. Lakhs)
31 March 2022 31 March 2021
Deferred tax on remeasurement (gains)/losses on defined benefit plan - (0.17)
Deferred tax charged to OCI - (0.17)
79
LKP SECURITIES LIMITED
The applicable tax rate is the standard effective corporate income tax rate in India. The tax rate is 27.82% for the year ended 31 March
2022.
Deferred tax assets and liabilities are offset where the Company has a legally enforceable right to do so. For analysis of the deferred tax
balances (after offset) for financial reporting purposes refer note 9.
The Company does not have any temporary differences in respect of unutilized tax losses as at 31 March 2022.
(c) Deferred tax relates to the following: (Rs. Lakhs)
Reconciliation of deferred tax assets / (liabilities) net: 31 March 2022 31 March 2021
Opening balance 356.91 460.01
Deferred tax (charge)/credit recognised in
- Statement of profit and loss (64.12) (92.39)
- Recognised in other comprehensive income - (0.17)
MAT Credit availed (119.03) (10.54)
Total 173.77 356.91
(d) The Company does not have any unrecorded transactions that have been surrenderred or disclosed as income during the year in the tax
assessment under Income Tax Act, 1961.
31 Leases
For short-term leases (lease term of 12 months or less) and leases of low-value assets , the Company has opted to recognise a lease
expense on a straight-line basis as permitted by Ind AS 116. This expense is presented within ‘other expenses’ forming part of the
Financial Statements.
80
LKP SECURITIES LIMITED
81
LKP SECURITIES LIMITED
82
LKP SECURITIES LIMITED
83
LKP SECURITIES LIMITED
84
LKP SECURITIES LIMITED
85
LKP SECURITIES LIMITED
86
LKP SECURITIES LIMITED
Brokerage Income
LKP Finance Limited 82.11 26.52
Sea Glimps Investments Private Limited 0.94 0.02
Bhavana Holdings Private Limited 2.85 -
Bond Street Capital Private Limited 1.18 -
Other Related Parties# - 0.01
Other Income
LKP Finance Limited 0.45 -
Interest Expenses
LKP Finance Limited 59.51 17.57
Bond Street Capital Private Limited 2.21 0.19
Donation
Smt Jayalaxmi Vasantrai Doshi Charitable Trust 6.00 -
Business Purchase
Alpha Commodity Private Limited (Refer Note 53) - 318.00
Advances Recovered
Alpha Commodity Private Limited - 924.10
87
LKP SECURITIES LIMITED
(Rs. Lakhs)
As at 31 Cash Inflows Cash outflows Non Cash Changes As at 31
March 2021 Interest Other March 2022
Accrued Charges
Short Term Borrowings 1,015.52 8,511.45 (8,615.52) - - 911.45
(Overdraft facility from banks)
88
LKP SECURITIES LIMITED
89
LKP SECURITIES LIMITED
90
LKP SECURITIES LIMITED
91
LKP SECURITIES LIMITED
92
LKP SECURITIES LIMITED
93
LKP SECURITIES LIMITED
94
LKP SECURITIES LIMITED
Sanjay Kothari
Partner
Membership Number 048215
Mumbai, 29 April 2022
UDIN: 22048215AICIKA4049
95
LKP SECURITIES LIMITED
Sanjay Kothari
Partner
Membership Number 048215
Mumbai, 29 April 2022
UDIN: 22048215AICIKA4049
96
LKP SECURITIES LIMITED
The accompanying notes are an integral part of the financials statements 1-61
In terms of our report attached
For MGB & Co. LLP For and on behalf of the board
Chartered Accountants
Firm Registration Number 101169W/W-100035
97
LKP SECURITIES LIMITED
Consolidated Statement of Profit and Loss for the year ended 31 March 2022
(Rs. Lakhs)
Note 31 March 2022 31 March 2021
Revenue from operations 23
(i) Interest Income 803.28 668.42
(ii) Dividend Income 0.46 -
(iii) Fees and Commission Income 8,398.84 7,606.15
(iv) Net gain on fair value changes 95.69 140.31
(v) Others 60.17 38.02
Total Revenue from operations 9,358.44 8,452.90
Other Income 24 76.05 65.16
Total Income 9,434.49 8,518.06
Expenses
(i) Finance Costs 25 240.42 118.84
(ii) Fees and commission expense 26 2,825.66 2,566.44
(iii) Impairment on financial instruments 27 35.37 920.46
(iv) Employee benefits expenses 28 3,243.65 3,083.78
(v) Depreciation, amortisation and impairment 29 211.75 163.66
(vi) Other expenses 30 1,052.62 1,103.32
Total Expenses 7,609.47 7,956.50
Profit before tax 1,825.02 561.56
Tax expenses 31
Current tax-current year 451.10 62.36
-earlier year (0.72) (0.84)
Deferred tax including Minimum Alternate Tax (MAT)-current year 65.30 84.34
-earlier year (37.39) 18.58
Total tax expenses 478.29 164.44
Profit for the year 1,346.73 397.12
Other Comprehensive Income
Items that will not be reclassified to profit or loss (net of tax)
- Remeasurement gains/(losses) on defined benefit plans 22.17 0.45
- Fair value change on equity instruments through other comprehensive income 5.79 6.08
Other Comprehensive Income/ (loss ) for the year 27.96 6.53
Total comprehensive Income for the year 1,374.69 403.66
Earnings per equity share (face value of Rs. 2 each) 42
Basic EPS (in Rs.) 1.81 0.54
Diluted EPS (in Rs.) 1.81 0.54
The accompanying notes are an integral part of the financials statements 1-61
For MGB & Co. LLP For and on behalf of the board
Chartered Accountants
Firm Registration Number 101169W/W-100035
98
LKP SECURITIES LIMITED
99
LKP SECURITIES LIMITED
The accompanying notes are an integral part of the financials statements 1-61
For MGB & Co. LLP For and on behalf of the board
Chartered Accountants
Firm Registration Number 101169W/W-100035
100
LKP SECURITIES LIMITED
Consolidated Cash flow statement for the year ended 31 March 2022
( Rs Lakhs)
31 March 2022 31 March 2021
A. Cash flow from operating activities
Profit before tax 1,825.03 561.56
Adjustments for:
Depreciation and amortization expense 211.75 163.66
Interest expense 230.49 108.81
Interest Income (803.28) (668.42)
Dividend Income (0.46) -
Impairment allowance on trade and other receivables (net) 35.37 920.46
Net loss/ (gain) on Investments carried at fair value through profit and loss (95.69) (140.31)
(Profit)/loss on sale of investments (net) (60.17) (38.02)
Share based expenses 43.45 17.35
(Profit)/loss on sale/discard of property, plant and equipment and intangible assets (net) 1.59 17.05
Unwinding of discount on security deposits (3.50) (1.55)
Balances written back(net) (1.16) (0.34)
Net gain on derecognition of Right of use Assets (3.21) -
Operating profit before working capital changes 1,380.20 940.26
Adjustments for:
Decrease/(increase) in Trade and other Receivables 1,340.99 (646.52)
(Decrease) /increase in Trade and other payables 324.61 4,342.71
Cash generated from operations 3,045.80 4,636.45
Direct tax paid (net of refunds) (256.77) 95.44
Net cash from/ (used in) operating activities (A) 2,789.03 4,731.89
B. Cash flow from investing activities
Purchase of property, plant and equipement and intangible assets including assets held for (369.11) (72.44)
sale and Capital work-in-progress
Purchase consideration for acquisition of commodity business (Refer note 54) - (318.00)
Sale of property, plant and equipment and intangible assets 8.33 0.90
Purchase of investments (31,920.38) (15,856.22)
Sale of investments 31,979.91 16,346.40
Repayment of loans given (net) 3.96 2.03
(Increase)/ decrease in bank deposits (525.76) (1,727.73)
Interest received 810.95 636.71
Dividend received 0.46 -
Net cash from/ (used in) investing activities (B) (11.64) (988.34)
C. Cash flow from financing activities
Proceeds from issues of shares on ESOP including securities premium 63.62 -
Dividend Paid (147.87) -
Proceeds from borrowings 7,600.00 63,745.00
Repayments of borrowings (7,600.00) (63,745.00)
Increase/ (Decrease) in borrowings from banks (net) (104.06) (494.73)
Payment of Lease Liabilities (139.24) (82.03)
Interest paid (168.55) (78.05)
Net cash from/ (used in) financing activities (C) (496.10) (654.81)
Net changes in cash and cash equivalents (A+B+C) 2,281.29 3,088.72
Cash and cash equivalents at the beginning of the year 6,110.94 3,012.27
Addition on acquisition of Commodity business (Refer note 54) - 9.95
Cash and cash equivalents at the end of the year 8,392.23 6,110.94
Other bank balances 4,140.80 3,622.71
Cash and bank balances at the end of the year 12,533.03 9,733.65
Notes:
1. The impact of non-cash transactions have not been given in the above cash flow statement details of which are given in note 43
2. The disclosures relating to changes in liabilities arising from financing activities (Refer Note 43)
3. The above statements of the cash flow has been prepared under the "Indirect methods" set out in Ind-As 7 on 'Statement of Cash Flow'
4 Component of Cash and bank balances
Cash in Hand 0.41 0.57
Balances with bank - In Current accounts 8,391.82 6,110.37
Other Bank Balances 4,140.80 3,622.71
Total 12,533.03 9,733.65
5. Previous year figures have been regrouped or recast wherever, considered necessary
The accompanying notes are an integral part of the financials statements
For and on behalf of the board
For MGB & Co. LLP
Chartered Accountants
Firm Registration Number 101169W/W-100035
101
LKP SECURITIES LIMITED
102
LKP SECURITIES LIMITED
103
LKP SECURITIES LIMITED
ii) The group retains the contractual rights to receive the cash flows (k) Borrowings and Borrowing costs
of the financial asset, but assumes a contractual obligation to Borrowings are initially recognised at net of transaction costs
pay the cash flows to one or more recipients in an arrangement. incurred and measured at amortised cost. Any difference
Where the entity has transferred an asset, the group evaluates between the proceeds (net of transaction costs) and the
whether it has transferred substantially all risks and rewards of redemption amount is recognised in the Statement of Profit
ownership of the financial asset. In such cases, the financial and Loss over the period of the borrowings using the Effective
asset is derecognised. Where the entity has not transferred Interest rate ( EIR )
substantially all risks and rewards of ownership of the financial Preference shares, which are mandatorily redeemable on a
asset, the financial asset is not derecognised. specific date are classified as liabilities.
Impairment of financial assets Borrowing costs attributable to the acquisition or construction of
qualifying assets till the time such assets are ready for intended
The group measures the expected credit loss associated with use are capitalised as part of cost of the assets. All other
its assets based on historical trend, industry practices and borrowing costs are expensed in the period they occur.
the business enviornment in which the entity operates or any
other appropriate basis. The impairment methodology applied (l) Provisions, contingent liabilities and contingent assets
depends on whether there has been a significant increase in The group recognizes provisions when a present obligation
credit risk. (legal or constructive) as a result of a past event exists and it
Financial liabilities and equity instruments is probable that an outflow of resources embodying economic
benefits will be required to settle such obligation and the amount
Debt or equity instruments issued by the group are classified of such obligation can be reliably estimated.
as either financial liabilities or as equity in accordance with the
substance of the contractual arrangements and the definitions If the effect of time value of money is material, provisions are
of a financial liability and an equity instrument. discounted using a current pre-tax rate that reflects, when
appropriate, the risks specific to the liability. When discounting
Equity instruments is used, the increase in the provision due to the passage of time
is recognized as a finance cost.
An equity instrument is any contract that evidences a residual
interest in the assets of an entity after deducting all of its A disclosure for a contingent liability is made when there
liabilities. Equity instruments issued by the group are recognised is a possible obligation or a present obligation that may, but
at the proceeds received, net of direct issue costs. probably will not require an outflow of resources embodying
economic benefits or the amount of such obligation cannot
Repurchase of the group's own equity instruments is recognised
be measured reliably. When there is a possible obligation or
and deducted directly in equity. No gain or loss is recognised on
a present obligation in respect of which likelihood of outflow of
the purchase, issue or cancellation of the group's own equity
resources embodying economic benefits is remote, no provision
instruments.
or disclosure is made.
Financial liabilities Contingent assets are not recognised in the financial statements,
i Classification however they are disclosed where the inflow of economic
benefits is probable. When the realisation of income is virtually
Financial liabilties are recognized when group becomes party to certain, then the related asset is no longer a contingent asset
contractual provisions of the instrument. and is recognised as an asset.
The group classifies all financial liabilities at amortised cost or (m) Revenue recognition
fair value through profit or loss.
The Companies (Indian Accounting Standards) Amendment
ii Subsequent measurement Rules, 2018 issued by the Ministry of Corporate Affairs
The measurement of financial liabilities depends on their (MCA) notified Ind AS 115 "Revenue from Contracts with
classification, as described below: Customers" related to revenue recognition which replaces
all existing revenue recognition standards and provide a
Financial liabilities at fair value through profit or loss single, comprehensive model for all contracts with customers.
The revised standard contains principles to determine the
Financial liabilities at fair value through profit or loss include
measurement of revenue and timing of when it is recognized.
financial liabilities held for trading and financial liabilities
The amendment also requires additional disclosure about the
designated upon initial recognition as at fair value through
nature, amount, timing and uncertainty of revenue and cash
profit or loss. Financial liabilities are classified as held for
flows arising from customer contracts, including significant
trading if they are incurred for the purpose of repurchasing in
judgments and changes in those judgments as well as assets
the near term. Gains or losses on liabilities held for trading are
recognized from costs incurred to fulfill these contracts.
recognised in the profit or loss.
104
LKP SECURITIES LIMITED
105
LKP SECURITIES LIMITED
106
LKP SECURITIES LIMITED
107
LKP SECURITIES LIMITED
(Rs.Lakhs)
Particulars 31-Mar-22
Outstanding for following periods from due date of Total
payment#
Less than 6 months - 1-2 years 2-3 years More than
6 months 1 year 3 years
(i) Undisputed Trade receivables – considered good 1,832.41 61.55 54.56 55.95 35.81 2,040.27
(ii) Undisputed Trade Receivables – which have - - - - - -
significant increase in credit risk
(iii) Undisputed Trade Receivables - credit impaired 2.63 14.18 23.50 39.96 112.37 192.65
(iv) Disputed Trade Receivables– considered good - - - - - -
(v) Disputed Trade Receivables– which have - - - - 181.35 181.35
significant increase in credit risk
(vi) Disputed Trade Receivables – credit impaired - - - - - -
108
LKP SECURITIES LIMITED
(Rs. Lakhs)
31 March 2022 31 March 2021
6 Investments
A Investment in Mutual Funds
Investment carried at Fair value through profit and loss
face value of Rs 100 each
1.024 (2021:0.976) liquidbees of NIP ETF 0.01 0.01
1623.742 (2021:1623.742) HDFC Liquid Fund 67.41 65.24
(A) 67.42 65.25
B Investment in equity shares
(i) Investment carried at Fair value through other comprehensive income
Equity shares of face value of Rs 10 each (quoted)
8,900 (2021 : 8,900) of Roopa Industries Limited 2.23 0.83
17,440 (2021 : 17,440) of Reliance Power Limited 2.35 0.76
74,500 (2021 : 74,500) of Infra Industries Limited 5.38 4.84
Equity shares of face value of Rs 2 each (quoted)
5,000 (2021 : 5,000) of TV 18 Broadcast Limited 3.70 1.44
13.66 7.87
Equity shares of face value of Rs 10 each (unquoted)
11,200(2021 : 11,200) of Gobind Sugar Limited 8.85 8.85
Less: Provision for Impairment (8.85) (8.85)
- -
(i) 13.66 7.87
(ii) Investment carried at Fair value through profit and loss
Equity shares of face value of Rs 10 each
100 (2021 :100 ) of Alacrity Electronics Limited# - 0.01
41(2021 : 41) of Norben Tea & Exports Limited# 0.00 0.00
658 (2021: 658) of Reliance Industries Limited 17.33 13.18
Nil (2021:51) of Simplex Mills Company Limited - 0.01
Nil (2021:1) of Simplex Papers Limited - 0.00
48,890 (2021 : 48,890) of Ironwood Education Limited (formerly known as Greycells 16.13 9.80
Education Limited)
200 (2021: Nil ) Pan India Corporation Limited 0.01 -
Nil (2021: 3480 )Techindia Nirman Limited - 0.09
145 (2021: 165 )Vision Cinemas Limited# 0.00 0.00
109
LKP SECURITIES LIMITED
(Rs. Lakhs)
31 March 2022 31 March 2021
7 Other Financial Assets
Deposits- ( unsecured and considered good )
- related parties* (Refer note 41) 300.00 300.00
- others 326.81 275.04
(Rs. Lakhs)
31 March 2022 31 March 2021
8 Current tax assets ( net)
Balances with Government Authorities
Advance Direct Tax ( net of provisions) 162.15 158.31
Total 162.15 158.31
9 Defered tax assets (net)
Deferred tax assets/ (liabilities)
Property Plant and equipment and intangible assets 22.44 27.43
Employee benefits 17.93 55.11
Allowances for credit losses 78.27 98.87
Fair valuation of Financial Instruments (62.07) (37.17)
Others 13.14 (1.86)
MAT Credit Entitlement 95.52 214.54
Total 165.23 356.91
110
LKP SECURITIES LIMITED
Net block
As at 31 March 2022 29.84 127.40 46.20 57.34 0.83 28.15 289.76
As at 31 March 2021 34.93 125.40 51.26 40.63 0.85 24.66 277.72
Net block
As at 31 March 2022 475.65
As at 31 March 2021 517.54
111
LKP SECURITIES LIMITED
(Rs. Lakhs)
Intangible assets under development 31 March 2022
Amount in Intangible Assets under development for a period Total
Less than 1 1-2 years 2-3 years More than 3
year years
Projects in progress 17.00 - - - 17.00
112
LKP SECURITIES LIMITED
(Rs. Lakhs)
31 March 2022 31 March 2021
12 Other Non-Financial Assets
Others Assets
Prepaid expenses 51.94 48.00
Other Advances
- Considered Good 10.05 10.05
Balance with Government authorities
-Indirect taxes 15.49 60.86
Total 77.48 118.91
13 Financial Liabilities
Payables
I) Trade Payables (Refer note 37)
i) total outstanding dues of micro enterprises and small enterprises (MSME) - -
ii) total outstanding dues of creditors other than micro enterprises and small 9,778.57 9,074.51
enterprises (MSME)*
Total 9,778.57 9,074.51
113
LKP SECURITIES LIMITED
e. The Group has not been declared as a wilfull defaulter by any lender
f. The Group has used the borrowings from banks for the purpose for which it was taken as at the balance sheet date
(Rs. Lakhs)
31 March 2022 31 March 2021
15 Deposits
Security Deposits from Sub Brokers 296.99 291.51
Total 296.99 291.51
16(a) Lease Liabilities
Lease Liabilities 522.88 524.24
Total 522.88 524.24
16(b) Other Financial Liabilities
Margin money 3,280.19 3,716.17
Unclaimed dividend (Refer note 45) 4.87 1.52
Total 3,285.06 3,717.69
17 Current Tax Liabilities (net)
Provision for tax (net of advances) 41.03 -
Total 41.03 -
114
LKP SECURITIES LIMITED
(Rs. Lakhs)
31 March 2022 31 March 2021
21 Equity Share Capital
Authorised
125,000,000 (2021: 125,000,000) Equity shares of Rs.2/- each 2,500.00 2,500.00
10,000,000( 2021: 10,000,000) Unclassified shares of Rs 10/- each 1,000.00 1,000.00
3,500.00 3,500.00
Issued, subscribed and fully paid up
74,843,576 (2021: 73,934,736) Equity shares of Rs.2/- each 1,496.87 1,478.69
a) Reconciliation of the equity shares outstanding at the beginning and at the end of the reporting year
(Rs. Lakhs)
31 March 2022 31 March 2021
Number of Rs. Number of Rs.
Equity shares Equity shares
At the beginning of the year 7,39,34,736 1,478.69 7,39,34,736 1,478.69
Add: Share issued during the year 9,08,840 18.18 - -
Outstanding at the end of the year 7,48,43,576 1,496.87 7,39,34,736 1,478.69
115
LKP SECURITIES LIMITED
Sr. Promoter name No. of Shares %of total shares % Change during
No the year
1 Mahendra.V.Doshi 81,61,700 10.91% -12.25%
2 Mahendra.V.Doshi (on behalf of pratnership Firm, M/s LK 1,31,67,854 17.59% No Change
Panday)
3 Pratik.M. Doshi 16,04,332 2.14% 165.47%
4 Ira Pratik Doshi 6,00,000 0.81% No Change
5 Samaya Pratik Doshi 6,00,000 0.81% No Change
6 Shital .A. Sonpal 1,00,350 0.13% No Change
7 Bhavana Holdings Private Limited 87,22,030 11.65% No Change
8 Sea Glimpse Investment Private Limited 1,59,40,090 21.30% No Change
9 LKP Finance Limited 35,27,714 4.71% 100%
f) Employees Stock Option Scheme (ESOP)
The Parent Company had instituted an Employee Stock Option Plan (“ESOP - 2017 or “the Scheme”) as approved by Board of Directors
and Shareholders of the Company. Under the scheme, 38,85,000 Stock Options were granted (Phase I: 37,00,000 & Phase II: 1,85,000)
at a price of Rs. 7/- per option to the employees of the Company. As per the scheme, 33%, 33% and 34% of the total grant shall be
vested at the end of every year from the original grant dates. The options vested would be exercisable at any time within a period of
one year from the date of vesting and the equity shares arising on exercise of options shall not be subject to any lock in. No options are
outstanding as at 31 March, 2022. During the year 7,02,840 options were excersied and balance lapsed. Further the scheme has been
discontinued duing the year.
Further the Members of the Parent Company had verified modified and amended ESOP – 2017 by way of postal ballot dated October
16, 2020, the result of which was declared on November 27, 2020, subsequently the Company has granted 4,67,000 options and
11,75,580 options under phase III and phase IV respectively to its employees under the modified LKPS ESOP – 2017, from the lapsed
options at a price of Rs. 7/- per option. As per the grant, 50% of the option shall vest after the expiry of 12 months and 50% of the option
shall vest after the expiry of 24 months from the original date of grant. The options vested would be exercisable at any time within a
period of three years from the date of vesting and the equity shares arising on exercise of options shall not be subject to any lock in.
There are 2,61,000 Options and 11,75,580 Options outstanding as at 31 March, 2022 under Phase III and Phase IV respectively. ESOP
– 2017 is administered by the Nomination and Remuneration Committee of the Board.
g) Summary of Options granted under the scheme
116
LKP SECURITIES LIMITED
(Rs in Lakhs)
31 March 2022 31 March 2021
Carrying amount at the start of the year of Share Options Outstanding Account 86.28 161.88
Expense arising from employee share based payment plans 43.45 17.35
Amount transferred to general reserve on account of ESOP lapsed during the year (24.29) (92.95)
Amount transferred to Securities Premiuim on account of Shares issued during the year (67.37) -
Total carrying amount at the end of the year of Share Options outstanding account 38.07 86.28
(Rs. Lakhs)
31 March 2022 31 March 2021
22 Other Equity
Securities Premium
Balance as at beginning of the year 89.54 89.54
Add : Premium on issue of equity share during the year 45.44 -
Add : Transfer from Share based payment reserve on account of shares issued during the year 67.37 -
Balance as at end of the year 202.35 89.54
General Reserve
Balance as at beginning of the year 92.95 -
Add : Transfer from Share based payment reserve on account of Esop lapsed during the year 24.29 92.95
Balance as at end of the year 117.23 92.95
Retained Earnings
Balance as at beginning of the year 865.94 468.37
Profit for the year 1,346.73 397.12
Dividend Paid (147.87) -
Remeasurement of Defined benefit plans 22.17 0.45
Balance as at end of the year - (0.17)
2,086.96 865.94
Other Comprehensive income - fair value on equity instruments
Balance as at beginning of the year (134.82) (140.90)
Gain on fair value of financial asset through other comprehensive income 5.79 6.08
Balance as at end of the year (129.03) (134.82)
Total Other Equity 4,275.97 2,960.26
117
LKP SECURITIES LIMITED
118
LKP SECURITIES LIMITED
31 Tax Expense
(a) The major components of income tax for the year are as under:
i) Income tax related to items recognised directly in the statement of profit and loss (Rs. Lakhs)
31 March 2022 31 March 2021
Current tax
Current tax on profits for the year- current year 451.10 62.36
- earlier year (0.72) (0.84)
Deferred tax ( Credit) / Charge
Relating to origination and reversal of temporary differences 65.30 92.39
MAT Credit entitlement- current year - (8.05)
MAT Credit entitlement- earlier years (37.39) 18.58
Total 478.29 164.44
Effective tax rate # 26.21% 29.28%
# A reconciliation of income tax expense applicable to profit before income tax at statutory rate to the income tax expense at Company’s
effective income tax rate for the year ended 31 March 2022
ii) Deferred tax related to items recognised in the other comprehensive income (OCI) during the year (Rs.Lakhs)
31 March 2022 31 March 2021
Deferred tax on remeasurement (gains)/losses on defined benefit plan - (0.17)
119
LKP SECURITIES LIMITED
(d) The Company does not have any unrecorded transactions that have been surrenderred or disclosed as income during the year in the tax
assessment under Income Tax Act, 1961.
32 Leases
For short-term leases (lease term of 12 months or less) and leases of low-value assets , the Group has opted to recognise a lease
expense on a straight-line basis as permitted by Ind AS 116. This expense is presented within ‘other expenses’ forming part of the
Financial Statements.
33 Disclosure under IND AS 116
Right of Use Asset- Office premises (ROU)
(a) ROU asset’ comprises leased assets of office/branch premises that do not meet the definition of investment property.
(Rs in Lakhs)
31 March 2022 31 March 2021
Opening Balance 517.54 94.74
Additions during the year (Net) 91.95 490.24
Deletion during the year (Net) 9.67 -
Depreciation during the year (Net) 124.17 67.44
Closing Balance 475.65 517.54
The aggregate depreciation expense on right-of-use asset is included under depreciation and amortisation expense in the Statement of
Profit and Loss.
120
LKP SECURITIES LIMITED
121
LKP SECURITIES LIMITED
122
LKP SECURITIES LIMITED
123
LKP SECURITIES LIMITED
124
LKP SECURITIES LIMITED
125
LKP SECURITIES LIMITED
126
LKP SECURITIES LIMITED
Brokerage Income
LKP Finance Limited 82.11 26.52
Sea Glimpse Investments Private Limited 0.94 0.02
Bhavana Holdings Private Limited 2.85 -
Bond Street Capital Private Limited 1.18 -
Other Related Parties# - 0.01
Interest Expenses
LKP Finance Limited 59.51 17.57
Bond Street Capital Private Limited 2.21 0.19
Donation
Smt Jayalaxmi Vasantrai Doshi Charitable Trust 6.00 -
Business Purchase
Alpha Commodity Private Limited (Refer Note 54) - 318.00
Advances Recovered
Alpha Commodity Private Limited - 924.10
127
LKP SECURITIES LIMITED
Other Payables
Alpha Commodity Private Limited - 74.55
M/s Agrud Partners 1.39 1.39
Trade Receivables*
MKM Share & Stock Brokers Limited - 0.27
Bhavna Holdings Private Limited 19.49 -
Alpha Commodity Private Limited - 0.25
Other Related Parties# 0.02 -
Deposits
Sea Glimpse Investments Private Limited 140.00 140.00
M/s L K Panday 160.00 160.00
* Closing balance of trade payable and trade receivable includes transaction pertaining to purchase and sale of securities as broker on
behalf of related parties in the ordinary course of business
** Closing balance of Other Financial Liabilities includes Margin money held in the ordinary course of business
# Transaction below 10% in value shown as other related parties
Transactions effected on exchange platforms are not considered
42 Earnings per share (Rs. Lakhs)
128
LKP SECURITIES LIMITED
129
LKP SECURITIES LIMITED
130
LKP SECURITIES LIMITED
Recognition of Goodwill
Consideration transferred 318.00
(Less): Net Identifiable Assets (208.72)
Goodwill 526.72
Amount and factors for recognition of goodwill
Factors for recognition of goodwill:
The goodwill primarily reflects the excess earning capacity and synergistic effects with the existing business.
131
LKP SECURITIES LIMITED
132
LKP SECURITIES LIMITED
For MGB & Co. LLP For and on behalf of the board
Chartered Accountants
Firm Registration No. 101169W/W-100035
133
LKP SECURITIES LIMITED
FORM AOC - 1
Statement containing salient features of the financial statement of subsidiaries
/ associate companies / joint ventures
[Pursuant to first proviso to sub-section (3) of Section 129 read with Rule 5 of Companies (Accounts) Rules, 2014]
For MGB & Co. LLP For and on behalf of the board
Chartered Accountants LKP Securities Limited
Firm Registration Number 101169W/W-100035
134
LKP SECURITIES LIMITED
Notes
135
LKP SECURITIES LIMITED
Notes
136
Printed by: www.westernpress.in