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(Erstwhile known as Siddarth businesses limited) ANNUAL ...ITEM NO.2 – RE-APPOINTMENT OF DIRECTOR- Mohit Kumar To appoint a Director in place of Mr. Mohit Kumar (DIN No. 07065751),

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Page 1: (Erstwhile known as Siddarth businesses limited) ANNUAL ...ITEM NO.2 – RE-APPOINTMENT OF DIRECTOR- Mohit Kumar To appoint a Director in place of Mr. Mohit Kumar (DIN No. 07065751),
Page 2: (Erstwhile known as Siddarth businesses limited) ANNUAL ...ITEM NO.2 – RE-APPOINTMENT OF DIRECTOR- Mohit Kumar To appoint a Director in place of Mr. Mohit Kumar (DIN No. 07065751),

_________________________________________________________________________Annual Report 2016-17

Shivamshree Businesses Limited_________________________________________________________

SHIVAMSHREE BUSINESSES LIMITED (Erstwhile known as Siddarth businesses limited)

ANNUAL REPORT-2016-2017

Page 3: (Erstwhile known as Siddarth businesses limited) ANNUAL ...ITEM NO.2 – RE-APPOINTMENT OF DIRECTOR- Mohit Kumar To appoint a Director in place of Mr. Mohit Kumar (DIN No. 07065751),

_________________________________________________________________________Annual Report 2016-17

Shivamshree Businesses Limited_________________________________________________________

CONTENTS

1) Corporate Information

2) Notice of the Annual General Meeting

3) Board of Directors’ Report.

4) Secretarial Audit Report

5) Nomination and Remuneration Policy

6) Extract of Annual Return

7) Auditor’s Report on Financial Statement

8) Financials of the Company

9) Notes to the Accounts

10) Attendance Sheet & Proxy Form.

Schedule of Annual General Meeting

34th Annual General Meeting

DATE 29th September,2017

DAY Friday

TIME

12:00 P:M

PLACE

HOTEL MAJESTIC, D-52, EAST OF KAILASH. NEW DELHI 110065

BOOK CLOSURE DATE

23rd September 2017 - 29th September 2017

Page 4: (Erstwhile known as Siddarth businesses limited) ANNUAL ...ITEM NO.2 – RE-APPOINTMENT OF DIRECTOR- Mohit Kumar To appoint a Director in place of Mr. Mohit Kumar (DIN No. 07065751),

_________________________________________________________________________Annual Report 2016-17

Shivamshree Businesses Limited_________________________________________________________

CORPORATE INFORMATION

BOARD OF DIRECTORS Mr. Prafulbhai Bavishiya (DIN: 01908180) Additional Executive Director & Managing Director Mr. Kheem Singh (DIN: 07064713) Director Mr. Shaileshbhai Bavishiya (DIN: 01908191) Executive Director Mrs. Arunaben Bavishiya (DIN: 07385551) Executive Director Mr. Amitkumar Rameshchandra Rana (DIN: 03611510) Managing Director Mr. Mohit Kumar (DIN: 07065751) Non - Executive Independent Director Mr. Ghanshyam Gajera (AJPPP5551K) Chief Financial Officer Mr. Bindesh Patel (DIN: 07666778) Independent Director Ms. Vibhavary Patel (DIN: 07666788) Independent Director

AUDITORS M/s. Sandeep Manuja & Associates Chartered Accountants Shop no. 4, Indra Market, Gill Road, Ludhiana Punjab- 141003 Firm Registration No. 009525N

KEY MANEGERRIAL PERSON Mr. Viral Kapadia CFO (Resigned w.e.f. 30.05.2016) Mr. GhanshyamGajera CFO (Appointed w.e.f. 30.05.2016)

BANKERS OF THE COMPANY ICICI Bank East of Kailash Branch, New Delhi - 110019

SECRETARIAL AUDITOR RRBP & Company Company Secretaries 205, Saumya Complex, Kalpana Society, Nr. Ganesh Plaza, Navrangpura, Ahmedabad- 380009

LISTED AT BSE Limited (Scrip Code: 538520) PJ Towers, Dalal Streets, Mumbai- 400001

REGISTRAR AND SHARE TRANSFER AGENTS M/s Skyline Financial Services Private Limited 1st Floor, D-153A, Okhla Industrial Area, Phase I, New Delhi Pin Code 110 020

REGISTERED OFFICE T-59, Ground Floor, Near Khanna Market, West Patel Nagar, New Delhi 110008 Tel: 011-41063104

EMAIL ID & WEBSITE Company and Investor Grievances: - [email protected] www.shivamshree.com

CORPORATE IDENTIFICATION NUMBER:

L01403DL1983PLC015704

Page 5: (Erstwhile known as Siddarth businesses limited) ANNUAL ...ITEM NO.2 – RE-APPOINTMENT OF DIRECTOR- Mohit Kumar To appoint a Director in place of Mr. Mohit Kumar (DIN No. 07065751),

_________________________________________________________________________Annual Report 2016-17

Shivamshree Businesses Limited_________________________________________________________

COMMITEES OF BOARD OF DIRECTORS

AUDIT COMMITTEE

Mr. Vibhavary Patel Independent Director

Chairman & Member

Mr. Shaileshbhai Bavishiya Executive Director

Member

Mr. Mohit Kumar Independent Director

Member

REMUNERATION AND NOMINATION COMMITTEE

Mr. Vibhavary Patel Independent Director

Chairman & Member

Mr. Shaileshbhai Bavishiya Executive Director

Member

Mr. Mohit Kumar Independent Director

Member

STAKE HOLDER’S RELATIONSHIP COMMITTEE (Whether applicable? 178 CA Act- if more than 1000

Shareholder, Listing Regulation-(15(2) exempted )

Mr. Vibhavary Patel Independent Director

Chairman & Member

Mr. Shaileshbhai Bavishiya Executive Director

Member

Mr. Mohit Kumar Independent Director

Member

IMPORTANT COMMUNICATION TO THE MEMBERS

The Ministry of Corporate Affairs has taken a “Green Initiative in the Corporate Governance” by allowing paperless compliances by the Companies and has issued circulars stating that service of Notice / documents including Annual Report can be sent by e-mail to its members. To support this green initiative of the Government in full measure, members who have not registered their e-mail addresses, so far, are requested to register their e-mail addresses, with the Registrar & Share Transfer Agent of the Company.

Page 6: (Erstwhile known as Siddarth businesses limited) ANNUAL ...ITEM NO.2 – RE-APPOINTMENT OF DIRECTOR- Mohit Kumar To appoint a Director in place of Mr. Mohit Kumar (DIN No. 07065751),

_________________________________________________________________________Annual Report 2016-17

Shivamshree Businesses Limited_________________________________________________________

SHIVAMSHREE BUSINESSES LIMITED

(Erstwhile Known as Siddarth Businesses Limited)

Regd. Office: T-59, Ground Floor, Near Khanna Market, West Patel Nagar, New Delhi-110008

Tel: 011-41063104, Email: [email protected] Website: www.shivmashree.com

CIN: L01403DL1983PLC015704

NOTICE OF THIRTY FOURTH ANNUAL GENERAL MEETING

NOTICE IS HEREBY GIVEN THAT THE 34th ANNUAL GENERAL MEETING OF THE MEMBERS OF THE SIDDARTH BUSINESSES LIMITED WILL BE HELD ON FRIDAY, 29th DAY OF SEPTEMBER, 2017 AT 12:00 P.M. AT HOTEL MAJESTIC AT D-52, EAST OF KAILASH, NEW DELHI 110065 TO TRANSACT THE FOLLOWING BUSINESS:

ORDINARY BUSINESSES

ITEM NO. 1 - ADOPTION OF FINANCIAL STATEMENTS To receive, consider and adopt the Audited Balance Sheet as at 31st March 2017, the profit and Loss Account for the year ended as on that date and the report of the Directors and Auditors thereon. ITEM NO.2 – RE-APPOINTMENT OF DIRECTOR- Mohit Kumar To appoint a Director in place of Mr. Mohit Kumar (DIN No. 07065751), who retires by rotation in terms of Section 152(6) of Companies Act, 2013 and being eligible offers himself for reappointment ITEM NO.3 – RE-APPOINTMENT OF DIRECTOR- MR. Prafulkumar Parshottambhai Bavishiya To appoint a Director in place of Mr. Prafulkumar Parshottambhai Bavishiya (DIN No. 01908180), who retires by rotation in terms of Section 152(6) of Companies Act, 2013 and being eligible offers himself for reappointment ITEM NO. 4- APPOINTMENT OF AUDITORS To appoint auditors and fix their remuneration and in this regard to consider and, if thought fit, to pass, with or without modification(s), the following resolution as an Ordinary Resolution: “RESOLVED THAT pursuant to the provisions of Section 139(8) and other applicable provisions, if any, of the Companies Act, 2013 as amended from time to time or any other law for the time being in force (including any statutory modification or amendment thereto or re-enactment thereof for the time being in force), M/s Sandeep Manuja & Associates; Chartered Accountants, Ludhiana be and are hereby appointed as Causal Auditors of the Company to fill the casual vacancy caused due to resignation of Ansh & Co.; Chartered Accountants, and they shall hold office until the conclusion of the next annual general meeting and they be remunerated by way of such fee as the Directors may determine.” RESOLVED THAT pursuant to Section 139 and other applicable provisions, if any, of the Companies Act, 2013, and the Companies (Audit and Auditors) Rules, 2014, the appointment of M/s. Sandeep Manuja & Associates, Chartered Accountants (Firm Registration No. 009525N) as the Statutory Auditors of the Company w.e.f. May 30th, 2017 in the casual vacancy caused consequent to the resignation of M/s. Ansh & Co., Chartered Accountants (Firm Registration No. 130307W) be and is hereby approved and that they shall hold the said office till the conclusion of this Next Annual General Meeting. RESOLVED FURTHER THAT pursuant to Section 139 and other applicable provisions, if any, of the Companies Act, 2013, and the Companies (Audit and Auditors) Rules, 2014, M/s. Sandeep Manuja & Associates, Chartered Accountants (Firm Registration No. 009525N) be and are hereby appointed as the Statutory Auditors of the Company and they shall hold office from the conclusion of this Annual General Meeting until the conclusion of Next Annual General Meeting, on such remuneration as may be determined by the Board of Directors.”

Regd. Office: T-59, Ground Floor, Near Khanna Market, By Order of Board of Directors West Patel Nagar, New Delhi - 110008 Siddarth Businesses Limited Sd/- Date: 07.09.2017 Place: Ahmedabad

Mr. Prafulbhai Bavishiya Managing Director

DIN: 001908180

Notes:

Page 7: (Erstwhile known as Siddarth businesses limited) ANNUAL ...ITEM NO.2 – RE-APPOINTMENT OF DIRECTOR- Mohit Kumar To appoint a Director in place of Mr. Mohit Kumar (DIN No. 07065751),

_________________________________________________________________________Annual Report 2016-17

Shivamshree Businesses Limited_________________________________________________________

1. A MEMBER ENTITLED TO ATTEND AND VOTE AT THE ANNUAL GENERAL MEETING (THE “MEETING”) IS ENTITLED TO APPOINT A PROXY TO ATTEND AND VOTE ON A POLL INSTEAD OF HIMSELF AND THE PROXY NEED NOT BE A MEMBER OF THE COMPANY. THE INSTRUMENT APPOINTING THE PROXY SHOULD, HOWEVER, BE DEPOSITED AT THE REGISTERED OFFICE OF THE COMPANY NOT LESS THAN FORTY-EIGHT HOURS BEFORE THE COMMENCEMENT OF THE MEETING.

A PERSON CAN ACT AS A PROXY ON BEHALF OF MEMBERS NOT EXCEEDING FIFTY AND HOLDING IN THE AGGREGATE NOT MORE THAN TEN PERCENT OF THE TOTAL SHARE CAPITAL OF THE COMPANY CARRYING VOTING RIGHTS. A MEMBER HOLDING MORE THAN TEN PERCENT OF THE TOTAL SHARE CAPITAL OF THE COMPANY CARRYING VOTING RIGHTS MAY APPOINT A SINGLE PERSON AS PROXY AND SUCH PERSON SHALL NOT ACT AS A PROXY FOR ANY OTHER PERSON OR SHAREHOLDER.

2. A Statement pursuant to Section 102(1) of the Companies Act, 2013, relating to the Special Businesses to be

transacted at the Meeting is annexed hereto.

3. Corporate members are requested to send to the Company, a duly certified copy of the Board Resolution, authorizing their representative to attend and vote at the Annual General Meeting.

4. The Register of Members and Share Transfer Books of the Company will remain closed from Saturday, 23rd

September day of September, 2017 to Friday, 29th day of September, 2017 (both days inclusive).

5. In case of joint holders attending the meeting, only such joint holder who is higher in the order of names will be entitled to vote.

6. Members are requested to write their folio number/ DP ID/Client ID in the attendance slip for attending the

meeting.

7. SEBI has mandated the submission of Permanent Account Number (PAN) by every participant in securities market. Members holding shares in electronic form are, therefore, requested to submit their PAN to their Depository Participants with whom they are maintaining their Demat accounts. Members holding shares in physical form can submit their PAN to the Company / RTA.

8. As a measure of economy and a step toward green initiative, Members are requested to bring their copy of

Annual Report to the meeting. Members/ Proxies should bring the attendance slip duly filled in and signed for attending the meeting.

9. To promote green initiative, members are requested to register their e-mail addresses through their Depository

Participants for sending the future communications by e-mail. Members holding the shares in physical form may register their e-mail addresses through the RTA, giving reference of their Folio Number.

10. The Notice of AGM, Annual Report and Attendance Slip are being sent in electronic mode to Members whose e-

mail IDs are registered with the Company or the Depository Participant(s). Physical copy of the Notice of AGM, Annual Report and Attendance Slip are being sent to those Members who have not registered their e-mail IDs with the Company or Depository Participant(s). Members who have received the Notice of AGM, Annual Report and Attendance Slip in electronic mode are requested to print the Attendance Slip and submit a duly filled in Attendance Slip at the registration counter to attend the AGM.

11. Pursuant to Section 108 of the Companies Act, 2013, read with the relevant Rules of the Act, the Company is

pleased to provide the facility to Members to exercise their right to vote by electronic means and business may transacted through such remote e-voting. The remote e-voting period will commence at 09.00 a.m. on Tuesday, 26th September, 2017 and will end at 5.00 p.m. on Thursday, 28th September, 2017. The Company has appointed Ms. Rupal Patel, Practicing Company Secretary (Membership No. FCS 6275), to act as the Scrutinizer, for conducting the scrutiny of the votes cast. The Members desiring to vote through electronic mode may refer to the detailed procedure on e-voting given note no. 14.

12. The facility for voting through poll will also be made available at the AGM, and members attending the AGM

who have not already cast their vote by remote e-voting will be able to exercise their right at the AGM. Shareholders who have cast their vote, by remote e-voting shall not be allowed to cast their vote at the AGM through poll.

Page 8: (Erstwhile known as Siddarth businesses limited) ANNUAL ...ITEM NO.2 – RE-APPOINTMENT OF DIRECTOR- Mohit Kumar To appoint a Director in place of Mr. Mohit Kumar (DIN No. 07065751),

_________________________________________________________________________Annual Report 2016-17

Shivamshree Businesses Limited_________________________________________________________

13. All documents referred to in the accompanying Notice and Explanatory Statement are open for inspection at the Registered Office of the Company and copies thereof shall also be made available for inspection in physical or electronic form at the Corporate Office of the Company during office hours on all working days, except Saturdays, between 11.00 a.m. to 1.00 p.m. up to and inclusive of the date of the Annual General Meeting also such documents are available at the meeting.

14. In terms of Section 108 of the Companies Act, 2013 Read with the rule 20 of the Companies (Management &

Administration) Rules, 2014 it is mandatory on the part of the Company to provide e-Voting facility. Company is providing facility for Voting by electronic means and the business may be transacted through such voting.

The instructions for members for voting electronically are as under:-

(i) The voting period begins at 09.00 a.m. on Tuesday, 26th September, 2017 and will end at 5.00 p.m. on Thursday, 28th September, 2017. During this period shareholders’ of the Company, holding shares either in physical form or in dematerialized form, as on the cut-off date 22nd September 2017, may cast their vote electronically. The e-voting module shall be disabled by CDSL for voting thereafter and remote e-voting shall not be allowed beyond the date and time as aforesaid.

(ii) The shareholders should log on to the e-voting website www.evotingindia.com. (iii) Click on Shareholders. (iv) 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. Members holding shares in Physical Form should enter Folio Number registered with the Company.

(v) Next enter the Image Verification as displayed and Click on Login. (vi) If you are holding shares in demat form and had logged on to www.evotingindia.com and voted on an earlier

voting of any company, then your existing password is to be used. (vii) If you are a first time user follow the steps given below:

For Members holding shares in Demat Form 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)

Members who have not updated their PAN with the Company/Depository Participant are requested to use the first two letters of their name and the 8 digits of the sequence number in the PAN field.

In case the sequence number is less than 8 digits enter the applicable number of 0’s before the number after the first two characters of the name in CAPITAL letters. Eg. If your name is Ramesh Kumar with sequence number 1 then enter RA00000001 in the PAN field.

DOB# Enter the Date of Birth as recorded in your demat account or in the company records for the said demat account in DD/MM/YYYY format.

Dividend Bank Details#

Enter the Dividend Bank Details as recorded in your demat account or in the company records for the said demat account or folio.

Please enter the DOB or Dividend Bank Details in order to login. If 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 (iv).

(viii) After entering these details appropriately, click on “SUBMIT” tab. (ix) Members holding shares in physical form will then directly reach the Company selection screen. However,

members 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.

(x) For Members holding shares in physical form, the details can be used only for e-voting on the resolutions contained in this Notice.

(xi) Click on the EVSN of Siddarth Businesses Limited EVSN 170909024 on which you choose to vote. (xii) 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.

Page 9: (Erstwhile known as Siddarth businesses limited) ANNUAL ...ITEM NO.2 – RE-APPOINTMENT OF DIRECTOR- Mohit Kumar To appoint a Director in place of Mr. Mohit Kumar (DIN No. 07065751),

_________________________________________________________________________Annual Report 2016-17

Shivamshree Businesses Limited_________________________________________________________

(xiii) Click on the “RESOLUTIONS FILE LINK” if you wish to view the entire Resolution details. (xiv) 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.

(xv) Once you “CONFIRM” your vote on the resolution, you will not be allowed to modify your vote. (xvi) You can also take out print of the voting done by you by clicking on “Click here to print” option on the Voting

page. (xvii) If Demat account holder has forgotten the changed password then enter the User ID and the image verification

code and click on Forgot Password & enter the details as prompted by the system. (xviii) Note for Non-Individual Shareholders & Custodians:

o Non-Individual shareholders (i.e. other than Individuals, HUF, and NRI etc.) and Custodian are required to log

on to www.evotingindia.com and register themselves as Corporate. o A scanned copy of the Registration Form bearing the stamp and sign of the entity should be emailed to

[email protected] o 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. o The list of accounts should be mailed to [email protected] and on approval of the accounts they

would be able to cast their vote. o 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.

Please follow all steps from sl. no. (i) to sl. no. (xviii) Above to cast vote. In case you have any queries or issues regarding e-voting, you may refer the Frequently Asked Questions (“FAQs”) and e-voting manual available at www.evotingindia.com under help section or write an email to [email protected] Regd. Office: T-59, Ground Floor, Near Khanna Market, By Order of Board of Directors West Patel Nagar, New Delhi - 110008 Siddarth Businesses Limited Sd/- Date: 07.09.2017 Place: Ahmedabad

Mr. Prafulbhai Bavishiya Managing Director

DIN: 001908180

Page 10: (Erstwhile known as Siddarth businesses limited) ANNUAL ...ITEM NO.2 – RE-APPOINTMENT OF DIRECTOR- Mohit Kumar To appoint a Director in place of Mr. Mohit Kumar (DIN No. 07065751),

_________________________________________________________________________Annual Report 2016-17

Shivamshree Businesses Limited_________________________________________________________

Details of Directors seeking Appointment or Re-appointment at the Annual General Meeting

Name of Director Mr. Mohit Kumar Prafulkumar Bavishiya

Date of Birth 17/06/1992 31/05/1969

Age (Years) 25 48

Date of Appointment 28/09/2015 09/02/2016

Qualification Graduate, Master of Business Admistration

Graduate

Relations with Other Director (Inter-Se)

None

None

Expertise in specific functional areas

Marketing & Finance

Strategic Planning

Directorship held in Other Companies as on date

-

1. SUNRISE PIGMENTS PRIVATE LIMITED 2. LUCENT CLEANENERGY PRIVATE LIMITED 3. SHIVAM DEVELOPERS PVT LTD

Chairman/ Member of the Committee of the Board of Directors of the Company

Member of Audit Committee & Stakeholders’ Relationship Committee and Remuneration & Nomination Committee

Member of Audit Committee, Remuneration & Nomination Committee and Stakeholder Relationship Committee

Committee Positions* in other Public Companies

- -

Number of Shares held 0 468796

* Committee positions of only Audit and Shareholders’/Investors’ Grievance Committee and Remuneration committee

included.

Page 11: (Erstwhile known as Siddarth businesses limited) ANNUAL ...ITEM NO.2 – RE-APPOINTMENT OF DIRECTOR- Mohit Kumar To appoint a Director in place of Mr. Mohit Kumar (DIN No. 07065751),

_________________________________________________________________________Annual Report 2016-17

Shivamshree Businesses Limited_________________________________________________________

BOARD OF DIRECTORS’ REPORT

Dear Members,

Your Company’s Directors are pleased to present the 34th Annual Report of the Company, for the financial year ended 31st March, 2017. FINANCIAL SUMMARY (In Rupees)

Particulars For the Year Ended 31.03.2017

For the Year Ended 31.03.2016

Revenue from Operations 71,615,710 7,776,192.00

Other Income 1,04,324 0.00

Total Income 71,720,034 7,776,192.00

Total Expenditure 69,892,242 7,588,434.11

Profit/(Loss) before tax 18,27,792 1,87,757.89

Provision for Tax 3,23,932 1,00,000.00

Net Profit/(Loss) 15,03,860 87,757.89

Paid Up Share Capital 45,650,000.00 45,650,000.00

REVIEW OF OPERATIONS AND FUTURE PROSPECTS During the year under review, your company has generated revenue of Rs 71,615,710. Your Directors strongly believes that in the coming financial year, your Company will be able to do profitable business and will resort for better financial results. SHARE CAPITAL The issued, subscribed and paid up capital of the Company is Rs 4,56,50,000 (Rupees Four Crore Fifty Six Lacs Fifty Thousands) divided into 4,56,50,000 (Four Crore Fifty Six Lacs Fifty Thousands) equity shares of Rs 1/- each. DIVIDEND In the view of inadequate profits in current year and also accumulated losses in previous years your directors do not recommended any dividend for the financial year ended March 31, 2017. Your Directors are hopeful that they will present a much strong financial statements in coming years. TRANSFER TO RESERVES During the financial year 2016-17, the Company has not transferred profit to General Reserves (due to inadequate profit). SUBSIDIARY AND ASSOCIATE COMPANIES Presently, the Company has no subsidiary or Associate Company. STATUTORY AUDITORS& THEIR REPORT M/s. Ansh and Co. Chartered Accountant (FRN No: 130307W), submitted their resignation as Statutory Auditors of the Company in May, 2017. To fill the casual vacancy, the Board at its meeting held on May 30, 2017 approved the appointment of M/s. Sandeep Manuja & Associates, Chartered Accountants (Firm Registration No. 009525N) as Statutory Auditors, and obtain approval of shareholders at the Extraordinary General Meeting held on 30th May, 2017 and appointed them till the conclusion of ensuing Annual General Meeting. The term of M/S. Sandeep Manuja & Associates (FRN No: 009525N), is going to be expired on this Annual General Meeting. M/s. Sandeep Manuja & Associates, Chartered Accountants(Firm Registration No. 009525N) has confirmed their eligibility and willingness to act as Statutory Auditors, , and the necessary certificate pursuant to Section 139(1) of the Companies Act, 2013 and rules made thereunder has been received from them. Pursuant to Section 139(8) of the Companies Act, 2013, M/s. Sandeep Manuja & Associates, Chartered Accountants shall hold office till the conclusion of nextannual general meeting. SECRETARIAL AUDITOR AND THEIR REPORT The Board has appointed RRBP & Company, Company Secretaries, to conduct Secretarial Audit under the provisions of Section 204 of the Companies Act, 2013 for the financial year 2016-17. The Secretarial Audit Report for the financial year

Page 12: (Erstwhile known as Siddarth businesses limited) ANNUAL ...ITEM NO.2 – RE-APPOINTMENT OF DIRECTOR- Mohit Kumar To appoint a Director in place of Mr. Mohit Kumar (DIN No. 07065751),

_________________________________________________________________________Annual Report 2016-17

Shivamshree Businesses Limited_________________________________________________________

ended 31st March, 2017 is annexed herewith and marked as Annexure I to this Report. The Secretarial Audit Report is self explanatory and does not warrant any comments contain any qualification, reservation or adverse remark. DIRECTORS AND KEY MANAGERIAL PERSONNELS Appointment during the year

During the financial year 2016-17, no appointments were made except appointment of Mr. Ghanshyam Gajera as Chief Financial Officer of the company. Resignation from Directorship during the year Ms. Priyanka Padhya who was appointed as a Company Secretary of the Company resigned with effect from 31st March, 2017, also Mr. Viral Kapadia who was appointed as a Chief Financial Officer of the Company resigned with effect from 30th May, 2016. Retire by Rotation

As per Section 152(6) of the Companies Act, 2013 and as per Article 109 of the Articles of Association of the Company, one third of the Directors are liable to retire by rotation at the Annual General Meeting of the Company. Mr. Mohit Kumar and Mr. Prafulkumar Parshottambhai Bavishiya are the directors who retired by rotation and offer themselves for re-appointment. Reappointment of Directors at the Ensuing AGM Your Directors recommend that the resolutions relating to the re-appointment of Mr. Mohit Kumar (as Non-Executive Independent Director) and Mr. Prafulkumar Parshottambhai Bavishiya as a Managing Director of the Company.(who are liable to retire by rotation), APPOINTMENT AND RESIGNATION OF KEY MANAGERIAL PERSONNEL

Pursuant to the provisions of section 203 of the Companies Act 2013 and the rules made thereunder, Mr. Viral Kapadia has resigned from the post of Chief Financial Officer of the Company w.e.f. 30th May, 2016. Ms. Priyanka Padhya, who was appointed as Company Secretary of the Company w.e.f. 17th March, 2016, has resigned with effect from 31st March, 2017. The Board of Directors has appointed Mr. Ghanshyam Gajera as the Chief Financial Officer of the Company w.e.f. 30th May, 2016. NO company secretary has been appointed till date. BOARD EVALUATION The Board of Directors has carried out an annual evaluation of its own performance and individual directors pursuant to the provisions of the Companies Act, 2013. The performance of the Board was evaluated by the Board on the basis of the criteria such as the Board composition and structure, effectiveness of Board process, information and functioning etc. The Board and Nomination and Remuneration Committee reviewed the performance of the individual directors on the basis of the criteria such as the contribution of individual director to the Board and committee meetings like preparedness on the issue to be discuss meaningful and constructive contribution and inputs in meetings, etc. In a separate meeting of independent directors, performance of non-independent director, performance of the Board as a whole and performance of Chairman was evaluated. NOMINATION & REMUNERATION POLICY The Board of Directors, on the recommendation of the Nomination & Remuneration Committee framed a policy for selection and appointment of Directors, Key Managerial Personnel, Senior Management and their remuneration as required under Section 178 of the Companies Act, 2013. The Nomination & Remuneration Policy of the Company is annexed herewith and marked as Annexure II to this Report. EFFICIENT INTERNAL CONTROL SYSTEM AND THEIR ADEQUACY Adequate internal controls have been laid down by the Company to safeguard and protect its assets as well as to improve the overall productivity of its operations. All the transactions are properly authorized, recorded and reported to the management. The Company is following all the applicable Accounting Standards for properly maintaining the books of accounts and reporting financial statements. The detailed process of review not only ensures reliability of control systems

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and legal compliances with applicable legislation, defined policies and processes but also reviews efficiency of systems and ensures safeguarding of tangible and intangible assets. CORPORATE GOVERNANCE REPORT In pursuance of SEBI Circular CIR/CFD/POLICY CELL/7/2014dated September 15, 2014, Clause 49 of the Listing Agreement shall be applicable those companies having paid up equity share capital exceeding Rs.10 crore and Net Worth exceeding Rs.25 Crore, as on the last day of the previous financial year. Further, in pursuance of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 which was effective form 1st December, 2015, Regulation 15(2) states The compliance with the corporate governance provisions as specified in regulations 17, 18, 19, 20, 21, 22, 23, 24, 25, 26, 27 and clauses (b) to (i) of sub-regulation (2) of regulation 46 and para C, D and E of Schedule V shall not apply, in respect of - (a) the listed entity having paid up equity share capital not exceeding rupees ten crore and net worth not exceeding rupees twenty five crore, as on the last day of the previous financial year. The paid up share capital and net worth of your company do not come under the purview of applicability of clause 49 of Listing Agreement i.e. Corporate Governance as well as come under the exemptions specified in Regulation 15 (2) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 . Therefore Report of Corporate Governance is not attached herewith. In spite of above said SEBI circular, Your Company adopts best practices for corporate governance, disclosure standard and enhanced shareholder value while protecting the interest of all other stakeholders including clients, its employee. This has enabled your Company to earn the trust and goodwill of its investors, business partners, employees and the communities in which it operates. Your directors believe that Company profitability must go hand in hand with a sense of responsibility towards all stakeholders, employee and communities. DIRECTOR'S RESPONSIBILITY STATEMENT The Board of Directors acknowledges the responsibility for ensuring compliance with the provisions of Section 134(3) (c) read with Section 134(5) of the Companies Act, 2013 in the preparation of the annual accounts for the year ended 31st March, 2017 and state that: a. in the preparation of the annual accounts for the financial year ended on 31st March, 2017, the applicable accounting

standards had been followed along with proper explanation relating to material departures;

b. the directors had 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 and loss of the company for that period;

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

d. the directors had prepared the annual accounts on a going concern basis;

e. the directors, had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively; and

f. the directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that

such systems were adequate and operating effectively. PARTICULARS OF EMPLOYEES During the year under review no employee is covered as per rules 5(2) & (3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, therefore no statement is required be given showing the names and other particulars of the employees drawing remuneration in excess of the limits set out in the said rules are not applicable. PARTICULARS OF REMUNERATION The information required under Section 197(12) of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 i) the ratio of the remuneration of each Director to the median remuneration of the employees of the Company for the financial year 2016-17: No Director has drawn any remuneration from the Company during the financial year 2016-17 therefore ratio of remuneration of each director is not ascertainable

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ii) the percentage increase in remuneration of each Director, Chief Financial Officer, Chief Executive Officer, Company Secretary or Manager, if any, in the financial year 2016-17: No Director has drawn any remuneration from the Company during the financial year 2016-17 Therefore increase in remuneration of each director is not ascertainable. iii) the percentage increase in the median remuneration of employees in the financial year 2016-17: Nil iv) the number of permanent employees on the rolls of company: Fourteen v) the explanation on the relationship between average increase in remuneration and company performance: During the year under review Company’s Revenue has increased by 89.14% as compared with previous financial year. Net Profit of the Company during the financial year increased by 94.16% from Rs 87758 to Rs 1503860 vi) Comparison of the remuneration of the Key Managerial Personnel against the performance of the Company:

Amount in Lacs

Remuneration of Key Managerial Personnel (KMP) during the year Nil

Revenue from operations 717.2

Profit after tax 15.04 vii) variations in the market capitalization of the Company, price earnings ratio as at the closing date of the current financial year and previous financial year and percentage increase over decrease in the market quotations of the shares of the Company in comparison to the rate at which the Company came out with the last public offer in case of listed companies and in case of unlisted companies, the variations in the net worth of the Company as at the close of the current financial year and previous financial year: Particulars Unit As at 31st March, 2017 As at 31st March, 2016 Variation

Closing rate of share at BSE Rs. 0.41 6.18 -5.77

EPS Rs. 0.03 0.04 -0.01

Market Capitalization Rs./Lac 114 2821.17 -2707

Price Earnings Ratio Rs. N.A. N.A. N.A.

viii) 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:

Amount in Lacs

2016-17 2015-16 Increase/Decrease in %

Average Salary of Employee other than key Managerial Personnel (Per Annum)

18.34 16.14 2.2

Managing Director/Director CFO Company Secretary

Nil

Nil 2.23 2.42

Nil N.A. N.A.

ix) Comparison of the each remuneration of the Key Managerial Personnel against the performance of the Company: The Remuneration is being paid to Key Managerial personnel only to Ghanshyam Gajera as the Chief Financial Officer of the Company w.e.f. 30th May, 2016.Ms. Priyanka Padya Company Secretary of the Company (resigned w.e.f. 31.03.2017) in the financial year 2016-17 therefore increment in the remuneration of Key Managerial Personnel is not ascertainable compared to 2015-16

x) the key parameters for any variable component of remuneration availed by the Directors: The key parameters for the variable component of remuneration, if any, availed by the Directors are considered by the Board of Directors based on the recommendations of the Nomination and Remuneration Committee as per the Nomination & Remuneration Policy for Directors. xi) the ratio of remuneration of the highest paid Director to that of the employees who are not Directors but receivable remuneration in excess of the highest paid director during the year:

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No Director has drawn any remuneration from the Company during the financial year 2016-17 therefore the ratio of remuneration of the highest paid Director to that of the employees who are not Directors but receivable remuneration in excess of the highest paid director during the year is not ascertainable: xii) Affirmation that the remuneration is as per the remuneration policy of the Company: It is hereby affirmed that the remuneration paid is as per the Nomination and Remuneration Policy of the Company. LISTING ON THE STOCK EXCHANGE The Company's shares are listed with BSE Limited and the Company has paid the necessary listing fees for the Financial Year 2016-17. DEMATERIALISATION OF SHARES Company has established connectivity with the both depositories National Securities Depositories Limited and Central Depository Services Limited. The ISIN of the Company is INE857P01021 PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES There were no contracts or arrangements entered into by the Company in accordance with the Section 188 of the Companies Act, 2013. During the year, the Company had not entered into any contract or arrangement with related parties which could be considered ‘material’ according to the policy of the Company on Materiality of Related Party Transactions. DISCLOSURES: A) EXTRACT OF ANNUAL RETURN Extract of Annual Return of the Company is annexed herewith as Annexure-III to this Report. B) MEETINGS OF THE BOARD (To Confirm) During the financial year ended March 31, 2017, 6 meetings of the Board of Directors were held as against the statutory minimum requirement of 4 times. None of the two Board Meetings have a gap of more than 120 days between them. The dates of meetings and the number of directors present therein are mentioned below:

Sr. No. Date

1. 30.05.2016

2. 11.08.2016

3. 04.10.2016

4. 14.11.2016

5. 14.02.2017

6. 31.03.2017

C) COMPOSITION OF AUDIT COMMITTEE The Audit Committee as on date comprises of three members, including one is Executive Director viz. Mr. Shaileshbhai Bavishiya and two Non executive Independent director viz Mr. Vibhavary Patel, Mr. Mohit Kumar and Mr. Shaileshbhai Bavishiya is the Chairmen of the Committee. D) VIGIL MACHANISM/WHISTLE BLOWER POLICY Pursuant to Section 177 of the Companies Act, 2013, the Board of Directors at its meeting held on 30th May, 2017 has adopted a vigil mechanism/whistle blower policy of the Company. The policy provides a framework for directors and employees to report genuine concerns about unethical behavior, actual or suspected fraud or violation of the Company's code of conduct or ethics policy. Protected disclosures can be made by a whistle blower through an email or to the Chairman of the Audit Committee. E) DISCLOSURE AS PER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

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The Company has zero tolerance towards sexual harassment at workplace and during the year under review, your Board has constituted an Internal Complaints Committee to consider and redress complaints of sexual harassment & also adopted a policy on prevention, prohibition and redressal of sexual harassment at workplace in line with the provisions of Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the rules framed thereunder. During the financial year 2016-17, the Company has received no complaints on sexual harassment. F) PATICULARS OF LOANS GIVEN, INVESTMENT MADE, GUARANTEES GIVEN AND SECURITY PROVIDED Particulars of loans given, investments made, guarantees given and securities provided along with the purpose for which the loan or guarantee or security is proposed to be utilized by the recipient are provided in the financial statements. G) PARTICULARS OF REMUNERATION During the year under review, no director is being paid any remuneration therefore disclosures pertaining to remuneration and other details as required under Section 197(12) of the Companies Act, 2013 is not required. H) GENERAL Your Directors state that no disclosure or reporting is required in respect of the following items as there were no transactions on these items during the year under review: 1. Details relating to deposits covered under Chapter V of the Companies Act, 2013. 2. Issue of equity shares with differential rights as to dividend, voting or otherwise. 3. Issue of shares (including sweat equity shares) to employees of the Company under any scheme. 4. The Managing Directors of the Company did not receive any remuneration or commission from subsidiary. 5. No significant or material orders were passed by the Regulators or Courts or Tribunals which impact the going

concern status and Company's operations in future.

PARTICULARS OF CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUT GO. Information required to be given pursuant to section 134(3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014 and forming part of the Director's report for the year ended 31st March, 2017 are given below :

A. CONSERVATION OF ENERGY & TECHNOLOGY ABSORPTION

i. STEPS TAKEN FOR CONSERVATION OF ENERGY

The Company has been taking energy saving measures viz., Use of energy saver electrical equipments, CFL fittings are provided inside the building for common area lighting in the projects of the Company, Efficient ventilation system in offices and the projects of the Company. Moreover, your company emphasis towards a safe and clean environment and continue to adhere to all regulatory requirements and guidelines. STEPS TAKEN BY COMPANY TO USE ALTERNATE SOURCE OF ENERGY& CAPITAL INVESTMENT IN ENERGY CONSERVATION EQUIPMENT. Your Company engaged in the business which does not require intense use of energy so no steps has been taken to use alternate source of energy. Company use energy efficient equipments such as LED, CFL etc. B. TECHNOLOGY ABSORPTION Your Company is engaged in to the business of production and trading of Milk. The business of the Company does not require intense use of technology. Therefore no technology has been absorbed during the period under review. Further during the year Company has not imported any technology. Our Company has not undertaken any research and development work during the year 2016-17. However, in order to minimize its cost and increase the quality of its products, your Company is trying to maintain highest standard of quality.

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C. FOREIGN EXCHANGE EARNINGS AND OUTGO. Details of Foreign Exchange, earnings and Outgo are given as below:-

Year 2017 Year 2016 (Amt.) (Amt.)

Foreign Exchange earning Nil Nil Foreign Exchange outgoing Nil Nil APPRECIATION Directors wish to place on record their deep thanks and gratitude to; a) The Central and State Government as well as their respective Departments and Development Authorities connected with the business of the Company, Bankers of the Company, Housing Finance as well as other Institutions for their co-operation and continued support. b) The Shareholders, Depositors, Suppliers and Contractors for the trust and confidence reposed and to the Customers for their valued patronage. c) The Board also takes this opportunity to express its sincere appreciation for the efforts put in by the officers and employees at all levels in achieving the results and hopes that they would continue their sincere and dedicated endeavour towards attainment of better working results during the current year.

Regd. Office: T-59 Ground Floor, West Patel Nagar, By Order of Board of Directors New Delhi – 110008 Siddarth Businesses Limited SD/- SD/- Date: 07.09.2017 Prafubhai Bavishiya Shaileshbhai Bavishiya Place: New Delhi DIN: 01908180 DIN: 01908191 DIRECTOR DIRECTOR

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Form No. MR-3 SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED 31ST MARCH 2017 [Pursuant to section 204(1) of the Companies Act, 2013 and rule No.9 of the Companies

(Appointment and Remuneration Personnel) Rules, 2014] To, The Members SHIVAMSHREE BUSINESSES LIMITED (Formerly Siddarth Businesses Limited) T-59, Ground Floor, Near Khanna Market, West Patel Nagar, New Delhi 110005 We have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by SHIVAMSHREE BUSINESSES LIMITED (hereinafter called the Company) for the financial year 2016-17. Secretarial Audit was conducted in a manner that provided us a reasonable basis for evaluating the corporate conducts / statutory compliances and expressing our opinion thereon. Based on our verification of the SHIVAMSHREE BUSINESSES LIMITED books, papers, minute books, forms and returns filed and other records maintained by the company and also the information provided by the Company, its officers, agents and authorized representatives during the conduct of secretarial audit, we hereby report that in our opinion, the company has, during the audit period covering the financial year ended on 31stday of March 2017 complied with the statutory provisions listed hereunder and also that the Company has proper Board-processes and compliance-mechanism in place to the extent, in the manner and subject to the reporting made hereinafter:

I. We have examined the books, papers, minute books, forms and returns filed and other records maintained by SHIVAMSHREE BUSINESSES LIMITED (“the Company”) for the financial year ended on 31stday of March2017 according to the provisions of:

I. The Companies Act, 2013 (the Act) and the rules made thereunder;

II. The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and the rules made thereunder; III. The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder; IV. Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder to the extent of Foreign

Direct Investment, Overseas Direct Investment and External Commercial Borrowings; V. The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992

('SEBI Act') to the extent applicable to the Company:- a) The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011; b) The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015; c) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009; d) The Securities and Exchange Board of India (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999; e) The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008; f) The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993 regarding the Companies Act and dealing with client; g) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009; and h) The Securities and Exchange Board of India (Buyback of Securities) Regulations, 1998;

VI. We further report that: a.We have examined compliance with the applicable clauses of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. b. We have also examined compliance of Secretarial Standards issued by The Institute of Company Secretaries of India, with respect to board and general meetings.

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II. During the period under review, provisions of the following regulations/guidelines were not applicable on the Company:

a) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009; b) The Securities and Exchange Board of India (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999; c) The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008; d) The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993 regarding the Companies Act and dealing with client; e) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009; and f) The Securities and Exchange Board of India (Buyback of Securities) Regulations, 1998;

III. During the period under review the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards, etc. mentioned above subject to the following observations:

i. The Composition of Board is not appropriate as per the Provisions of Companies Act 2013and rules framed there under and it does not contain and proper mix of Executive, Non-Executive and Independent Directors as on financial year end date. ii. As per provisions of Section 12 of CA 2013, company should have a name plate outside its registered office but No such Board found outside the company iii. Books of accounts are not maintained at the registered office. As per the section 128 of the CA 2013, AOC -5 has to be filed within seven days of the passing of such resolution by the Board. The form HAS NOT BEEN FILED. The company had maintained its book of accounts for the last 8 Financial Years. iv. Company has not properly maintained Minutes of Meetings, Registers and other records of the Company v. Company has not appointed Internal Auditor of the Company for Financial Year 2016-17. vi. The Notice of General Meetings should be sent to STX and Shareholders at least before 21 clear days before the Meeting but the same has not been intimated within the time frame of law vii. Majorly all the Compliances relating to General Meetings was either Complied lately or are left uncomplied by the Company. We further report that The Board of Directors of the Company is not duly constituted and does not have 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 not properly 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. As per the Minutes of the Board of Directors duly recorded and signed by the Chairman, the decisions were unanimous and no dissenting views were required to be recorded. Decisions at the meetings of the Board of Directors of the Company were carried through on the basis of majority. There were no dissenting views by any member of the Board of Directors during the period under review. We further report that, as per the explanation give to us and representations made by the management and relied by us, there are not adequate systems and processes in the Company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines. We further report that, There were no instances of: (i) Public/Right/Preferential issue of shares / debentures/sweat equity, etc. (ii) Redemption / buy-back of securities (iii) Major decisions taken by the members in pursuance to section 180 of the Companies Act, 2013 (iv) Merger / amalgamation / reconstruction, etc. (v) Foreign technical collaborations For RRBP & COMPANY Practicing Company Secretaries Sd/- Bharat Prajapat M. No. A45120 C. P. 17816

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Place: Ahmedabad Date: 07.09.2017 Note: This report is to be read with our letter of even date which is annexed as 'Annexure A' and forms an integral part of this report. Annexure A To, The Members, SHIVAMSHREE BUSINESSES LIMITED (Formerly Siddarth Businesses Limited) T-59, Ground Floor, Near Khanna Market, West Patel Nagar, New Delhi 110005 Our report of even date which is annexed with this letter is to be read along with this letter

1. Maintenance of the Secretarial Records, Registers is the responsibility of the management of the company. Our responsibility is to express an opinion on these Secretarial Records based on our Audit.

2. We have followed the audit practices and process as were appropriate to obtain reasonable assurance about the

correctness of the contents of Secretarial Records. The verification was done on test basis to ensure that correct facts are reflected in secretarial records. We believe that the processes and the practices we followed provide a reasonable basis for our opinion.

3. We have not verified the correctness and appropriateness of Financial Records and Books of Accounts of the

company.

4. Where ever required, we have obtained the management representation about the compliance of laws, rules and regulations and happening of events, etc.

5. The compliance of the provisions of law, rules, regulations, standards is the responsibility of management. Our

examination was limited to the verification of procedure on test basis.

6. The Secretarial Audit Report is neither an assurance as to future viability of the company nor the efficiency or effectiveness with which the management has conducted the affairs of the company.

For RRBP & COMPANY Practicing Company Secretaries Sd/- Bharat Prajapat M. No. A45120 C. P. 17816 Place: Ahmedabad Date: 07.09.2017

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ANNEXURE [II] TO BOARD OF DIRECTORS’ REPORT

NOMINATION AND REMUNERATION POLICY

I. GUIDING PRINCIPLES The Policy ensures that The level and composition of remuneration is reasonable and sufficient to attract, retain and motivate Directors of the

quality required to run the Company successfully; Relationship of remuneration to performance is clear and meets appropriate performance benchmarks and Remuneration to Directors, Key Managerial Personnel and Senior Management involves a balance between fixed and

incentive pay reflecting short and long term performance objectives appropriate to the working of the Company and its goals.

II. ROLE OF THE COMMITTEE

The role of the Committee inter alia will be the following: To formulate a criteria for determining qualifications, positive attributes and independence of a Director. Formulate criteria for evaluation of Independent Directors and the Board. Identify persons who are qualified to become Directors and who may be appointed in Senior Management in

accordance with the criteria laid down in this policy. To carry out evaluation of every Director’s performance. To recommend to the Board the appointment and removal of Directors and Senior Management. To recommend to the Board policy relating to remuneration for Directors, Key Managerial Personnel and Senior

Management. Ensure that level and composition of remuneration is reasonable and sufficient, relationship of remuneration to

performance is clear and meets appropriate performance benchmarks. To devise a policy on Board diversity.

III. FREQUENCY OF THE MEETINGS The meeting of the Committee shall be held at such regular intervals as may be required.

IV. APPOINTMENT AND REMOVAL OF DIRECTOR, KMP AND SENIOR MANAGEMENT Appointment criteria and qualifications: The Committee shall identify and ascertain the integrity, qualification, expertise and experience of the person for

appointment as Director, KMP or at Senior Management level and recommend to the Board his / her appointment. A person should possess adequate qualification, expertise and experience for the position he / she is considered for

appointment. The Committee has discretion to decide whether qualification, expertise and experience possessed by a person are sufficient / satisfactory for the concerned position.

The Company shall not appoint or continue the employment of any person as Managing Director/Whole-time Director/Manager who has attained the age of seventy years. Provided that the term of the person holding this position may be extended beyond the age of seventy years with the approval of shareholders by passing a special resolution based on the explanatory statement annexed to the notice for such motion indicating the justification for extension of appointment beyond seventy years.

Term / Tenure: Managing Director/Whole-time Director/Manager (Managerial Person): The Company shall appoint or re-appoint any person as its Managerial Person for a term not exceeding five years at a

time. No re-appointment shall be made earlier than one year before the expiry of term.

Independent Director: An Independent Director shall hold office for a term up to five consecutive years on the Board of the Company and

will be eligible for re-appointment on passing of a special resolution by the Company and disclosure of such appointment in the Board's report.

No Independent Director shall hold office for more than two consecutive terms, but such Independent Director shall be eligible for appointment after expiry of three years of ceasing to become an Independent Director. Provided that an Independent Director shall not, during the said period of three years, be appointed in or be associated with the Company in any other capacity, either directly or indirectly. However, if a person who has already served as an Independent Director for 5 years or more in the Company as on 1 October, 2014 or such other date as may be determined by the Committee as per regulatory requirement, he / she shall be eligible for appointment for one more term of 5 years only.

At the time of appointment of Independent Director it should be ensured that number of Boards on which such Independent Director serves is restricted to seven listed companies as an Independent Director and three listed

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companies as an Independent Director in case such person is serving as a Whole-time Director of a listed company or such other number as may be prescribed under the Act.

Evaluation: The Committee shall carry out evaluation of performance of every Director, KMP and Senior Management on yearly basis or as when required. Removal: Due to reasons for any disqualification mentioned in the Companies Act, 2013, rules made thereunder or under any other applicable Act, rules and regulations, the Committee may recommend, to the Board with reasons recorded in writing, removal of a Director, KMP or Senior Management subject to the provisions and compliance of the said Act, rules and regulations. Retirement: The Director, KMP and Senior Management shall retire as per the applicable provisions of the Companies Act, 2013 and the prevailing policy of the Company. The Board will have the discretion to retain the Director, KMP, Senior Management in the same position / remuneration or otherwise even after attaining the retirement age, for the benefit of the Company.

VIII. PROVISIONS RELATING TO REMUNERATION OF MANAGERIAL PERSON, KMP AND SENIOR MANAGEMENT

1. General:

The remuneration / compensation / commission etc. to Managerial Person, KMP and Senior Management Personnel will be determined by the Committee and recommended to the Board for approval. The remuneration / compensation / commission etc. shall be subject to the prior/post approval of the shareholders of the Company and Central Government, wherever required.

The remuneration and commission to be paid to Managerial Person shall be as per the statutory provisions of the Companies Act, 2013, and the rules made thereunder for the time being in force.

Increments to the existing remuneration / compensation structure may be recommended by the Committee to the Board which should be within the slabs approved by the Shareholders in the case of Managerial Person. Increments will be effective from the date of reappointment in respect of Managerial Person and 1st April in respect of other employees of the Company.

2. Remuneration to Managerial Person, KMP and Senior Management:

Fixed pay: Managerial Person, KMP and Senior Management shall be eligible for a monthly remuneration as may be approved by the Board on the recommendation of the Committee in accordance with the statutory provisions of the Companies Act, 2013, and the rules made thereunder for the time being in force and also depend on the financial position of Company.

Minimum Remuneration: If, in any financial year, the Company has no profits or its profits are inadequate, the Company shall pay remuneration to its Managerial Person in accordance with the provisions of Schedule V of the Companies Act, 2013 and if it is not able to comply with such provisions, with the prior approval of the Central Government.

Provisions for excess remuneration: If any Managerial Person draws or receives, directly or indirectly by way of remuneration any such sums in excess of

the limits prescribed under the Companies Act, 2013 or without the prior sanction of the Central Government, where required, he / she shall refund such sums to the Company and until such sum is refunded, hold it in trust for the Company. The Company shall not waive recovery of such sum refundable to it unless permitted by the Central Government.

3. Remuneration to Non-Executive / Independent Director: Remuneration / Commission:

The remuneration / commission shall be in accordance with the statutory provisions of the Companies Act, 2013, and the rules made thereunder for the time being in force.

Sitting Fees: The Non- Executive / Independent Director may receive remuneration by way of fees for attending meetings of Board or Committee thereof. Provided that the amount of such fees shall not exceed the maximum amount as provided in the Companies Act, 2013, per meeting of the Board or Committee or such amount as may be prescribed by the Central Government from time to time.

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Limit of Remuneration /Commission: Remuneration /Commission may be paid within the monetary limit approved by shareholders, subject to the limit not exceeding 1% of the net profits of the Company computed as per the applicable provisions of the Companies Act, 2013.

Stock Options:

An Independent Director shall not be entitled to any stock option of the Company.

IX. REVIEW AND AMENDMENT The Committee or the Board may review the Policy as and when it deems necessary. The Committee may issue the guidelines, procedures, formats, reporting mechanism and manual in supplement and

better implementation to this Policy, if it thinks necessary. This Policy may be amended or substituted by the Committee or by the Board as and when required and also by the

Compliance Officer where there is any statutory changes necessitating the change in the policy.

Page 24: (Erstwhile known as Siddarth businesses limited) ANNUAL ...ITEM NO.2 – RE-APPOINTMENT OF DIRECTOR- Mohit Kumar To appoint a Director in place of Mr. Mohit Kumar (DIN No. 07065751),

_________________________________________________________________________Annual Report 2016-17

Shivamshree Businesses Limited_________________________________________________________

ANNEXURE [III] TO BOARD OF DIRECTORS’ REPORT

FORM NO. MGT 9

EXTRACT OF ANNUAL RETURN

As on financial year ended on 31.03.2017 Pursuant to Section 92 (3) of the Companies Act, 2013 and rule 12(1) of the Company (Management & Administration) Rules, 2014 .

I. REGISTRATION & OTHER DETAILS:

1 CIN L01403DL1983PLC015704

2 Registration Date 12/05/1983

3 Name of the Company Shivamshree Businesses Limited (Erstwhile known as Siddarth Businesses Limited

4 Category/Sub-category of the Company Company Limited By Shares

Indian Non Government Company

5 Address of the Registered office & contact details

T-59,GF,Near Khanna Market, West Patel Nagar, New Delhi-110008

6 Whether listed company Listed at BSE Limited, Scrip Code 538520

7 Name, Address & contact details of the Registrar & Transfer Agent, if any.

Skyline Financial services Private Limited, D-153A, Okhla Industrial Area, Phase-I, New Delhi 110020, Tel No. 011 26812682,83

II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY

(All the business activities contributing 10 % or more of the total turnover of the company shall be stated)

S. No.

Name and Description of main products / services NIC Code of the Product/service

% to total turnover of the company

1 Dairy Products 105 100%

III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES

SN Name and address of the Company CIN/GLN Holding/ Subsidiary/

Associate

% of shares held

Applicable

Section

1 NOT APPLICABLE NOT

APPLICABLE NOT APPLICABLE N.A. N.A.

IV. SHARE HOLDING PATTERN

(Equity share capital breakup as percentage of total equity)

(i) Category-wise Share Holding

Category of Shareholders

No. of Shares held at the beginning of the year [As on 31-March-2016]

No. of Shares held at the end of the year [As on 31-March-2017]

% Chang

e during

the year

Demat Physical Total % of Total

Shares

Demat Physical Total % of Total

Shares

A. Promoters

(1)Indian

a) Individual/ HUF 0 0 0 0.00 0 0 0 0.00 0.00

b) Central Govt 0 0 0 0.00 0 0 0 0.00 0.00

c) State Govt(s) 0 0 0 0.00 0 0 0 0.00 0.00

d) Bodies Corp. 0 0 0 0.00 0 0 0 0.00 0.00

e) Banks / FI 0 0 0 0.00 0 0 0 0.00 0.00

f) Any other 0 0 0 0.00 0 0 0 0.00 0.00

Sub Total (A) (1) 0 0 0 0.00 0 0 0 0.00 0.00

Page 25: (Erstwhile known as Siddarth businesses limited) ANNUAL ...ITEM NO.2 – RE-APPOINTMENT OF DIRECTOR- Mohit Kumar To appoint a Director in place of Mr. Mohit Kumar (DIN No. 07065751),

_________________________________________________________________________Annual Report 2016-17

Shivamshree Businesses Limited_________________________________________________________

(2)Foreign

a) NRI Individuals 0 0 0 0.00 0 0 0 0.00 0.00

b) Other Individuals 0 0 0 0.00 0 0 0 0.00 0.00

c) Bodies Corp. 0 0 0 0.00 0 0 0 0.00 0.00

d) Any other 0 0 0 0.00 0 0 0 0.00 0.00

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

TOTAL (A) 0 0 0 0.00 0 0 0 0.00 0.00

B. Public Shareholding

1. Institutions

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

b) Banks / FI 0 0 0 0.00 0 0 0 0.00 0.00

c) Central Govt 0 0 0 0.00 0 0 0 0.00 0.00

d) State Govt(s) 0 0 0 0.00 0 0 0 0.00 0.00

e) Venture Capital Funds

0 0 0 0.00 0 0 0 0.00 0.00

f) Insurance Companies

0 0 0 0.00 0 0 0 0.00 0.00

g) FIIs 0 0 0.00 0 0 0.00 0.00

h) Foreign Venture Capital Funds

0 0 0 0.00 0 0 0 0.00 0.00

Others (specify) 0 0 0 0.00 0 0 0 0.00 0.00

Sub-total (B)(1):- 0 0 0 0.00 0 0 0 0.00 0.00

2. Non-Institutions

a) Bodies Corp.

i) Indian 4596899

0 4596899

10.07 5201096 0 5201096 11.39 1.32

ii) Overseas 0 0 0 0.00 0 0 0 0.00 0.00

b) Individuals

i) Individual shareholders holding nominal share capital upto Rs. 1 lakh

3836397 539500 4375897 9.59 11917338 496500 12413838 27.20 17.61

ii) Individual shareholders holding nominal share capital in excess of Rs 1 lakh

35315135 0 35315135 77.36 26202014 0 26202014 57.40 -19.96

c) Others (specify) 0 0 0 0 0 0 0 0 0.00

Non Resident Indians 100 0 100 0 146180 0 146180 0.32 0.32

Overseas Corporate Bodies 0 0 0 0.00 0 0 0 0.00 0.00

Foreign Nationals 0 0 0 0 0 0 0 0.00 0.00

Clearing Members 0 0 0 0 543183 0 543183 1.19 1.19

Trusts 0 0 0 0 0 0 0 0.00 0.00

Foreign Bodies - D R 0 0 0 0.00 0 0 0 0.00 0.00

HUF 1361969 0 1361969 2.98 1143689 0 1143689 2.50 -0.48 Sub-total (B)(2):- 45110500 539500 45650000 100 45153500 496500 45650000 100 0 Total Public (B) 45110500 539500 45650000 100 45153500 496500 45650000 100 0 C. Shares held by Custodian for GDRs & ADRs 0 0 0 0.00 0 0 0 0.00 0

Grand Total (A+B+C) 45110500 539500 45650000 100 45153500 496500 45650000 100 0

Page 26: (Erstwhile known as Siddarth businesses limited) ANNUAL ...ITEM NO.2 – RE-APPOINTMENT OF DIRECTOR- Mohit Kumar To appoint a Director in place of Mr. Mohit Kumar (DIN No. 07065751),

_________________________________________________________________________Annual Report 2016-17

Shivamshree Businesses Limited_________________________________________________________

(ii) Shareholding of Promoter

SN Shareholder’s Name

Shareholding at the beginning of the year

Shareholding at the end of the year % change in shareholding during the year No. of

Shares % of total Shares of the company

% of Shares Pledged/ encumbered to total shares

No. of Shares

% of total Shares of the company

% of Shares Pledged / encumbered to total shares

Not Applicable

(iii) Change in Promoters’ Shareholding

SN Particulars Date Reason Shareholding at the beginning of the year

Cumulative Shareholding during the year

No. of shares % of total shares

No. of shares % of total shares

1 ]

Not Applicable

2

Siddarth Business Limited

Detail of Top 10 Shareholders as on 31-03-17 transacted during the period of 01-04-16 to 31-03-17 (Other Than Promoters)

Date Increase / Decrease in Shareholding

Reason

S.No

Folio No Name Shareholding Cumulative Shaholding during the year (01-04-16 to 31-03-17)

No of Shares at the Beginning (01-04-16) /end of the Year (31-03-17)

% of total shares of the Company

No of Shares at the Beginning

% of total shares of the Company

1 IN30114310396436

SANJIV GARG

2000000 4.38 31/03/2017

2 IN30114310011310

RAJIV GARG

2000000 4.38 31/03/2017

3 1206470000011857

ARVIND DADU

1000000

2.19 31/03/2017

4 1206470000012544

ANIL KUMAR

SETHI

1000000

2.19 31/03/2017

5 IN30096610345442

RAM AVTAR GUPTA

1630000 3.57 31/03/2017

Page 27: (Erstwhile known as Siddarth businesses limited) ANNUAL ...ITEM NO.2 – RE-APPOINTMENT OF DIRECTOR- Mohit Kumar To appoint a Director in place of Mr. Mohit Kumar (DIN No. 07065751),

_________________________________________________________________________Annual Report 2016-17

Shivamshree Businesses Limited_________________________________________________________

6 1205960000028618

KAMAL DANGI

1000000 2.19 31/03/2017

7 1206470000011589

SAWAR MAL

AGARWAL

1000000 2.19 31/03/2017

8 1207510000000065 SUMPOORNA

PORTFOLIO

LIMITED

246332 0.54

10-06-2016 69500 Purchase 315832 0.69

17-06-2016 -400 Sale 315432 0.69

24-06-2016 -11000 Sale 304432 0.67

30-06-2016 98164 Purchase 402596 0.88

15-07-2016 -6902 Sale 395694 0.87

22-07-2016 79974 Purchase 475668 1.04

07-10-2016 270005 Purchase 745673 1.63

14-10-2016 152361 Purchase 898034 1.97

21-10-2016 -64440 Sale 833594 1.83

28-10-2016 -273863 Sale 559731 1.23

04-11-2016 259073 Purchase 818804 1.79

11-11-2016 -24411 Sale 794393 1.74

18-11-2016 168817 Purchase 963210 2.11

25-11-2016 467036 Purchase 1430246 3.13

02-12-2016 1078849 Purchase 2509095 5.50

09-12-2016 154612 Purchase 2663707 5.84

16-12-2016 -18405 Sale 2645302 5.79

23-12-2016 -768097 Sale 1877205 4.11

30-12-2016 102170 Purchase 1979375 4.34

06-01-2017 45345 Purchase 2024720 4.44

13-01-2017 -169155 Sale 1855565 4.06

20-01-2017 -107929 Sale 1747636 3.83

27-01-2017 81663 Purchase 1829299 4.01

03-02-2017 -21808 Sale 1807491 3.96

10-02-2017 40207 Purchase 1847698 4.05

17-02-2017 2450 Purchase 1850148 4.05

03-03-2017 11867 Purchase 1862015 4.08

10-03-2017 54492 Purchase 1916507 4.20

17-03-2017 37477 Purchase 1953984 4.28

24-03-2017 1498 Purchase 1955482 4.28

9 1206140000124275 DIVYABEN

SHAILESHBHAI

BAVISHIYA

0 0

07-10-2016 689800 Purchase 689800 1.51

31-12-2016 413496 Purchase 1103296 2.42

Page 28: (Erstwhile known as Siddarth businesses limited) ANNUAL ...ITEM NO.2 – RE-APPOINTMENT OF DIRECTOR- Mohit Kumar To appoint a Director in place of Mr. Mohit Kumar (DIN No. 07065751),

_________________________________________________________________________Annual Report 2016-17

Shivamshree Businesses Limited_________________________________________________________

31-03-2017 171620 Purchase 1274916 2.79

10 120529000000305 RATAN SINGH

0 0 03-02-2017 1100000 Purchase 1100000 2.41

11 1206470000011686

VISHAL AGARWA

L

1000000 2.19 31/03/2017

12 IN30048417457651

SONALI JAIN

1000000 2.19 31/03/2017

13 IN30226914343681

SWARAN LATA

JALAN

1699980

3.72 03/02/2017

-1699980 Sale 0 0.00

(v) Shareholding of Directors and Key Managerial Personnel:

S.N

Shareholding of each Directors and each Key Managerial Personnel

Date Reason Shareholding at the beginning of the year

Cumulative Shareholding during the year

No. of shares % of total shares

No. of shares % of total shares

1 Kheem Singh

At the beginning of the year 01.04.2016 Nil Movement

0.00 0.00 0.00 0.00

At the end of the year 31.03.2017 0.00 0.00 0.00 0.00

2 Mohit Kumar

At the beginning of the year 01.04.2016 Nil Movement 0.00 0.00 0.00

At the end of the year 31.03.2017 0.00 0.00 0.00 0.00

3. Mr. Bindesh Patel*

At the beginning of the Year

28.11.2016 Nil Movement

0.00 0.00 0.00

At the end of the year 31.03.2017 0.00 0.00 0.00 0.00

4. Ms. Vibhavary Patel

At the beginning of the Year

28.11.2016 Nil Movement

0.00 0.00 0.00

At the end of the year 31.03.2017 0.00 0.00 0.00 0.00

5. Mr. Ghanshyam Gajera

At the beginning of the Year

01.06.2016 Purchase

12107 0.00 0.00

At the end of the year 31.03.2017 0.00 0.00 0.00 0.00

6. Amitkumar Rana

At the beginning of the year 01.04.2016 Nil Movement 0.00 0.00 0.00

At the end of the year 31.03.2017 0.00 0.00 0.00 0.00

7. Prafulbhai Bavishiya

At the beginning of the year 01.04.2016 Nil Movement

0.00 0.00 0.00 0.60

At the end of the year 31.03.2017

Page 29: (Erstwhile known as Siddarth businesses limited) ANNUAL ...ITEM NO.2 – RE-APPOINTMENT OF DIRECTOR- Mohit Kumar To appoint a Director in place of Mr. Mohit Kumar (DIN No. 07065751),

_________________________________________________________________________Annual Report 2016-17

Shivamshree Businesses Limited_________________________________________________________

8. Arunaben Bavishiya*

At the beginning of the year 01.04.2016 Nil Movement 0.00 0.00 0.00 1.24

At the end of the year 31.03.2017

9. Shaileshbhai Bavishiya*

At the beginning of the year 01.04.2016 Nil Movement

0.00 0.00 0.00 0.50

At the end of the year 31.03.2017

10. Ms. PriyankaPadhya*

At the beginning of the year 01.04.2016 Nil Movement 0.00 0.00 0.00

At the end of the year 31.03.2017 0.00 0.00 0.00 0.00

Ms. PriyankaPadhya who was appointed as the Company Secretary of the Company has Resigned from the post of Company Secretary w.e.f 31st March, 2017.

V. INDEBTEDNESS

Indebtedness of the Company including interest outstanding/accrued but not due for payment.

(Amt. Rs./Lacs)

Particulars Secured Loans excluding deposits

Unsecured Loans

Deposits Total Indebtedness

Indebtedness at the beginning of the financial year

i) Principal Amount - - - -

ii) Interest due but not paid - - - -

iii) Interest accrued but not due - - - -

Total (i+ii+iii) - - - -

Change in Indebtedness during the financial year

* Addition - - - -

* Reduction - - - -

Net Change - - - -

Indebtedness at the end of the financial year

i) Principal Amount - - - -

ii) Interest due but not paid - - - -

iii) Interest accrued but not due - - - -

Total (i+ii+iii) - - - -

VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

A. Remuneration to Managing Director, Whole-time Directors and/or Manager:

SN. Particulars of Remuneration Name of MD/WTD/ Manager Total Amount

Name Kheem Singh (Rs/Lac)

Designation Director

1 Gross salary

(a) Salary as per provisions contained in section 17(1) of the Income-tax Act, 1961

0.00

0.00

(b) Value of perquisites u/s 17(2) Income-tax Act, 1961 0.00 0.00

(c) Profits in lieu of salary under section 17(3) Income- tax Act, 1961

0.00 0.00

2 Stock Option 0.00 0.00

3 Sweat Equity 0.00 0.00

4 Commission 0.00

Page 30: (Erstwhile known as Siddarth businesses limited) ANNUAL ...ITEM NO.2 – RE-APPOINTMENT OF DIRECTOR- Mohit Kumar To appoint a Director in place of Mr. Mohit Kumar (DIN No. 07065751),

_________________________________________________________________________Annual Report 2016-17

Shivamshree Businesses Limited_________________________________________________________

- as % of profit 0.00 0.00

- others, specify 0.00 0.00

5 Others, please specify 0.00 0.00

Total (A) 0.00 0.00

Ceiling as per the Act 0.00 0.00

VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

A. Remuneration to Managing Director, Whole-time Directors and/or Manager:

SN. Particulars of Remuneration Name of MD/WTD/ Manager Total Amount

Name Amitkumar Rana (Rs/Lac)

Designation Managing Director

1 Gross salary

(a) Salary as per provisions contained in section 17(1) of the Income-tax Act, 1961

0.00

0.00

(b) Value of perquisites u/s 17(2) Income-tax Act, 1961 0.00 0.00

(c) Profits in lieu of salary under section 17(3) Income- tax Act, 1961

0.00 0.00

2 Stock Option 0.00 0.00

3 Sweat Equity 0.00 0.00

4

Commission 0.00

- as % of profit 0.00 0.00

- others, specify 0.00 0.00

5 Others, please specify 0.00 0.00

Total (A) 0.00 0.00

Ceiling as per the Act 0.00 0.00

VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

A. Remuneration to Managing Director, Whole-time Directors and/or Manager:

SN. Particulars of Remuneration Name of MD/WTD/ Manager Total Amount

Name Prafulkumar Bavishiya (Rs/Lac)

Designation Managing Director

1 Gross salary

(a) Salary as per provisions contained in section 17(1) of the Income-tax Act, 1961

0.00

0.00

(b) Value of perquisites u/s 17(2) Income-tax Act, 1961 0.00 0.00

(c) Profits in lieu of salary under section 17(3) Income- tax Act, 1961

0.00 0.00

2 Stock Option 0.00 0.00

3 Sweat Equity 0.00 0.00

4

Commission 0.00

- as % of profit 0.00 0.00

- others, specify 0.00 0.00

5 Others, please specify 0.00 0.00

Total (A) 0.00 0.00

Ceiling as per the Act 0.00 0.00

Page 31: (Erstwhile known as Siddarth businesses limited) ANNUAL ...ITEM NO.2 – RE-APPOINTMENT OF DIRECTOR- Mohit Kumar To appoint a Director in place of Mr. Mohit Kumar (DIN No. 07065751),

_________________________________________________________________________Annual Report 2016-17

Shivamshree Businesses Limited_________________________________________________________

B. REMUNERATION TO OTHER DIRECTORS

SN. Particulars of Remuneration Name of Directors Total Amount

(Rs/Lac)

1 Independent Directors Bindesh Patel Vibhavary Patel

Fee for attending board committee meetings 0.00 0.00 0.00

Commission 0.00 0.00 0.00

Others, please specify 0.00 0.00 0.00

Total (1) 0.00 0.00 0.00

2 Other Non-Executive Directors Mohit Kumar 0.00

Fee for attending board committee meetings 0.00 0.00

Commission 0.00 0.00

Others, please specify 0.00 0.00

Total (2) 0.00 0.00

Total (B)=(1+2) 0.00 0.00

Total Managerial Remuneration 0.00 0.00

Overall Ceiling as per the Act 100000.00 0.00

B. REMUNERATION TO OTHER DIRECTORS

SN. Particulars of Remuneration Name of Directors

Total Amount

(Rs/Lac)

1 Independent Directors

Fee for attending board committee meetings 0.00 0.00 0.00

Commission 0.00 0.00 0.00

Others, please specify 0.00 0.00 0.00

Total (1) 0.00 0.00 0.00

2 Other Non-Executive Directors 0.00

Fee for attending board committee meetings 0.00 0.00 0.00

Commission 0.00 0.00 0.00

Others, please specify 0.00 0.00 0.00

Total (2) 0.00 0.00 0.00

Total (B)=(1+2) 0.00 0.00 0.00

Total Managerial Remuneration 0.00 0.00 0.00

Overall Ceiling as per the Act 0.00 0.00 0.00

Page 32: (Erstwhile known as Siddarth businesses limited) ANNUAL ...ITEM NO.2 – RE-APPOINTMENT OF DIRECTOR- Mohit Kumar To appoint a Director in place of Mr. Mohit Kumar (DIN No. 07065751),

_________________________________________________________________________Annual Report 2016-17

Shivamshree Businesses Limited_________________________________________________________

C. REMUNERATION TO KEY MANAGERIAL PERSONNEL OTHER THAN MD/MANAGER/WTD

SN. Particulars of Remuneration Name of Key Managerial Personnel Total Amount

Name (Rs/Lac)

Designation CEO CFO CS

1 Gross salary

(a) Salary as per provisions contained in section 17(1) of the Income-tax Act, 1961

N.A. N.A N.A

(b) Value of perquisites u/s 17(2) Income-tax Act, 1961 N.A. 0.00 N.A. 0.00

(c) Profits in lieu of salary under section 17(3) Income- tax Act, 1961

N.A. 0.00 N.A. 0.00

2 Stock Option N.A. 0.00 N.A. 0.00

3 Sweat Equity N.A. 0.00 N.A. 0.00

4

Commission 0.00

- as % of profit N.A. 0.00 N.A. 0.00

- others, specify N.A. 0.00 N.A. 0.00

5 Others, please specify N.A. 0.00 N.A. 0.00

Total N.A. 0.00

VII. PENALTIES / PUNISHMENT/ COMPOUNDING OF OFFENCES:

Type Section of the

Companies Act

Brief Description

Details of Penalty / Punishment/

Compounding fees imposed

Authority [RD / NCLT/ COURT]

Appeal made, if any (give

Details)

A. COMPANY

Penalty

Punishment

Compounding

B. DIRECTORS

Penalty

Punishment

Compounding

C. OTHER OFFICERS IN DEFAULT

Penalty

Punishment

Compounding

NNIILL

Page 33: (Erstwhile known as Siddarth businesses limited) ANNUAL ...ITEM NO.2 – RE-APPOINTMENT OF DIRECTOR- Mohit Kumar To appoint a Director in place of Mr. Mohit Kumar (DIN No. 07065751),

_________________________________________________________________________Annual Report 2016-17

Shivamshree Businesses Limited_________________________________________________________

INDEPENDENT AUDITORS’ REPORT

To The Members of Shivamshree Business Limited (Erstwhile known as Siddharth Business Limited)

REPORT ON THE FINANCIAL STATEMENTS We have audited the accompanying f inancial statements of SHIVAMSHREE BUSINESS LIMITED , which comprise the Balance Sheet as at March 31, 2017 , the Statement of Prof i t and Loss, and the cash f low statement for the year then ended, and a summary of s ignif ican t accounting polic ies and other explanatory information.

MANAGEMENT’S RESPONSIBILITY FOR THE FINANCIAL STATEMENTS

The Company’s Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 (“the Act”) with respec t to the preparation of these f inancial statements that give a true and fair view of the f inancial position and f inancial performance of the Company in accordance with the accounting principles general ly accepted in India, including the Accounting Standards specif ied under Section 133 of the Act, read with Rule 7 of the Companie s(Accounts) Rules, 2014. This responsibi l i ty 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 detec ting f rauds and other irregulari ties ; selection and application of appropriate accounting polic ies ; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal f inancial controls , that were operating ef fectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the f inancial statements that give a true and fair view and are f ree f rom material misstatement, whether due to f raud or error . AUDITORS’ RESPONSIBILITY Our responsibi l i ty is to express an opinion on these f inancial statements based on our audit . We have taken into account the provisions of the Act, the accounting and auditing st andards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made there under. We conducted our audit in accordance with the Standards on Auditing specif ied under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the f inancial statements are f ree f rom material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and the disc losures in the f inancial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the r isks of material misstatement of the f inancial statements, whether due to f raud or error . I n making those r isk assessments, the auditor considers internal f inancial control relevant to the Company’s preparation of the f inancial statements that give a true and fair view in order to design audit procedures that are appropriate in the c ircumstances , but not for the purpose of expressing an opinion on whether the Company has in place an adequate internal f inancial controls system over f inancial reporting and the operating effectiveness of such controls . An audit also includes evaluating the appropria teness of the accounting polic ies used and the reasonableness of the accounting estimates made by the Company’s Directors, as well as evaluating the overal l presentation of the f inancial statements. We bel ieve that the audit evidence we have obtained is s uff ic ient and appropriate to provide a basis for our audit opinion on the f inancial statements.

OPINION

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid f inancial statements give the informati on required by the Act in the manner so

Page 34: (Erstwhile known as Siddarth businesses limited) ANNUAL ...ITEM NO.2 – RE-APPOINTMENT OF DIRECTOR- Mohit Kumar To appoint a Director in place of Mr. Mohit Kumar (DIN No. 07065751),

_________________________________________________________________________Annual Report 2016-17

Shivamshree Businesses Limited_________________________________________________________

required and give a true and fair view in conformity with the accounting principles general ly accepted in India: (a) In the case of the Balance Sheet, of the state of af fairs of the Company as at March 31, 2017;

(b) In the case of the Statement of Prof i t and Loss, of the Prof i t and Cash Flows of the Company

for the year ended on that date; and

REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS

1. As required by the Companies (Auditors’ report) Order, 2016, issued by the Central Government of India in terms of sub -section (11) of section 143 of the Companies Act, 2015, we give in the “Annexure 1” a statement on the matters specif ied in paragraphs 3 and 4 of the order, to the extent applicable.

2. As required by Section143(3) of the Act, we report that:

(a) We have sought and obtained al l the information and explanations which to the best of our knowledge and bel ief were necessary for the purposes of ou r audit .

(b) In our opinion, proper books of account as required by law have been kept by the Company so far as i t appears f rom our examination of those books.

(c ) The Balance Sheet, the Statement of Prof i t and Loss, dealt with by this Report are in agreement with the books of account.

(d) In our opinion, the aforesaid f inancial statements comply with the Accounting Standards specif ied under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.

(e) On the basis of the written representations re ceived from the directors as on 31st March, 2017 taken on record by the Board of Directors, none of the directors is disquali f ied as on 31st March, 2017 f rom being appointed as a director in terms of Section 164 (2) of the Act.

( f ) We have not commented upon t he adequacy of the internal f inancial controls over f inancial reporting of the Company and the operating ef fectiveness of such controls as company satisf ies the cr i ter ia specif ied under the provisions of section 143(3) ( i ) of Companies Act, 2013.

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

(a) The Company does not have any pending l i t igations which would impact i ts

f inancial position. (b) The Company did not have any long term contracts including derivative

contracts for which there were any material foreseeable losses. (c ) There were no amounts which were required to be transferred to the Investor

Education and Protection Fund by the Company. (d) The Company has provided requisi te disc losures in i ts f inancial statements as

to holding as well as deal ing in Specif ied Bank Notes during the period from 8 t h November 2016 to 30 t h December 2016 and i t is in accordance with the books of accounts maintained by the Company.

FOR M/s. Sandeep Manuja & Associates

CHARTERED ACCOUNTANTS FRN: 009525N

Sd/-

Sandeep Manuja

Proprietor

Membership No.: 087888

PLACE : Ludhiana

DATE : 30.05.2017

Page 35: (Erstwhile known as Siddarth businesses limited) ANNUAL ...ITEM NO.2 – RE-APPOINTMENT OF DIRECTOR- Mohit Kumar To appoint a Director in place of Mr. Mohit Kumar (DIN No. 07065751),

_________________________________________________________________________Annual Report 2016-17

Shivamshree Businesses Limited_________________________________________________________

ANNEXURE (1) TO AUDITORS’ REPORT

Referred to in paragraph (1) of our report of even date. Shivamshree Business Limited

1. a) The company has general ly maintained proper records showing ful l particulars ,

including detai ls of quantity and the si tuation of the f ixed assets . b) As explained to us, a major portion of the f ixed assets has been physical ly verif ied by

the management during the year in accordance with a phased programme of verif ication adopted by the company. In our opinion, the f requency of verif ication is reasonable having regard to the size of the company and nature of i ts assets . As informed to us, no material discrepancies were noticed on such physical verif ication.

c ) Based on our audit procedures performed for the purpose of reporting the true and fair view of f inancial statements and according to information and explanations given by the management, the ti t le deeds of immovable properties are held in the name of the Company.

2. a) The Company does not hold any physical inventory. Therefore, the provisions of Clause 3( i i ) of the said Order are not applicable to the Company.

3. The company has granted loans secured or unsecured to companies, f irms, l imited l iabi l i ty partnerships or other parties covered in the register maintained under 189 of the Companies Act, 2013.

a) All terms and conditions are as per the benef i ts of company and are not prejudicial to the company’s Interest.

b) Schedule of repayment of principal and interest has been stipulated and receipts are regular .

c) There is no such amount which i s overdue more than 90 days of above mentioned loan.

4. In respect of loans, investments, guarantees, and security al l mandatory provisions of section 185 and 186 of the Companies Act, 2013 have been complied with.

5. In our opinion and according to information and explanations given to us, the company has not accepted any deposits f rom the public .

6. The Central Government has not prescribed maintenance of cost record under sub section (1) of section 148 of the Companies Act, 2013 for the nature of the business of the company.

7 . a) According to the information and explanations given to us, the Company is general ly

regular in depositing with appropriate authorities , undisputed statutory dues including employees’ state insurance, Service tax , Income -tax , professional tax and other material statutory dues, as applicable to i t , with the appropriate authorities .

b) According to the records of the company, there are no dues of income tax, service tax , employees’ state insurance and professional tax which ha ve not been deposited on 31st March, 2017 for a period of more than six months f rom the date they became payable, on account of any dispute by aforesaid enti ties .

8 . In our opinion & according to the information and explanations given to us, the co mpany has not defaulted in repayment of dues to any Financial Insti tution or Bank as at Balance Sheet date.

9 . In our opinion and according to the information and explanations given to us, the

Company has neither raised any new term loans during the year nor was any unuti l ized amount lef t on this account, as at the beginning of the year . Therefore, the provisions of Clause 3( ix ) of the companies ( Auditors’ Report ) Order 2016, are not applicable to the company.

Page 36: (Erstwhile known as Siddarth businesses limited) ANNUAL ...ITEM NO.2 – RE-APPOINTMENT OF DIRECTOR- Mohit Kumar To appoint a Director in place of Mr. Mohit Kumar (DIN No. 07065751),

_________________________________________________________________________Annual Report 2016-17

Shivamshree Businesses Limited_________________________________________________________

10 . To the best of our knowledge and bel ief and according to the information and

explanations given to us, no material f raud on or by the of f icers and employees of the Company has been noticed or reported during the course of our audit .

11 . Based upon the audit procedures performed and the information and explanations given

by the management, the managerial remuneration has not been paid or provided in the books of accounts, hence c lause 3 (x i) are not applicable to the Company.

12. In our opinion, the Company is not a Nidhi Company. Therefore, the provisions of c lause

3 (x i i) of the Order are not applicable to the Company. 13 . In our opinion, al l transactions with the related parties are in compliance with section

177 and 188 of Companies Act, 2013 and the detai ls have been disc losed in the notes to Financial Statements, as required by the applicable accounting standards.

14. Based upon the audit procedures performed and the information and explanations given

by the management, the company has not mad e any preferential al lotment or private placement of shares or ful ly or partly convertible debentures during the year under review. Accordingly, the provisions of c lause 3 (x iv) of the Order are not applicable to the Company and hence not commented upon.

15 . Based upon the audit procedures performed and the information and explanations given

by the management, the company has not entered into any non -cash transactions with directors or persons connected with him, as prescribed under Section 192 of the Companies Act, 2013. Accordingly, the provisions of c lause 3 (xv) of the Order are not applicable to the Company and hence not commented upon.

16 . In our opinion, the company is not required to be registered under section 45 IA of the

Reserve Bank of India Act, 1934 and accordingly, the provisions of c lause 3 (xvi) of the Order are not applicable to the Company and hence not commented upon.

FOR M/s. Sandeep Manuja & Associates CHARTERED ACCOUNTANTS FRN: 009525N

Sd/- Sandeep Manuja Proprietor Membership No.: 087888

PLACE : Ludhiana DATE : 30.05.2017

Page 37: (Erstwhile known as Siddarth businesses limited) ANNUAL ...ITEM NO.2 – RE-APPOINTMENT OF DIRECTOR- Mohit Kumar To appoint a Director in place of Mr. Mohit Kumar (DIN No. 07065751),

_________________________________________________________________________Annual Report 2016-17

Shivamshree Businesses Limited_________________________________________________________

SIDDARTH BUSINESSES LIMITED

Balance Sheet as at 31.03.2017

Particulars Notes As at 31st March, 2017 As at 31st March, 2016

I. EQUITY AND LIABILITIES

(1) Shareholders' Funds

(a) Share Capital 1 4,56,50,000 4,56,50,000

(b) Reserves and Surplus 2 -39,27,756 -54,31,616

4,17,22,244 4,02,18,384

(2) Non-Current Liabilities

(a) Long Term Borrowings 0 0

(b) Deferred tax liability 3 15,085 0

(3) Current Liabilities

(a) Trade Payables 4 1,05,34,658 0

(b) Other Current Liabilities 5 48,06,551 1,00,000

1,53,41,209 1,00,000

Total Equity & Liabilities : 5,70,78,538 4,03,18,384

II. ASSETS

(1) Non-Current Assets

(a) Fixed Assets

Tangible Assets 6 1,63,57,688 1,60,58,000

(b) Non-current Investments 7 50,00,000 0

2,13,57,688 1,60,58,000

(2) Current Assets

(a) Inventories 29,185 0

(b) Trade Receivables 8 1,44,62,758 0

(c) Cash And Bank Balances 9 12,85,522 43,47,431

(d) Short-Term Loans And Advances 10 1,99,43,385 1,99,12,953

3,57,20,850 2,42,60,384

Total Assets : 5,70,78,538 4,03,18,384

Significant Accounting Policies and Notes On Accounts 1 To 27 are integral part of these financial statements

As Per Our Report Of Even Date

FOR M/s. Sandeep Manuja & Associates FOR & ON BEHALF OF BOARD OF DIRECTORS

Chartered Accountants Shivamshree Businesses Limited

FRN: 009525N

Sd/- Sd/- Sd/-

Sandeep Manuja Prafubhai Bavishiya Shaileshbhai Bavishiya

Proprietor Director

Director

Membership No.: 087888 DIN:01908180

DIN: 01908191

PLACE : Ludhiana PLACE : Ahmedabad

DATE : 30.05.2017 DATE : 30.05.2017

Page 38: (Erstwhile known as Siddarth businesses limited) ANNUAL ...ITEM NO.2 – RE-APPOINTMENT OF DIRECTOR- Mohit Kumar To appoint a Director in place of Mr. Mohit Kumar (DIN No. 07065751),

_________________________________________________________________________Annual Report 2016-17

Shivamshree Businesses Limited_________________________________________________________

SIDDARTH BUSINESSES LIMITED

Profit and Loss Account

Particulars Notes As at 31st March, 2017 As at 31st March, 2016

Revenue :

I Revenue from operations 11 7,16,15,710 77,76,192

II Other Income 12 1,04,324 0

III Total Revenue (I +II) 7,17,20,034 77,76,192

IV Expenses:

Purchase of Traded Goods 13 6,62,62,120 0

Changes in Inventories 14 -29,185 0

Employee Benefits Expense 15 18,81,081 21,42,502

Finance cost 16 67,134 33

Depreciation and Amortization Expense 6 1,24,020 0

Other Expenses 17 15,87,072 54,45,899

Total Expenses (IV) 6,98,92,242 75,88,434

V Profit Before Tax ( III-IV ) 18,27,792 1,87,758

VI Tax Expense :

(1) Current Tax 18 3,08,847 1,00,000

(2) Deferred tax 3 15,085 0

3,23,932 1,00,000

VII Profit After Tax for the Year ( V - VI ) 15,03,860 87,758

VIII Earnings per Equity Share: (Face Value of Rs.1/- each )

(1) Basic and Diluted 19 0.03 0.002

Significant Accounting Policies and Notes On Accounts 1 To 27 are integral part of these financial statements

As Per Our Report Of Even Date

FOR M/s. Sandeep Manuja & Associates FOR & ON BEHALF OF BOARD OF DIRECTORS

Chartered Accountants Shivamshree Businesses Limited

FRN: 009525N

Sd/- Sd/-

Sandeep Manuja Prafubhai Bavishiya

Proprietor Director Membership No.: 087888 DIN:01908180

PLACE : Ludhiana PLACE : Ahmedabad

DATE : 30.05.2017 DATE : 30.05.2017

Page 39: (Erstwhile known as Siddarth businesses limited) ANNUAL ...ITEM NO.2 – RE-APPOINTMENT OF DIRECTOR- Mohit Kumar To appoint a Director in place of Mr. Mohit Kumar (DIN No. 07065751),

_________________________________________________________________________Annual Report 2016-17

Shivamshree Businesses Limited_________________________________________________________

SIDDARTH BUSINESSES LIMITED CASH FLOW STATEMENT FOR THE YEAR ENDED 31st MARCH, 2017

(Amount in `)

CASH FLOW STATEMENT As at 31st March 2017 As at 31st March 2016

[A] CASH FLOW FROM OPERATING ACTIVITIES

Net Profit after tax 15,03,860 87,758

Adjustments for :

Deferred Tax 15,085 0

Depreciation / Amortisation 1,24,020 0

Cash flow from operations before working capital changes 16,42,965 87,758

- Trade Receivable -1,44,62,758 0

- Short Term Loans & Advances -30,432 -36,99,953

Other Current assets 0 34,113

Inventories -29,185 0

- Trade Payable 1,05,34,658 0

- Other Current Liabilities 47,06,551 -2,17,044 Cash flow from operations after working capital

changes 23,61,799 -37,95,126

Direct Taxes Paid 0 9,694

Net Cash Flow from Operating Activities 23,61,799 -38,04,820 [B] CASH FLOW FROM INVESTING ACTIVITIES

Purchase of Investments -50,00,000 0

Purchase of Fixed assets -18,07,213 0

Sale of Fixed Asset 13,83,505 1,45,283

Net Cash Flow from Investing Activities -54,23,708 1,45,283 [C] CASH FLOW FROM FINANCING ACTIVITIES Net Cash Flow from Financing Activities 0 0

Net Increase/ (Decrease) in Cash and Cash Equivalents

-30,61,909 -36,59,537

Opening Cash & Cash Equivalents 43,47,431 80,06,968 Closing Cash & Cash Equivalents 12,85,522 43,47,431

Notes:

1 Cash and Cash equivalents:

(including Foreign Currencies, Notes, paid documents and Cheques in Hand) 12,83,477 42,98,637

Balance with Scheduled Banks

- In Current account 2,045 48,794

Closing Cash and Cash Equivalents 12,85,522 43,47,431

2 The above Cash Flow Statement has been prepared under the 'Indirect Method' as set out in the Accounting Standard 3(AS-3)" Cash Flow Statement).

3 Previous year figures have been regrouped wherever necessary.

As Per Our Report Of Even Date

FOR M/s. Sandeep Manuja & Associates For & On Behalf Of Board Of Directors

Chartered Accountants Shivamshree Businesses Limited

FRN: 009525N Sd/- Sd/-

Sandeep Manuja Prafubhai Bavishiya

Proprietor Director Membership No.: 087888 DIN:01908180

Page 40: (Erstwhile known as Siddarth businesses limited) ANNUAL ...ITEM NO.2 – RE-APPOINTMENT OF DIRECTOR- Mohit Kumar To appoint a Director in place of Mr. Mohit Kumar (DIN No. 07065751),

_________________________________________________________________________Annual Report 2016-17

Shivamshree Businesses Limited_________________________________________________________

SIDDARTH BUSINESSES LIMITED

Notes to the Financial Statements for the year ended on 31st March 2017

1. Share capital:

Sr.

No

Particulars As at 31st March 2017 As at 31st March 2016

A AUTHORIZED SHARE CAPITAL

5,00,00,000 Equity Shares of Rs. 1/- each 5,00,00,000 5,00,00,000

Total 5,00,00,000 5,00,00,000

B ISSUED , SUBSCRIBED & PAID UP CAPITAL

At the Beginning Period 4,56,50,000 4,56,50,000

Add : Issued during the period 0 0

Add : Issued on account of merger / Conversion /

Bonus / Split

0 0

Less : Forfeited Share (amount orginally paid up) at the

end of reporting period

0 0

Less : Calls Unpaid (Showing aggregate value of calls

unpaid by directors and officers )

0 0

Total 4,56,50,000 4,56,50,000

1.1 The reconciliation of the number of shares outstanding as at March 31,2017 and March 31, 2016 is set

out below :

1.2 Every sharesholder has holding of less than 5% shares during the year.

1.3 The company has only one class of ordinary equity shares and the holders of these ordinary shares are entitiled to

receive dividends as and when declared by the company. All shares rank equally with regard to the company's residual

assets.

2. Reserves & Surplus:

Sr.

No

Particulars As at 31st March 2017 As at 31st March 2016

A SURPLUS IN STATEMENT OF PROFIT

AND LOSS

Balance as per last Financial year -54,31,616 -54,19,374

Add : Profit for the year 18,27,792 87,758

Less : Adjustment of Taxes 3,23,932 1,00,000

Total -39,27,756 -54,31,616

3. Deferred Tax Liability:

No of shares Amount No of shares Amount

Shares outstanding at the beginning of the year 4,56,50,000 4,56,50,000 4,56,50,000 4,56,50,000

Add: Shares issued during the year 0 0 0 0

Less: Buy Back/ Forfeited Shares 0 0 0 0

Shares outstanding at the end of the year 4,56,50,000 4,56,50,000 4,56,50,000 4,56,50,000

As at 31st March 2017 As at 31st March 2016Equity Shares

Sr. No. Particulars

Deferred Tax Liability 15,085 0

Total 15,085 0

As at

31st March 2017

As at

31st March 2016

Page 41: (Erstwhile known as Siddarth businesses limited) ANNUAL ...ITEM NO.2 – RE-APPOINTMENT OF DIRECTOR- Mohit Kumar To appoint a Director in place of Mr. Mohit Kumar (DIN No. 07065751),

_________________________________________________________________________Annual Report 2016-17

Shivamshree Businesses Limited_________________________________________________________

4. Trade Payables:

5. Other Current Liabilities:

Sr. No Particulars As at 31st March 2017 As at 31st March 2016

A Other Current Liabilities

Bank Overdraft 44,57,607 0

Duties & Taxes 50,837 45,08,444 0 0

Income Tax Payable:

Provision for Tax ( Net of Adjustment of MAT

Credit u/s. 115JB )

2,98,107 1,00,000

2,98,107 1,00,000

Total 48,06,551 1,00,000

6. Fixed Assets:

Sr.

No.

Assets Gross Block Depreciation Net Block

As At

01.04.16

Addi-

tions

Dedu-

ction

As At

31.03.17

As

At

01.04

.16

For

The

Year

Dedu

-ction

As At

31.03.17

As At

31.03.17

As At

31.03.16

Tangible

Assets

Live Stock

(Cattle)

1,60,58,000 0 13,83,505 1,46,74,495 0 0 0 0 1,46,74,495 1,60,58,000

Computer 0 71,041 0 71,041 0 33,652 0 33,652 37,389 0

Vehicle -

Mercedez

0 17,36,172 0 17,36,172 0 90,368 0 90,368 16,45,804 0

TOTAL 1,60,58,000 18,07,213 13,83,505 1,64,81,708 0 1,24,020 0 1,24,020 1,63,57,688 16058000

PREVIOUS

YEAR

1,60,58,000 0 0 1,60,58,000 0 0 0 0 1,60,58,000 16203283

7. Non- Current Investments:

Sr.

No.

Particulars As at

31st March 2017

As at 31st

March 2016

FD - UBI 50,00,000 0

Total 50,00,000 0

8. Trade Receivables:

Sr.

No.

Particulars As at

31st March 2017

As at

31st March 2016

Sr. No Particulars

Trade Payables / Acceptances

A For Services / Supplies 1,05,34,658 0

B Due to Micro, Small and Medium Enterprises (*) 0 0

( * ) This information as required to be disclosed under the Micro,

Small and Medium Enterprise Development Act, 2006 has been

determined to the extent such parties have been identified on the

basis of information available with the company. )Total 1,05,34,658 0

As at 31st March 2017 As at 31st March 2016

Page 42: (Erstwhile known as Siddarth businesses limited) ANNUAL ...ITEM NO.2 – RE-APPOINTMENT OF DIRECTOR- Mohit Kumar To appoint a Director in place of Mr. Mohit Kumar (DIN No. 07065751),

_________________________________________________________________________Annual Report 2016-17

Shivamshree Businesses Limited_________________________________________________________

Unsecured, Considered Good

A Debts Outstanding for a period not exceeding

six months

1,44,62,758 0

B Debts Outstanding for a period exceeding six

months

0 1,44,62,758 0 0

Total 1,44,62,758 0

9. Cash and Bank Balances:

Sr.

No

Particulars As at

31st March 2017

As at

31st March 2016

A Cash & Cash Equivalent

(a) Balances with Banks in Current

Account

2,045 48,794

(b) Cash on Hand 12,83,477 42,98,637

(including Foreign Currencies, Notes,

paid documents and Cheques in Hand)

Total 12,85,522 43,47,431

10. Short Terms Loans and Advances:

Sr.

No

Particulars As at

31st March 2017

As at

31st March 2016

A Unsecured, Considered Good :

(a) Other Short Term Advances 1,99,23,385 1,99,12,953

(b) Deposits 20,000 0

Total 1,99,43,385 1,99,12,953

10.1 Short term loans & advances:

Sr.

No.

Particulars As at

31st March 2017

As at

31st March 2016

AdarshTandon 10,00,000 10,00,000

Baris 1,26,41,107 1,26,41,107

Bhoomi Infrastructure Co. 38,00,000 38,00,000

GLM InfratechPvt.Ltd. -36,71,944 -36,71,944

NitinTandon 10,00,000 10,00,000

Sapandeep Sharma 15,00,000 15,00,000

Services Tax Receivable 43,790 43,790

Stabiltas Estate 26,00,000 26,00,000

TDS Receivable 10,432 0

Unite BuildcreatePvt.Ltd. 10,00,000 10,00,000

Total 1,99,23,385 1,99,12,953

11. Revenue from Operations:

Sr.

No

Particulars As at

31st March 2017

As at

31st March 2016

Page 43: (Erstwhile known as Siddarth businesses limited) ANNUAL ...ITEM NO.2 – RE-APPOINTMENT OF DIRECTOR- Mohit Kumar To appoint a Director in place of Mr. Mohit Kumar (DIN No. 07065751),

_________________________________________________________________________Annual Report 2016-17

Shivamshree Businesses Limited_________________________________________________________

Revenue from Operations

1 Sale of milk 68,08,967 77,76,192

2 Sale of other product 6,48,06,743 0

Total 7,16,15,710 77,76,192

12. Other Income:

Sr.

No

Particulars As at

31st March 2017

As at

31st March 2016

1 Other Income

FD Interest 1,04,324 0

Total 1,04,324 0

13. Purchase of Traded Goods:

Sr.

No

Particulars As at

31st March 2017

As at

31st March 2016

1 Purchase 6,59,37,967 0

2 Direct Expenses 3,24,153 0

Total 6,62,62,120 0

14. Changes in Inventories:

Sr.

No

Particulars As at

31st March 2017

As at

31st March 2016

Opening Stock 0 0

Closing Stock 29,185 0

Total -29,185 0

15. Employee Benefits Expense:

Sr.

No

Particulars As at

31st March 2017

As at

31st March 2016

1 Salary and incentives 18,34,816 20,79,000

2 Staff Welfare Expenses 46,265 63,502

Total 18,81,081 21,42,502

16. Finance Cost:

Sr.

No

Particulars As at

31st March 2017

As at

31st March 2016

1 Bank OD Interest 67,134 0

2 Interest Expense 0 33

Total 67,134 33

17. Other Expenses:

Page 44: (Erstwhile known as Siddarth businesses limited) ANNUAL ...ITEM NO.2 – RE-APPOINTMENT OF DIRECTOR- Mohit Kumar To appoint a Director in place of Mr. Mohit Kumar (DIN No. 07065751),

_________________________________________________________________________Annual Report 2016-17

Shivamshree Businesses Limited_________________________________________________________

Sr.

No

Particulars As at

31st March 2017

As at

31st March 2016

AGM Expense 10,000 0

Bank Commission and charges 17,243 4,882

Compliance & Depository charges 20,180 18,295

Conveyance expense 34,925 57,528

Discount Expense 56,142 0

Donation Expense 5,001 0

EPC Labour charges 6,850 0

Fodder charges 0 46,13,887

Forex gain/loss -7,174 0

Filing fees 0 21,600

Income Tax 0 1,00,000

Interest on TDS 300 0

Listing fees 2,01,000 1,48,540

Local freight expense 2,200 0

NSDL Charges 9,045 0

Office Expense 1,23,920 34,393

Other Misc Purchase 550 33,831

Petrol Expense 28,938 0

Postage & Courier Charges 600 0

Printing & Stationary Charges 1,41,787 94,608

Professional fees 3,54,000 1,08,535

Rent Expense 2,40,000 1,56,000

ROC Expense 42,500 0

Round off -1 0

SBC & KKC on service tax 184 0

Software Expense 73,250 0

Telephone / Internet expenses 80,496 0

Tours & Travel Expense 3,200 0

Vehicle Expense 86,000 0

Water & Electricity Charges 55,935 53,800

Total 15,87,072 54,45,899

18. Current Tax:

Sr.

No

Particulars As at

31st March 2017

As at

31st March 2016

1 Current Tax 3,08,847 1,00,000

Total 3,08,847 1,00,000

19. Earning Per Share:

Sr.

No

Particulars As at

31st March 2017

As at

31st March 2016

1 Profit attributable to the Equity Shareholders 15,03,860 87,758

Page 45: (Erstwhile known as Siddarth businesses limited) ANNUAL ...ITEM NO.2 – RE-APPOINTMENT OF DIRECTOR- Mohit Kumar To appoint a Director in place of Mr. Mohit Kumar (DIN No. 07065751),

_________________________________________________________________________Annual Report 2016-17

Shivamshree Businesses Limited_________________________________________________________

2 Basic / Weighted average number of Equity Shares

outstanding during the period

4,56,50,000 4,56,50,000

3 Nominal value of Equity Shares (Rs.) 1 1

4 Basic/Diluted Earnings per Share (Rs.) 0.03 0.002

SIGNIFICANT ACCOUNTING POLICIES AND PRACTICES OF THE COMPANY FOR THE YEAR 2016-17

i) BASIS OF ACCOUNTING

a) The Financial Statements have been prepared on the basis of historical cost convention and in accordance with General ly Accepted Accounting Principles (GAAP) in India, the prov is ions of the Companies Act 1956 read with General Circular No. 15/2013 dtd. 13 t h September 2013, issued by Ministry of Corporate Affairs in respect of Section 133 of the Companies Act and t he appl icable accounting standards noti f ied under the Companies (Accounting Standards) Rules 2006.

b) Accounting pol icies not speci f ical ly referred to otherwise are consistent and in consonance with the general ly accepted accounting principles.

i i) PRESENTATION AND DISCLOSURE OF FINANCIAL STATEMENTS

These Financial Statements have been prepared and presented on the accrua l

basis of Accounting and comply with the Account ing Standards prescribed in the

Companies Act, 2013. The financial statements are presented in Indian rupees

rounded of f to the nearest rupees. The Revised Schedule introduces some

signi f icant

Conceptual changes as wel l as new disclosures. These include class i f icat ion o f

al l Assets and l iabi l i t ies into Current and Non-Current.

i i i) USE OF ESTIMATES

The presentation of the Financial Statements in conformity with the General ly Accepted Accounting Pol icies require, the management to make est imates and assumptions that af fects the reported amount of Assets and Liabi l i t ies on the date of the Financial Statements and the reported amount of revenues and expenses during the report ing period and disclosure of contingent l iabi l i t ies. Such est imating and assumptions are based on management’s evaluating o f relevant facts and circumstances as on date of Financial Statements. Dif ference between the actual results and est imates are recognized in the period in which the results are known / material ized .

iv) RECOGNITION OF INCOME & EXPENDITURE a) Revenue arises by way of sale o f mi lk, solar i tem trading activ i ty and cotton

sale and i t is recognized on accrual basis.

b) Interest income is recognized on t ime proport ion basis taking into account

the amount outstanding and rate appl icable.

c) Expenses are recognized on accrual basis and provis ions are made for al l

known losses and Liabi l i ties

v) Fixed Assets (including Intangibles)

Tangible Fixed Assets

Tangible Fixed Assets are stated at cost of acquis i t ion net of recoverable taxes

less accumulated depreciat ion. Cost of Acqui s i t ion or construction is inclusive of

Page 46: (Erstwhile known as Siddarth businesses limited) ANNUAL ...ITEM NO.2 – RE-APPOINTMENT OF DIRECTOR- Mohit Kumar To appoint a Director in place of Mr. Mohit Kumar (DIN No. 07065751),

_________________________________________________________________________Annual Report 2016-17

Shivamshree Businesses Limited_________________________________________________________

freight, duties, taxes and other incidental expenses related to acquis i t ion and instal lat ion incurred up to the date o f commissioning of assets. Intangible Fixed Assets Intangible Assets are stated at cost of acquis i t ion net of recoverable taxes less accumulated amortizat ion / deplet ion. Al l costs, including financing costs t i l l commencement of commercial production, net charges on foreign exchange contracts and adjustments aris ing from exchange rate variat ions attr ibutable to the intangible assets are capital ized.

vi) DEPRECIATION AND AMORTIZATION a) Depreciat ion on fixed Assets has been provided on wri tten down value

method based on rates speci f ied in Schedule 2 of the Companies Act, 2013.

b) Depreciat ion in respect of f ixed assets put to use during the year is provided on pro-rata with the reference to the date of instal lat ion of the assets.

vii) IMPAIRMENT OF ASSETS

An asset is treated as impaired when the carrying cost of asset exceeds i ts

recoverable value. An impairment loss is charged to the Profi t and Loss Account

in the year in which an asset is identi f ied as impaired. The impairment loss

recognized in prior accounting period is reversed i f there has been a change in

the est imate of recoverable amount. However there is no Impairment loss \Profi t

during the year.

viii) TAXATION Income tax expenses comprise current tax and deferred tax charge or credit .

The deferred tax result ing from timing di f ference between book and tax profi t is accounted at the current rate of tax, to the extent the t iming di fference are expected to crystal l ize, as deferred tax charge / benefi ts in the profi t and loss account and as deferred tax assets / l iabi l i t ies in the balance sheet. Where there is carry forward loss, deferred tax assets are recognized only i f there is vi rtual certainty of real izat ion in future. Deferred Tax assets/l iabi l i t ies are reviewed as at each balance sheet date based on developments during the year ,

to reassess real izat ion / l iabil i t ies.

ix) FOREIGN CURRENCY TRANSACTIONS a) Transaction denominated in foreign currencies is recorded at the exchange rate

prevai l ing on the date o f transaction or that approximates the actual rate at the

date of transaction.

b) Any income or expense on account of exchange di fference ei ther on sett lem ent

or on translat ion is recognized in the Statement of profi t and Loss.

x) EMPLOYEE BENEFITS Short-term employee benefi ts are recognized as an expense at the undiscounted

amount in the pro fi t and loss account of the year in which the related service is

rendered.

Xi) PROVISIONS, CONTINGENT LIABILITIES AND CONGINGENT ASSETS

A provis ion is recognized when the company has a present legal or constructive obl igation as a result of past event and i t is probable that an out flow o f resources wi l l be required to sett le the obl igation, in respect of which rel iable est imate can be made. Provis ions are not d iscounted to i ts present value and are determined based on best est imate required to sett le the obl igation at the balance sheet date. These are reviewed at each balance sheet date and adjusted to reflect the current best est imates. Contingent l iabi l i t ies are not

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Shivamshree Businesses Limited_________________________________________________________

recognized but are disclosed in the notes to the financial statements. A contingent asset is neither recognized nor di sclosed.

xii) RELATED PARTY DISCLOSURES

Key Management Personnel

i ) Mr. Prafulbhai Bavishiya

i i ) Mr. Shai leshbhai Bavishiya

i i i ) Mrs. Arunaben Bavishiya

iv) Mr. Kheem Singh

v) Mr. Mohit Kumar

vi) Mr. Amitkumar Rana

vi i ) Mr. Ghanshyam Gajera

xiii) EARNING PER SHARE

Earnings per Share (EPS) is calculated by dividing the Net Profi t or Loss for the

period attr ibutable to equity shareholders by the Weighted Average Number of

equity shares outstanding during the period.

For the purpose of calculat ing Di luted Earnings Per share, the Net Profi t or Loss

for the period attr ibutable to equity shareholders is divided by the Weighted

Average Number o f shares outstanding during the period after adjust ing for the

effects of al l di lut ive potential equity shares.

xiv) REALIZABLE VALUE OF CURRENT ASSETS

In the opinion of the management, the value on real izat ion of current assets,

loans &

Advances in the ordinary course of business would not be less than the amount

at which they are stated in the Balance Sheet and provis ions for al l known

l iabi l i ties has been made.

Notes to the Financial Statements for the year ended on 31st March, 2017.

20) The company continues to carry on its operation and expects to continue the

same and hence the accounts have been prepared "ongoing concern basis”

despite substantial losses.

21) Related Party Disclosures

a) Executive director :

Mrs. Arunaben Prafulkumar Bavishiya -Key Management Personnel

b) The following transactions were carried out during the year

with related parties in the ordinary course of business. :

Details of transactions relating to the persons referred to hereinabove in (a) above. :

In Rupees

Sr. No Nature of transaction Amount Total 1 Rent paid 2,40,000 2,40,000

(0) (0)

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Shivamshree Businesses Limited_________________________________________________________

Transactions for the previous f inancial year 2015 -16 are shown in brackets in i tal icize letters.

22) Requisites disclosures as to holding and dealing in Specified Bank Notes during the period from 8 th November 2016 to 30 th December 2016.

In Rupees

Particulars SBNs’

Other Denomination

Notes

Total

Demonetisation Amount

Demonetisation Amount

Demonetisation Amount

Closing Balance as at 8 November 2016 54,98,500 789 54,99,289 Transactions between 9th November 2016 and 30th December 2016

Add: Withdrawal from Bank accounts

0 40,000 40,000

Add: Receipts for permitted

transactions 0 11,98,571 11,98,571

Add : Receipts for non-permitted transactions (if any)

1,500

0 1,500

Less : Paid for permitted transactions

0 (8,48,236) (8,48,236)

Less : Paid for non-permitted transactions (if any)

0

0

0

Less: Deposited in bank

accounts (55,00,000) 0 (55,00,000)

Closing balance as at 30 December 2016

0

3,91,124 3,91,124

23) In the opinion of the Board of Directors, the cu rrent assets, loans and

advance are approximately of the value stated i f rea l ized in the ordinary course of business and the provis ion of depreciation and al l known and ascertained l iabi l i ties are adequate and not in excess of the amount reasonably necessary.

24) Provis ion for taxation has been made as per pro vis ions contained in the Income tax Act, 1961.

25) Balance of unsecured loans, sundry debtors, creditors and l oans and advance are subject to confirmation from respective parties.

26) There were no provis ion made for interest on short term loans & Advances .

27) Previous year f igures have been regrouped an d rearranged wherever necessary to make them comparable with those of current year.

As Per Our Report Of Even Date

FOR M/s. Sandeep Manuja & Associates FOR & ON BEHALF OF BOARD OF DIRECTORS

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Shivamshree Businesses Limited_________________________________________________________

Chartered Accountants Shivamshree Businesses Limited

FRN: 009525N

Sd/- Sd/-

Sandeep Manuja Prafubhai Bavishiya

Proprietor Director Membership No.: 087888 DIN:01908180

PLACE : Ludhiana PLACE : Ahmedabad

DATE : 30.05.2017 DATE : 30.05.2017

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Shivamshree Businesses Limited_________________________________________________________

Route Map to the Venue of AGM

Hotel Majestic, D-52, East of Kailash. New Delhi 110065

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Shivamshree Businesses Limited_________________________________________________________

Form No. MGT-11

PROXY FORM

[Pursuant to section 105(6) of the Companies Act, 2013 and rule 19(3) of the Companies (Management and Administration) Rules, 2014]

SHIVAMSHREE BUSINESSES LIMITED

(ESTWHILE KNOWN AS SIDDARTH BUSINESSES LIMITED)

Regd. Office: T-59, Ground Floor, Near Khanna Market, West Patel Nagar, New Delhi-110008

Tel: 011-41063104, Email: [email protected] Website: www.shivamshree.com

CIN: L01403DL1983PLC015704

I/We______________________________________________R/o____________________________________________________________________

________________________________being a Member/ Members of Siddarth Businesses Limited, hereby appoint Mr./Mrs.__________________________________________R/O____________________________________________________________________

___________________Failing him /her Mr. /Mrs_______________________________________________________R/o___________________________________________________________

______________________________as my/ our proxy to attend and vote (on a poll) for me/us and on my/our behalf at the 34th Annual General Meeting of the members of the Company, to be held on Friday, 29.09.2017 at 12:00 P.M at Hotel Majestic, D-52, East of Kailash.

New Delhi 110065 and at any adjournment thereof in respect of such resolutions as attached / appended below.

Signed on this _____ Day of ______, 2017

Signature

Address Folio No. Affix Revenue Stamp No. of Equity Shares held of 1/- Rupee

Notes: 1. Any Member entitled to attend and vote at the Meeting is entitled to attend and either vote in person or by Proxy and the proxy

need not be a Member. 2. Proxy form duly signed across Revenue Stamp of Re. 1.00 should reach the Company’s Registered Office not less than 48 hours

before the time for holding the aforesaid meeting. The Proxy need not be a Member of the Company

Signed this....................... day of ............................... 2017

Signature of Shareholder..................................................

Address :

Folio No. :

No. of Equity Shares held : Notes:

1. This form of proxy in order to be effective should be duly completed and deposited at the Registered Office of the Company,

not less than 48 hours before the commencement of the meeting.

2. For the Resolutions, Explanatory Statements and Notes, please refer to the Notice of 34th Annual General Meeting.

3. *It is optional to put ‘√’ in the appropriate column against the Resolutions indicated in the Box. If you leave the “FOR” or

“AGAINST” columns BLANK in all or any of resolutions, your Proxy will be entitled to vote in the manner as he / she thinks

appropriate.

4. Please complete all details including details of member(s) in the above box before submission.

S. No. RESOLUTIONS Optional*

FOR AGAINST

Ordinary Business

1. To receive, consider & adopt the Audited Balance Sheet as on 31.03.2017 and

Profit & Loss for the year ended 31.03.2017 along with the Reports of Auditors & Directors, annexure & enclosures, thereon

2. Appointment of Director in place of Mr. Mohit Kumar (DIN: 07065751), who retires by rotation and being eligible offers himself for re-appointment.

3. Appointment of Director in place of Mr. Prafulkumar Parshottambhai Bavishiya (DIN: 01908180), who retires by rotation and being eligible offers himself for re-appointment.

4. To appoint M/s. Sandeep Manuja & Associates, Chartered Accountants, Chartered Accountants, FRN – 009525N as the Statutory Auditors of the

Company.

Affix Revenue

Stamp of not less that Rs.

0.15

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_________________________________________________________________________Annual Report 2016-17

Shivamshree Businesses Limited_________________________________________________________

ATTENDENCE SLIP

(To be presented at the entrance)

SIDDARTH BUSINESSES LIMITED

Regd. Office: T-59, Ground Floor, Near Khanna Market, West Patel Nagar, New Delhi-110008

Tel: 011-41063104, Email: [email protected] Website::www.shivamshree.com

CIN: L01403DL1983PLC015704

34th ANNUAL GENERAL MEETING

Friday, 29th September, 2017, at 12.00 P.M.

Members are requested to bring copy of Annual Report along with them to the Annual General Meeting. Please complete

this Attendance Slip and hand-over at the Entrance of Hall. Only Members or their Proxies are entitled to be present at the

Meeting.

Name of the Shareholder :

Ledger Folio No. :

Address :

No. of Shares held :

Name of the Proxy :

I/ We hereby record my/ our presence at the Annual general Meeting of the Company held on Saturday, 30th September,

2017

Dated: Member’s / Proxy’s Signature Place:

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_________________________________________________________________________Annual Report 2016-17

Shivamshree Businesses Limited_________________________________________________________

If undelivered, please return to: Skyline Financial Services Pvt. Ltd. D-153A, Okhla industrial Area, Phase-I, New Delhi 110020