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Dear Shareholders,
Your Directors have pleasure in presenting the 31st Annual Report together with the
audited statement ofAccounts for the year ended 31st March, 2024.
OPERATIONS
The Summarized financial highlights of the Company are as under
Particulars |
For the year ended 31.03.2024 |
For the year ended 31.03.2023 |
For the year ended 31.03.2022 |
Income from operation |
- |
- |
- |
Other Income |
- |
- |
- |
Total Income |
- |
- |
- |
Total expenditure |
4989638.44 |
10330930 |
4315572.98 |
Operating Profit / (Loss) |
-4989638.44 |
-10330930 |
-4315572.98 |
Depreciation |
- |
- |
- |
Provision for taxation |
- |
- |
- |
Profit / (Loss) after tax |
-4989638.44 |
-10330930 |
-4315572.98 |
Balance Carrier Forward from Last year |
-18281480.84 |
-7950550.84 |
(36,34,977.86) |
Reduction of Paid up Capital as per NCLT |
- |
- |
- |
Balance Carried to Balance Sheet |
(2,32,71,119.28) |
-18281480.84 |
-7950550.84 |
PERFORMANCE IN THE YEAR UNDER REVIEW
Your Company's Trading businesses have reported an encouraging performance for the year
ended 31st March 2024. During the financial year 2023-24, your company wants able to run
full trading business at fullest capacity. The Company was issued 71500000 equity shares
investors via allotment of conversion of convertible warrants.
DIVIDEND
To strengthen the financial position of the Company and to augment working capital the
directors of the company regret to declare any dividend in the financial year under
review.
RESERVESAND SURPLUS
The current year loss of Rs 49.89 lakhs has been added to the Surplus at the beginning
of the year of Rs. (182.81) lakhs and the Surplus aggregates to Rs. (232.71) lakhs at the
end of the year.
FIXED DEPOSITS
The Company has no public deposits as of date and will not accept any deposits without
prior approval of the StatutoryAuthorities concerned.
INTERNAL CONTROL SYSTEMSAND THEIRADEQUACY
The Company has in place adequate internal financial controls with reference to
financial statements. Such internal financial controls over financial reporting are
operating effectively and the Statutory Auditor has also expressed their opinion on the
same in the Annexure to the Auditors Report.
WHISTLE BLOWER POLICY:
The Company has a Whistle Blower Policy (the "WB Policy") with
a view to provide vigil mechanism to Directors, Employees and other Stakeholders to
disclose instances of wrongdoing in the workplace and report instances of unethical
behavior, actual or suspected fraud or violation of the Company‘s code of
conduct or ethics policy. The WB Policy also states that this mechanism provides for
adequate safeguards against victimization of Director(s)/ Employees who avail of the
mechanism and also provides for direct access to the Chairman of the Audit Committee in
exceptional cases. The WB Policy has been posted on the website of the Company and the
details of the same are provided in the ‘Report on Corporate Governance‘forming
part of thisAnnual Report.
During the year under review, pursuant to the SEBI (Prohibition of Insider Trading)
Amendment Regulations, 2018 (the "Insider Trading Amendment")
dated December 31, 2018 (together, the "Insider Trading Regulations"),
the said policy got modified to the effect of insertion of leakage of Unpublished Price
Sensitive Information (UPSI).
DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION,
PROHIBITIONAND REDRESSAL)ACT, 2013:
The Company has a ‘Prevention of Sexual Harassment Policy‘ in
force in compliance with the requirements of Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013. The objective of this Policy is to
ensure a safe, secure and congenial work environment where employees deliver their best
without any inhibition, threat or fear. The Company has Zero Tolerance to any form of
harassment especially if it is sexual in nature. The complaints filed under the Policy are
reported to the Audit Committee at its quarterly meetings with details of action taken
thereon.
BOARD OF DIRECTORS:
Arpit Ashok Khemani (DIN: 07891404) has offered himself for appointment at the ensuing
Annual General Meeting ("AGM"); and all the other the provisions
of Section 149 of the Companies Act, 2013, Regulation 25 of the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015 has been complied with and the information
on the particulars of the Directors proposed for appointment has been given in the Notice
of theAnnual General Meeting.
Tirth Tapan Mazumdar (DIN: 07891495) has offered himself for appointment at the ensuing
Annual General Meeting ("AGM"); and all the other the provisions
of Section 149 of the Companies Act, 2013, Regulation 25 of the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015 has been complied with and the information
on the particulars of the Directors proposed for appointment has been given in the Notice
of theAnnual General Meeting.
Deepa Kishor Piplikar (DIN: 07941295) has offered herself for appointment at the
ensuing Annual General Meeting ("AGM"); and all the other the
provisions of Section 149 of the Companies Act, 2013, Regulation 25 of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015 has been complied with and the
information on the particulars of the Directors proposed for appointment has been given in
the Notice of theAnnual General Meeting.
Ms Gauri Bhagat (DIN: 06950001) and Pradeep Kishangopal Mundra (DIN : 06947188)
Director retired from Directorship of Company as they Competed Two Tenure as independent
Director therefore the board accept her Resignation/retirement with effect from
September26, 2024( 31st AGM).
Board andAudit Committee Meetings:
During the FY 2023-24, the following FIVE (5) Board Meetings and Audit Committee
Meetings were held on:
? 30TH May 2023
? 11thAugust, 2023
? 9th November 2023
? 6th January 2024
? 14th February 2024
Time gap between any two meetings was not more than one hundred twenty (120) days. The
full details of the said meetings are given in the ‘Report on Corporate
Governance‘ forming part of this Annual Report.
Appointment criteria and qualifications:
? The Nomination and Remuneration Committee shall identify and ascertain the
integrity, qualifications, expertise and Experience of the person for appointment as
Director, Key Managerial Personnel ("KMP") or at Senior Management
level and recommend the same to the Board for appointment, if found suitable;
? A person should possess adequate qualifications, expertise and experience for
the position he/ she is considered for appointment. The Committee has discretion to decide
whether qualifications, expertise and experience possessed by a person are sufficient/
satisfactory for the concerned position; and
? The Company shall not appoint or continue the employment of any person as
Managing Director/ Whole time Director 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 or such motion indicating the
justification for extension of appointment beyond seventy years.
Meeting of Independent Directors:
There should be at least one meeting of Independent Directors in a year, without the
attendance of non-independent Directors and members of the Management.
The Independent Directors in the meeting:
? Review the performance of non-independent Directors including Managing
Director & CEO and the Board as a whole;
? Review the performance of the Chairperson of the Company, taking into account
the views of executive Directors and Non-executive Directors; and
? Assess the quality, quantity and timeliness of the flow of information between
the Company‘s management and the Board that is necessary for the Board to
effectively and reasonably perform its duties.
Policy of DirectorsAppointment and Remuneration
Company's policy on Directors' appointment and remuneration including criteria for
determining qualifications, positive attributes, independence of a director and other
matters provided under section 178(3) of the Act are covered under Nomination and
Remuneration Policy. Further, information about elements of remuneration package of
individual directors is provided in the extract ofAnnual Return as provided under Section
92(3) of theAct, in prescribed form MGT-9 annexed with this report and forms part of this
Report.
Board Evaluation
(i) Performance Evaluation of the Independent Directors and Other Individual Directors:
The Company has framed a policy for Appointment of Directors and Senior Management and
Evaluation of Directors‘ Performance ("Board Evaluation Policy").
The said policy sets out criteria for performance evaluation of Independent Directors,
other Non- Executive Directors and the Executive Directors. Pursuant to the provisions of
the Act and the Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015 ("Listing Regulations"), the Board
carries out the performance evaluation of all the Directors (including Independent
Directors) on the basis of recommendation of the Nomination and Remuneration Committee and
the criteria mentioned in the Board Evaluation Policy. The Board decided that the
performance evaluation of Directors should be done by the entire Board of Directors
excluding the Director being evaluated and unanimously agreed on the following assessment
criteria for evaluation of Directors‘performance:
? Attendance and active participation in the Meetings;
? Bringing one‘s own experience to bear on the items for discussion;
? Governance coveringAwareness and Observance; and
? Value addition to the business aspects of the Company.
(ii) Performance Evaluation of Executive Director:
The performance of the Managing Director & CEO is evaluated on the basis of
achievement of performance targets/ criteria given to him by the Board from time to time.
(iii) Performance Evaluation by the Board of its own performance and its Committees:
The performance of the Board is evaluated by the Board in the overall context of
understanding by the Board of the Company‘s principle and values, philosophy
and mission statement, strategic and business plans and demonstrating this through its
action on important matters, the effectiveness of the Board and the respective Committees
in providing guidance to the management of the Company and keeping them informed, open
communication, the constructive participation of members and prompt decision making, level
of attendance in the Board meetings, constructive participation in the discussion on the
Agenda items, monitoring cash flow, profitability, income & expenses, productivity
& other financial indicators, so as to ensure that the Company achieves its planned
results, effective discharge of the functions and roles of the Board etc. The performance
of the Committees is evaluated by the members of the respective Committees on the basis of
the Committee effectively performing the responsibility as outlined in its Charter,
Committee meetings held at appropriate frequency, length of the meetings being
appropriate, open communication & constructive participation of members and prompt
decision-making, etc.
Declaration by Independent Directors
Independent directors of the Company have submitted a declaration that each of them
meets the criteria of independence as provided in Sub-Section (6) of Section 149 of the
Act. Further, there has been no change in the circumstances which may affect their status
as Independent director during the year.
Evaluation of Individual and Independent Director
The performance of the Independent Directors as well as Individual Directors including
the Chairman of the Board were evaluated based on the evaluation criteria laid down under
the Nomination and Remuneration Policy and the Code of Conduct as laid down by the Board.
The Board and the Nomination and Remuneration Committee reviewed the performance of
individual directors on the basis of criteria such as the contribution of the individual
director to the board and committee meetings like preparedness on the issues to be
discussed, meaningful and constructive contribution and inputs in meetings, etc.
In a separate meeting of independent directors, performance of non-independent
directors, of the board as a whole and performance of the Chairman was evaluated, taking
into account the views of executive directors and non-executive directors. The same was
discussed in the board meeting that followed the meeting of the independent directors, at
which the performance of the board, its committees, and individual directors were also
discussed. Performance evaluation of independent directors was done by the entire board,
excluding the independent director being evaluated.
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 on March 31, 2024 and state that :
a. In the preparation of annual accounts for the financial year ended 31stMarch 2024,
the applicable accounting standards have been followed;.
b. The Director‘s have selected such accounting policies and applied them
consistently and made judgments and estimates that were 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 the year under review; c. The
Director‘s has taken proper and sufficient care for the maintenance of
adequate accounting records in accordance with the provisions of the Companies Act, 2013
for safeguarding the assets of the Company and for preventing and detecting fraud and
other irregularities;
d. The Director‘s has prepared the annual accounts for the financial year
ended 31st March 2024, on a going concern basis;
e. The Director‘s has laid down internal financial controls to be followed
by the Company and such internal financial controls are adequate and were operating
effectively and
f. There is proper system to ensure compliance with the provisions of all applicable
laws and such systems were adequate and operating effectively.
STATUTORYAUDITORS
M/s. R. K. Malpani & Associates, Chartered Accountants, Mumbai, were the Statutory
Auditors of the Company for FY 2023-24. However, the Second Tenure of 5 year tenure of M/s
R. K. Malpani & Associates, Chartered Accountants gets over with the conclusion of
this annual general meeting and the Board of Directors have approved and recommended M/s
Rahul Gupta & Associates, Chartered Accountants, Nagpur (Firm Registration No:-
131447W ) as the Statutory Auditors of the company, for a term of five(5) years commencing
from the conclusion of the 31st Annual General Meeting of the Company till the conclusion
of the 36th Annual General Meeting to be held in the year 2029.
Your Directors place on record the valuable services rendered by M/s R. K. Malpani
& Associates, CharteredAccountants during their tenure as the StatutoryAuditors of the
Company.
M/s Rahul Gupta & Associates, Chartered Accountants, have confirmed their
independent status and eligibility for the said appointment. The Company has received
confirmation from them to the effect that their appointment, if made, will be in
accordance with the limits specified under theAct and that the firm satisfies the criteria
specified in Section 141 of the Act read with Rule 4 of Companies (Audit &Auditors)
Rules,2014.
The Board is of the opinion that appointment of M/s. Rahul Gupta & Associates,
Chartered Accountants, as Statutory Auditors will be in the best interests of the Company
and recommends to the members to consider their appointment as Statutory Auditors of the
Company, for term of five years, from the conclusion of the ensuing AGM, till the AGM to
be held in the calendar year 2029, at such remuneration mutually agreed and approved by
the Board.
INDEPENDENTAUDITORS' REPORT
There is no qualification in the Independent Auditors' Report has pointed out. Your
directors wish to state that due to cash flow constraints, there are some
disqualifications, reservations or adverse remarks or disclaimers inAuditors Report.
SECRETARIALAUDIT
Pursuant provisions of section 204 of the Companies Act 2013 and The Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014 the company has
appointed M/s Rupa Gupta, Practicing Company Secretary in practice to undertake the
Secretarial Audit of the Company.
SECRETARIALAUDITORS' REPORT
The Company appointed M/s Rupa Gupta, Practicing Company Secretaries as Secretarial
Auditors to conduct Secretarial Audit of the Company for the financial year 2023-24. The
report of the Secretarial Audit for the financial year 2023-24 in FORM MR-3 is annexed to
this report herewith as "Annexure -5" and forms part of this
report. There are No disqualifications, reservations or adverse remarks or disclaimers in
SecretarialAuditors Report.
COSTAUDIT REPORT
Cost Audit Report for the FY 2023-24 is not mandatory, as a best Corporate Governance
practice, Board on the recommendation of theAudit Committee, internal auditors is also
conduct work as Cost Auditor of the Company for the FY 2023-24.
AUDIT COMMITTEE
Details of Composition of Audit Committee are covered under Corporate Governance Report
annexed with this report and forms part of this report. Further, during this year all the
recommendations of theAudit Committee have been accepted by the Board.
ESTABLISHMENT OF VIGIL MECHANISM
The Company has set up vigil mechanism viz. Whistle Blower Policy to enable the
employees and Directors to report to the Audit Committee Chairman, genuine concerns,
unethical behavior and irregularities, if any, noticed by them in the Company, which could
adversely affect company‘s operations. It is posted on the website of the
Company. The same is reviewed by the Audit Committee from time to time. No concerns or
irregularities have been reported by employees/directors till date. The policy has been
uploaded on the Company‘s website www.rajasthangasesltd.com
REPORTING OF FRAUDS
There have been no instances of fraud reported by the Statutory Auditors under Section
143(12) of theAct and Rules framed there under either to the Company or to the Central
Government.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGSAND OUTGO
The information on conservation of energy, technology absorption and foreign exchange
earnings and outgo stipulated under Section 134(3)(m) of the CompaniesAct, 2013 read with
Rule 8 (3) of the Companies (Accounts) Rules, 2014 is annexed herewith as "Annexure-1"
SUBSIDIARY,ASSOCIATEAND JOINT VENTURE COMPANIES
There were no other changes in the subsidiary, associate and joint venture companies
which were reported earlier as "Annexure-2"
RELATED PARTY TRANSACTIONS
All the contracts/ arrangements/ transactions that were entered into by the Company
during the financial year with related parties were on an arm‘s length basis
and in the ordinary course of business. During the year, the Company had not entered into
any contract/arrangement/ transaction with related parties which could be considered
material, requiring approval of the Board/shareholders, in accordance with the policy of
the Company on materiality of related party transactions. All Related Party Transactions
are placed before the Audit Committee for approval. The policy on Related Party
Transactions as approved by the Board is available on the website of the Company. None of
the Directors of the Company has any pecuniary relationships or transactions vis-?-vis
the Company. The requisite details are given in Form AOC 2 is annexed herewith as "Annexure
-3".
EXTRACT OFANNUAL RETURN
The details forming part of the extract of the Annual Return in Form MGT – 9
has been annexed with this report and forms part of this report as "Annexure-4"
and the same is available on the Company‘s website.
PARTICULARS OF EMPLOYEES
The information required under section 197 of the Act and rules made there-under with
subsequent amendments thereto, in respect of employees of as shown below: a. Employed
throughout the year and in receipt of remuneration aggregating to Rs.1,02,00,000 or more -
Nil
b. Employed for part of the year and in receipt of remuneration of Rs.8,50,000 or more
per month - Nil
Note: Remuneration includes salary and value of perquisites and nature of employment is
Contractual.
MANAGERIAL REMUNERATION
Statistical Disclosures pursuant to Rule 5 of Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014 (with subsequent amendments thereto) is annexed with
this report and forms part of this report as "Annexure-6"
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186 OF THE COMPANIESACT,
2013
Details of loans, guarantees and investments covered under the provisions of Section
186 of the CompaniesAct, 2013 are given in notes to the financial statements.
PREVENTION OF INSIDER TRADING
The Company has adopted a Code of Conduct for Prevention of Insider Trading with a view
to regulate trading in securities by the Directors and designated employees of the
Company. The Code requires pre-clearance for dealing in the Company‘s shares
and prohibits the purchase or sale of Company shares by the Directors and the designated
employees while in possession of unpublished price sensitive information in relation to
the Company and during the period when the Trading Window is closed. The Board is
responsible for implementation of the Code.
All Board Directors and the designated employees have confirmed compliance with the
Code.
GREEN INITIATIVE
The Ministry of Corporate Affairs had taken the Green Initiative in Report on Corporate
Governance by allowing paperless compliances by Companies through electronic mode. Your
Company supports the Green Initiative and has accordingly decided to send necessary
communications to its Shareholders to their respective registered E-mail addresses. Your
Company appeals its Shareholders, who are yet to register the E-mail addresses that they
take necessary steps for registering the same so that you can also become a part of the
initiative and contribute towards a Greener environment.
CORPORATE GOVERNANCE
Your company reaffirms its commitment to good corporate governance practices. The
company complies with corporate governance requirements specified in regulation 17 to 27
and clauses (b) to (i) of sub-regulation (2) of regulation 46 of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015.
Pursuant to Schedule V of SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 the Report on Corporate Governance which forms a part of this Report has
been annexed herewith as "Annexure-7"
The Managing Director cum Chief Financial Officer have certified to the Board with
regard to the financial statements and other matters as required under Regulation 17 (8)
of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
MANAGEMENT DISCUSSIONANDANALYSIS
The core business of the company is Trading and developers sector. The management
discussion and analysis given below discusses the key issues of the Trading and developers
sector. The Report on Management Discussion and Analysis which forms a part of this Report
has been annexed herewith as "Annexure-8".
SHARE CAPITAL Authorized Capital:
During the year under review, there was no change in theAuthorized share capital of
your Company. The Authorized Share Capital of your Company is Rs. 60,00,00,000/- (Rupees
Sixty Crore Only) divided into 60000000 (Six Crore Only) Equity Shares of Rs. 10/- (Rupees
Ten Only) each. Is repaced by 200000000 (Twenty Crore Only) Equity Shares of Rs. 3/-
(Rupees Three Only) each.
Issued, Subscribed & Paid-Up Capital:
? During the year under review, the following change took place in the Issued,
Subscribed & Paid-Up Capital of the Company:
1. The Board of Director of your Company in their meeting held on January 06,
2024 have approved issue & allotment of 71500000 (Seven Crore Fifteen Lacs Only)
Equity Shares of Rs. 10 (Rupees Ten Only) each fully paid up is replaced by on a
preferential basis at an issue price of Rs. 4/- (Rupees Four Only) per Equity Share
including Security Premium of Rs. 1 (Rupees One -One only) per Equity Share due
convertible warrants (Warrants) at a conversion price of Rs.4 /- per warrant (including
Rs. 1/- as security premium) to the proposed allottees under Non Promoter category
(Public).
These shares were get listing approval on March 27, 2024 by BSE Limited and trading
approval for the shares was received on May 10, 2024.
? The present Paid-up Share Capital of the Company is Rs. 23,06, 21,460/-
(Rupees Twenty Three Crore Six Lacs Twenty One Thousand Four Hundred Only) divided into
76873800 (Seven Crore Sixty Eight Lakh Seventy Three Thousand Eight Hundred Only) Equity
Shares of Rs.3/- (Rupees Three Only) each.
UTILIZATION OF FUNDS RAISED THROUGH PREFERENTIAL ISSUE OF EQUITY SHARES:
The Company raised funds of Rs. 21, 45,00,000 (Rupees Twenty One Crore Forty Five Lakh
Only) through Preferential Issue of Equity Shares. The gross proceeds of preferential
issue have been utilized in the following manner:
No |
Original Object |
OriginalAllocation |
Funds Utilized till March 31, 2024 |
1 |
Acquisition of Equity Shares |
1650.00 |
1650.00 |
2 |
Repayment of Loan |
500.00 |
495.00 |
|
|
2150.00 |
2145.00 |
TRANSFER OFAMOUNTS TO INVESTOR EDUCATIONAND PROTECTION FUND
Your Company did not have any funds lying unpaid or unclaimed for a period of Seven
years. Therefore there were no funds which were required to be transferred to investor
Education and Protection Fund (IEPF).
SIGNIFICANT & MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS
No significant or material orders have been passed against the Company by the
Regulators, Courts or Tribunals, which impacts the going concern status and company‘s
operations in future.
INFORMATION PURSUANT TO SECTION 134(3) OF THE COMPANIESACT, 2013
The information required pursuant to rule 5 (2) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 forms a part of this report. However, as
per the first proviso to section 136(1) and second proviso of rule 5 (2) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, the report and the
financial statements are being sent to the members of the Company excluding statement of
particulars of employees under rule 5 (2) of the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014. If any member is interested in obtaining the copy of
the said statement may write to the Company Secretary in advance.
? Familiarization Program of the Independent Directors
Periodic presentations are made by Senior Management, Statutory and Internal Auditors
at the Board/Committee meetings on business and performance updates of the Company, global
business environment, business risks and its mitigation strategy, impact of regulatory
changes on strategy etc. Updates on relevant statutory changes encompassing important laws
are regularly intimated to the Independent directors.
The Company has no public deposits as of date and will not accept any deposits without
prior approval of the StatutoryAuthorities concerned
? Prevention Of Insider Trading
The Company has adopted a Code of Conduct for Prevention of Insider Trading with a view
to regulate trading in securities by the Directors and designated employees of the
Company. The Code requires pre-clearance for dealing in the Company‘s shares
and prohibits the purchase or sale of Company shares by the Directors and the designated
employees while in possession of unpublished price sensitive information in relation to
the Company and during the period when the Trading Window is closed. The Board is
responsible for implementation of the Code.All Board Directors and the designated
employees have confirmed compliance with the Code.
? Development in Human Resources / Industrial Relations
The Company recognizes that the Employees are the most valuable resource and endeavors
to empower its employees to meet business excellence while meeting their career
aspirations. It continues to focus on progressive employee relation, policies and building
high performance culture with the growth mindset where employees are engaged, productive
and efficient. Industrial relations were cordial throughout the year.
? Cautionary Statement
Management Discussion and Analysis forming part of this Report is in compliance with
SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and such
statements may be "forward-looking" within the meaning of
applicable securities laws and regulations. Actual results could differ materially from
those expressed or implied. Important factors that could make a difference to the
Company's operations include economic conditions affecting demand / supply and price
conditions in the domestic and overseas markets in which the Company operates, changes in
the Government regulations, tax laws and other statutes and other incidental factors.
? Adoption On INDAS
These are the Company‘s first Financial Statement prepared in accordance
with INDAS. The Company has adopted INDAS as notified by the Ministry of Corporate Affairs
w.e.f 1st April, 2017. The adoption of INDAS has been carried out in accordance with INDAS
101, "First Time Adoption of IndianAccounting Standards".
? Annexure to this Report
The following are the annexure to this report:
i. Conservation of energy, technology absorption, Research and development and foreign
exchange earnings and outgo inAnnexure -1.
ii. Statement containing salient features of the financial statement of associate
company (Form AOC – 1) inAnnexure -2.
iii. FormAOC - 2 inAnnexure - 3. iv. Extract ofAnnual Report (Form MGT-9) inAnnexure -
4. v. SecretarialAudit Report (Form MR-3) inAnnexure -5. vi. Particulars of Remuneration
inAnnexure -6 vii. Corporate Governance Report inAnnexure-7 viii. Management
DiscussionAndAnalysisAnnexure -8
ACKNOWLEDGMENT
The Board takes this opportunity to express its sense of gratitude to all the
Customers, Shareholders, Government Departments, Bankers and Suppliers of the Company. The
Board also wishes to pay tribute to all the employees of the Company for their splendid
commitment and dedication.
|
On behalf of the Board of Directors |
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Sd/- |
Sd/- |
|
Nikhilesh Khandelwal |
Gauri Bhagat |
|
Managing Director |
Director |
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DIN : 06945684 |
DIN : 06950001 |
Place: Mumbai |
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Dated: 14.08.2024 |
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