|
To,
The Shareholders,
Your Directors have pleasure in presenting the Thirty Fifth Annual
Report together with Audited Accounts for the year-ended 31stMarch, 2025.
FINANCIAL RESULTS:
Particular |
31st March, 2025 |
31st March, 2024 |
Income |
4,83,75,56,668.93 |
4,02,58,27,917.41 |
Expense |
4,77,65,37,996.57 |
3,97,23,98,726.33 |
(Loss )/ Profit Before
Exceptional Item & Tax |
6,10,18,672.36 |
5,34,29,191.08 |
Profit Before Tax |
6,10,18,672.36 |
5,34,29,191.08 |
(Less)/ Add: Tax Expenses |
2,07,79,932.47 |
65,92,519.40 |
Balance Carried To Balance
Sheet |
4,02,38,739.89 |
4,68,36,671.68 |
REVIEW OF OPERATIONS & FUTURE OULLOOK
Our company is manufacturing the following intermediates- Mono Methyl
Urea, Die Methyl Urea. Ortho Para Nitro Anisole, 2 Bromomethyl 1,3 Dioxalane
&Uracile& in Active Pharma Ingredients the company is involved in manufacturing
Metformin HCL, Mefenamic Acid & Doxophylline. Besides we intend to increase capacity
of all the products based upon the demand of the product and also plans to do backward
& forward integration of products such as DMA-HCL, Ortho chloro benzoic acid and
further API's like the ophylline. Necessary steps has been initiated.
DIVIDEND
Your directors do not recommend any dividend for the year ended 31stMarch,
2025.
DEPOSITS
The Company has not accepted the deposits from the public as per the
Section in accordance with the provisions of Section 73 and 76, and other applicable
provisions of Companies Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014.
TRANSFER TO RESERVE:
Your Company has transferred Rs. 40,238,740 to the General Reserves
during the year under review.
CHANGES IN SHARE CAPITAL, IF ANY:
Share Capital of the Company is 2,84,54,303 shares.
During the financial year, Company has allotted 4,00,000 shares issued
as on 1st October, 2024 which increased the paid up share capital to
2,84,54,303 shares.
The company has not received the listing approval for 1,00,000 shares
hence the Listed Capital is 2,83,54,303 shares.
SUBSIDIARY / HOLDING COMPANY, ETC.:
The Company does not have any Subsidiary, Holding Company, Associate or
Group Venture Company. VIGIL MECHANISM
Pursuant to the requirements laid down under Section 177 of the
Companies Act, 2013 and Regulation 22 of the SEBI Listing Regulations, the Company has
well laid down Vigil Mechanism. The details of the same are provided in the Report on
Corporate Governance forming part of this Annual Report. During the year, the Company did
not receive any complaint under Vigil mechanism.
CORPORATE SOCIAL RESPONSIBILITY
In accordance with the provisions of Section 135 of the Companies Act,
2013 read with Companies (Corporate Social Responsibility Policy) Rules, 2014, as amended
from time to time, the Board of Directors of the Company has constituted Corporate Social
Responsibility (CSR) Committee Corporate Social Responsibility (CSR) is a good way of
conducting business by which corporate entities visibly contribute to the society. The
essence of CSR is to integrate the economic, environment and social objectives of the
company's operations and growth. CSR is the process by which the organization thinks about
and evolves its relationship with the society and demonstrates its commitment by giving
back to the society for the resources it used.
The Composition, particulars of Meeting held and attendances there at
are mentioned in the Corporate Governance Report forming part of the Annual Report.
The key philosophy of all CSR initiatives of the Company is guided by
three core commitments of Scale, Impact and Sustainability.
During the financial year 2024-25, the Company recorded a Net Profit of
Rs. 4,02,38,739.89. As this amount falls below the threshold specified under Section
135(1) of the Companies Act, 2013, the Company is not required to undertake any Corporate
Social Responsibility (CSR) activities for the said financial year. Accordingly, no CSR
expenditure has been incurred.
DIRECTORS AND KEY MANAGERIAL PERSONNEL
As on 31stMarch 2025, the Board consists of six members, two
of whom are Executive Directors and 3 are Non-Executive Independent Directors and one is
Non-Executive Non Independent Director.
Pursuant to the provisions of Section 203 of the Act, Mihir R Ghatalia
Managing Director, Mrs. Mira Ghatalia, Chief Financial Officer and Mr. Kailash Chand
Jethlia, Company Secretary are the Key Managerial Personnel of the Company as on the date
of this Report.
INTER-SE RELATIONSHIP BETWEEN DIRECTORS:
Mihir R Ghatalia Managing Director and Nimit R Ghatalia Director are
relatives (siblings). Apart from this none of the Directors of the Company are in any way
related to each other.
DIRECTORS RESPONSIBILTY STATEMENT
As referred to in clause (c) of sub-section (3) of Section 134 of the
Companies Act, 2013, the Directors hereby confirm:
a) That in preparation of the Annual Accounts for the year ended 31stMarch,
2025, the applicable accounting standards had been followed along with proper explanation
relating to material departures, if any;
b) that the directors had selected such accounting policies and applied
them consistently and made judgments and estimates that were reasonable and prudent so as
to give true and fairview of the state of affairs of the company at the end of financial
year ended 31st March, 2025 and the profit/ (Loss) of the Company for the year under
review;
c) that proper and sufficient care has been taken for 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) That the annual accounts for the year ended 31stMarch,
2025 have been prepared 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.
f) they devised proper systems to ensure compliance with the provisions
of all applicable laws and that such systems were adequate and operating effectively.
ANNUAL RETURN
Annual Return as provided under Section 92(3) and Section 134(3)(a) of
the Companies Act, 2013, is available on the website of the Company at http://www.aareydrugs.com/pdf/annual-return/MGT-7.pdf
AUDITORS
M/s. Motilal& Associates, Chartered Accountants (Firm Registration
No: 106584W) were re-appointed as Statutory Auditors of the Company at the 35hAnnual
General Meeting held on 29th September, 2025 for a 2nd term of five
consecutive years from the conclusion of this Annual General Meeting to until the
conclusion of 40thAnnual General Meeting of the Company.
SECRETARIAL AUDIT REPORT
The Secretarial Audit Report pursuant to the provisions of Section 204
for the financial year 2024-25 was obtained from M/s. Ashika Shetty, Practicing Company
Secretaries, the report which is Self-Explanatory is annexed hereto as Annexure A.
MEETINGS
During the financial year 2024-25, 9 (Nine) meetings of the Board of
Directors and 6 (Six) meetings of the Audit Committee were held. Details of these meetings
and other Committees of the Board/General Meeting are given in the Report on Corporate
Governance forming part of this Annual Report.
DECLARATION OF INDEPENDENCE BY INDEPENDENT DIRECTOR
All the Independent Directors of the Company have furnished a
declaration to the effect that they meet the criteria of independence as provided in
Section 149(6) of the Act and Regulation 16(1)(b) and Regulation 25 of Securities and
Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations,
2015 ('the Listing Regulations'). In the opinion of the Board, all the Independent
Directors possess the integrity, expertise and experience including the proficiency
required to be Independent Directors of the Company, fulfill the conditions of
independence as specified in the Act and the Listing Regulations and are independent of
the management and have also complied with the Code for Independent Directors as
prescribed in Schedule IV of the Companies Act,2013
PERFORMANCE EVALUATION AND ITS CRITERIA:
The Board of Directors carried out an evaluation of its own
performance, of the Board, Committees and of the individual Directors pursuant to the
provisions of the Act and Corporate Governance requirements as prescribed by the Listing
Regulations.
The performance of the Board and its Committees was evaluated by the
Board after seeking inputs from the Board / Committee Members based on criteria such as
composition of the Board / Committees and structure, effectiveness of the Board /
Committee processes, providing of information and functioning etc. The Board and the
Nomination and Remuneration Committee reviewed the performance of individual Directors
based on criteria such as attendance in Board / Committee meetings, contribution in the
meetings like preparedness on issues to be discussed etc.
The Independent Directors at its separate meeting held on 10th
February, 2025 reviewed the performance of Non-Independent Directors and performance of
the Board as a whole, performance of
the Chairman of the Company taking into account the views of Executive
and Non-executive Directorsand assessed the quality, quantity and timeliness of flow of
information to the Board to perform their duties effectively and reasonably
PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS:
The details of Loans given, Guarantees given and Investments made, if
any and covered under the provisions of Section 186 of the Act, read with Companies
(Meetings of Board and Its Powers) Rules, 2014 are given in the notes to the Financial
Statements forming part of this Annual Report.
COMMITTEES OF THE BOARD
The details of the powers, functions, composition and meetings of the
Committees of the Board held during the year are given in the Report on Corporate
Governance section forming part of this Annual Report.
AUDIT COMMITTEE
The details pertaining to the composition, terms of reference, etc. of
the Audit Committee of the Board of Directors of the Company and the meetings thereof held
during the financial year are given in the Report on Corporate Governance section forming
part of this Annual Report. The recommendations of the Audit Committee were accepted by
the Board of Directors of the Company from time to time.
CORPORATE GOVERNANCE
A separate report on Corporate Governance is produced as a part of the
Annual Report along with the Auditors statement on its compliance.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION & FOREIGN EXCHANGE
EARNINGS AND OUTGO:
Your Company has made the necessary disclosures in this Report in terms
of Section 134(3) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts)
Rules, 2014is given in Annexure B and forms part of this report.
INTERNAL FINANCIAL CONTROL SYSTEM
The Board is responsible for establishing and maintaining adequate
internal financial control as per Section 134 of the Act.
Your Company has in place an adequate system of internal controls to
ensure compliance with various policies, practices and statutes. It has procedures
covering all financial and operating functions and processes. These have been designed to
provide a reasonable assurance with regards to maintaining of proper accounting controls
for ensuring reliability of financial reporting, monitoring of operations, protecting
assets from unauthorized use or losses and compliance with regulations. Key controls have
been tested during the year and corrective and preventive actions are taken for any
weakness.
CHANGE IN THE NATURE OF BUSINESS (IF ANY):
There is no material change in the type of business the Company is
carrying.
DETAILS IN RESPECT OF FRAUDS REPORTED BY AUDITORS (IF ANY):
The Directors of your Company confirm that no frauds or instances of
mis-management were reported by the Statutory Auditors under sub-section (12) of Section
143 of the Companies Act, 2013.
COMPLIANCE WITH SECRETARIAL STANDARDS:
The Directors state that applicable Secretarial Standards, i.e. SS-1
and SS-2, relating to 'Meetings of the Board of Directors' and 'General Meetings',
respectively, have been duly followed by the Company.
MATERIAL CHANGES AND COMMITMENT:
Except as disclosed elsewhere in the Report, there have been no
material changes and commitment affecting, the financial position of your Company, which
have occurred between the end of the financial year of the Company and the date of this
Report.
SIGNIFICANT AND MATERIAL ORDERS:
No significant and material order has been passed by the Regulators or
Courts or Tribunals impacting the going concern status and Company's operations in future.
PARTICULARS OF RELATED PARTY TRANSACTIONS:
All transactions entered into with related parties during the financial
year were in the ordinary course of business and on arm's length basis and do not attract
the provisions of Section 188(1) of the Act. Suitable disclosures as required by the
Indian Accounting Standards (IndAS-24) have been made in the notes to the Financial
Statements. The Board has a policy for related party transactions which has been uploaded
on the Company's website http://www.aareydrugs.com/pdf/2-Related-Party-
Transaction.pdf
There were no material Related Party Transactions during the year.
Accordingly, Form No. AOC-2, prescribed under the provisions of Section 134 (3)(h) of the
Act and Rule 8 of the Companies (Accounts) Rules, 2014, for disclosure of details of
Related Party Transactions, which are not "not at arm's length basis" and also
which are "material and arm's length basis", is not provided as an annexure to
this Report as it is not applicable.
PREVENTION, PROHIBITION AND REDRESSAL OF SEXUAL HARASSMENT OF WOMEN:
The Company has in place an Anti-Sexual Harassment Policy in line with
the requirements of the Sexual Harassment of Women at the Workplace (Prevention,
Prohibition and Redressal) Act, 2013.
Internal Complaints Committee (ICC) has been set up to redress
complaints received regarding sexual harassment. All employees (permanent, contractual,
temporary and trainees) are covered under this policy who are also provided training about
the Act.
During the year under review, no complaint was received.
POLICIES AND DISCLOSURE REQUIREMENTS:
In terms of provisions of the Act and the Listing Regulations, the
Company has adopted all the applicable policies. The policies are available on the website
of the Company at_ http://www.aareydrugs.com/
All Directors and Senior Management Personnel have affirmed their
adherence to the provisions of the Code of Conduct during the financial year 2024-25.
The Company's policy on Directors' appointment, remuneration and other
matters provided in Section 178(3) of the Act forms part of Nomination and Remuneration
Policy and has been disclosed in the Corporate Governance Report.
CORPORATE GOVERNANCE & VIGIL MECHANISM:
A separate Corporate Governance Report on compliance with Corporate
Governance requirements as required under Regulation 34(3) read with Schedule V to the
Listing Regulations forms part of this Annual Report. The same has been reviewed and
certified by Mr. Virendra G. Bhatt, Practicing Company Secretary, the Secretarial Auditors
of the Company and Compliance Certificate in respect thereof is attached as Certificate of
Corporate Governance
RISK MANAGEMENT:
The Company has its Risk Management Plan & Policy in place which is
also displayed on the website of the Company. In the opinion of the Board, during the
financial year 2024-25, no elements of risk which may threaten the existence of the
Company were noticed by the Board. The Committee monitors the risk management plan and
ensures its effectiveness. The details of Committee are set out in the Corporate
Governance Report
MANAGEMENT DISCUSSION AND ANALYSIS REPORT:
Management's Discussion and Analysis Report for the year under review,
as stipulated under the Listing Regulations, is presented in a separate section, forming
part of this Report.
PROMOTERS:
The Promoter Group's holding in the Company as on 31stMarch,
2025 was 44.80% of the Company's paid up Equity Capital. The members may note that the
shareholding and other details of Promoters has been provided in Annual Return.
DISCLOSURE REGARDING MAINTENANCE OF COST RECORDS UNDER SECTION 148 OF
THE COMPANIES ACT, 2013:
During the year under review, Maintenance of cost records under section
148 of Companies Act, 2013 is not applicable to the Company as the Company did not carry
on any activity as specified in Table A and B of Rule 3 of the Companies (Cost Records and
Audit) Rules, 2014.
EMPLOYEES:
There were no employees coming under the purview of Section 197(12) of
the Act read with Rules 5 of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014and the rules frame there under
REMUNERATION:
As per Section 197of the Companies Act, 2013, the ratio of remuneration
of each director to the median remuneration of the employees of the company for the
financial year:
Name of the Director |
Ratio to Median employees |
Mihir R Ghatalia, Managing
Director |
5:3 |
DISCLOSURE UNDER SECTION 164
None of the Directors of the company are disqualified for being
appointed as Directors as specified under section 164 of the Companies Act, 2013.
ACKNOWLEDGEMENTS
Your Directors wish to place on record, the appreciation for the
continued support of the customers, Bankers and Suppliers. Your Directors acknowledge and
thank the employees for their valuable contribution and involvement.
For and on behalf of the Board of Directors
ANNEXURE TO DIRECTOR'S REPORT Annexure-A
Form No.: MR-3
SECRETARIAL AUDIT REPORT
FOR THE FINANCIAL YEAR ENDED 31st MARCH, 2025
[Pursuant to Section 204(1) of the Companies Act, 2013 and Rule No. 9
of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014]
To,
The Members,
Aarey Drugs and Pharmaceuticals Limited
I have conducted the Secretarial Audit of the compliance of applicable
statutory provisions and the adherence to good corporate practices by Aarey Drugs and
Pharmaceuticals Limited having CIN- L99999MH1990PLC056538 (hereinafter called
"the Company"). Secretarial Audit was conducted in a manner that provides me a
reasonable basis for evaluating the corporate conducts / statutory compliances and
expressing my opinion thereon.
Based on my verification of the Company's statutory registers, papers,
minute books, forms and returns filed with the Registrar of Companies ("ROC"),
soft copy of the various records sent over mail as provided by the Company and other
relevant records maintained by the Company and also the information provided by the
Company, its officers and authorized representatives during the conduct of secretarial
audit, I hereby report that in my opinion, the Company has, during the audit period
covering the financial year ended on 31st March, 2025 ("audit
period"), has prima facie complied with the statutory provisions listed hereunder:
I have examined the books, papers, minute books, forms and returns
filed and other records maintained by the Company for the financial year ended on 31st
March, 2025 according to the provisions of:
(i) The Companies Act, 2013 ('the Act') and the rules made there under;
(ii) The Securities Contracts (Regulation) Act, 1956 ('SCRA') and the
rules made there under and the Regulations, Circulars, Guidelines issued thereunder;
(iii) The Depositories Act, 1996 and the Regulations and Bye-laws
framed there under;
(iv) Foreign Exchange Management Act, 1999 and the rules and
regulations made there under to the extent of Foreign Direct Investment and Overseas
Direct Investment and External Commercial Borrowings;
(v) The Securities and Exchange Board of India (Issue of Capital and
Disclosure Requirements) Regulations, 2018;
(vi) The Regulations and Guidelines prescribed under the Securities and
Exchange Board of India Act, 1992 ("the SEBI Act") viz:-
(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 (Listing Obligations and
Disclosure Requirements) Regulation, 2015;
Though the following laws are prescribed in the format of Secretarial
Audit Report by the Government, the same were not applicable to the Company for the
financial year ended 31st March, 2025:-
(a) The Securities and Exchange Board of India (Share Based Employee
Benefits and Sweat Equity) Regulations, 2021;
(b) Securities and Exchange Board of India (Delisting of Equity Shares)
Regulations, 2021;
(c) The Securities and Exchange Board of India (Buyback of Securities)
Regulations, 2018;
(d) The Securities and Exchange Board of India (Issue and Listing of
Non-Convertible Securities) Regulations, 2021;
(e) 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;
(vii) The Management has identified and confirmed the other laws as
specifically applicable to the Company and that it has proper system to comply with the
provisions of the respective Acts, Rules and Regulations;
I have also examined compliance with the applicable clauses of the
following and I am of the opinion that the Company has prima facie complied with
applicable provisions:
(a) Secretarial Standards 1 and 2 issued by the Institute of Company
Secretaries of India.
(b) The Listing Agreements entered into by the Company with the Stock
Exchanges read with the Securities and Exchange Board of India (Listing Obligations and
Disclosure Requirements) Regulations, 2015.
During the period under review, the Company has prima facie complied
with the provisions of the Act, Rules, Regulations, Guidelines, Standards, etc. as
mentioned above subject to the following observations:
(i) The listed entity has not made required disclosures in the notice
of EGM w.r.t. issue of shares on preferential basis as per SEBI (Issue of Capital and
Disclosure Requirements) Regulations, 2018 Also, BSE issued observations on the same.
(ii) The warrants, which were allotted on 27 March, 2024 were kept
under lock-in from 30 December, 2024, i.e. with a delay of more than 9 months from the
date of allotment of warrants.
(iii) The Listed entity has filed Corporate Governance Report for the
quarter ended 30 September, 2024 and quarter ended 31 December, 2024 on time, however the
revised filings for the said quarters have been filed beyond the prescribed time.
(iv) As on 31 March 2025, paid up share capital of the Company is
2,84,54,303 shares which is agreed with the books of accounts of the Company. The company
allotted 4,00,000 shares issued as on 1 October 2024 which increased the paid-up capital
to 2,84,54,303 shares, however RTA is showing 1,00,000 shares less in their paid-up share
capital. The reason for the same is as cited below:
The Company has not received listing approval for one of the allottee
named Watco Chennai Real Estate Pvt Ltd for 1,00,000 shares as the allottee has traded
during the approval stage, hence both the stock exchange has withheld the approval of
allottee Watco Chennai Real Estate Pvt Ltd, hence there is a difference of the said
1,00,000 shares. The Company has received approval for rest of the allottees except Watco
Chennai Real Estate Pvt. Ltd. Both the stock exchanges have not decided the matter yet.
(iv) The listed entity has maintained software for the structured
digital database; however, no data could be found from the said software as on 31 March
2025. However subsequently data was recovered. Basis the information provided, I am of
opinion that the listed entity
has prima facie complied Regulation 3(5) & 3(6) SEBI (Prohibition
of Insider Trading) Regulations, 2015.
(v) The Company has not produced sufficient evidence to show that it
has submitted Annual Report with the District Officer as required under The Sexual
Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.
I further report that:-
1. I have not examined the Financial Statements, Financial books,
related financial Acts and Related Party Transactions etc., For these matters, I rely on
the report of statutory auditors for Financial Statement for the financial year ended 31st
March, 2025.
2. The Board of Directors of the Company is constituted with proper
balance of Executive Directors, Non-Executive Directors, Independent Directors and Woman
Director. The changes in the composition of the Board of Directors that took place during
the audit period under review were prima facie carried out in compliance with the
provisions of the Act.
3. As per the information provided, the Company has prima facie given
adequate notice to all the directors to schedule the Board Meetings, agenda and detailed
notes on agenda were sent at least seven days in advance.
4. I was informed and I observed from the minutes of the Board and
Committee Meetings that all the decisions at the Meetings were prima facie carried out
unanimously.
5. There are adequate systems and processes in the Company commensurate
with the size and operations of the Company to monitor and ensure compliance with
applicable laws, rules, regulations and guidelines.
6. The management is responsible for compliances of all business laws.
This responsibility includes maintenance of statutory registers/files required by the
concerned authorities and internal control of the concerned department.
7. During the audit period, the Company had filed Forms required to be
filed within prescribed time and few forms with additional fees.
8. I further report that during the audit period, following events have
taken place:
a. Obtained approval from its members at the 34th Annual
General Meeting of the Company held on 30 September 2024 for giving loan(s), guarantee(s)
or providing security(ies) under section 185 of the Companies Act, 2013 up to an aggregate
limit of Rs. 200 Crores.
b. Obtained approval from its members at the Extra-Ordinary General
Meeting of the Company held on 2January 2025 for Issuance of 50,00,000 warrants
convertible into equity shares of the Company on preferential basis.
9. During the audit period, the Company has allotted 400000 Convertible
Warrants at a price of Rs. 37.80 per warrant for which the Company received 25%
consideration at the time of allotment of the Convertible Warrants (balance consideration
to be received as and when the warrant holders exercise their conversion rights).
10. I further report that during the audit period, there were no
instances of:
i. Public/ Rights/debentures/ sweat equity, etc.;
ii. Issue of equity shares under Employee Stock Option Scheme;
iii. Redemption / Buy- Back of securities;
iv. Merger / amalgamation / reconstruction etc.;
v. Foreign Technical Collaborations.
I further report that:
1. Maintenance of Secretarial record is the responsibility of the
Management of the Company. My responsibility is to express an opinion on these Secretarial
Records based on my audit.
2. I have followed the audit practices and processes as were
appropriate to obtain reasonable assurance about the correctness of the contents of the
Secretarial records. The verification was done on test basis to ensure that correct facts
are reflected in the Secretarial records. I believe that the processes and practices, I
followed provide a reasonable basis for my opinion.
3. Where ever required, I have obtained the Management representation
about the compliance of Laws, Rules and Regulations and happening of events etc.
4. I have not verified the correctness and appropriateness of financial
records and Books of Accounts of Company.
5. The compliance of the provisions of Corporate and other applicable
Laws, Rules, Regulations, Standards is the responsibility of the Management. My
examination was limited to the verification of procedures on test basis.
6. The Secretarial Audit report is neither an assurance as to the
future viability of the Company nor the efficacy or effectiveness with which the
Management has conducted the affairs of the Company.
7. Due to the inherent limitations of an audit including internal,
financial and operating controls, there is an unavoidable risk that some Misstatements or
material non-compliances may not be detected, even though the audit is properly planned
and performed in accordance with the Standard.
ANNEXURE-B
PARTICULARS OF CONSERVATION OF ENERGY, TECHNOLOGY ABSORBTION AND
FOREIGN EXCHANGE EARNINGS AND OUTGO AS REQUIRED UNDER SECTION 134 (3) (m) OF THE COMPANIES
ACT, 2013, READ WITH THE COMPANIES (DISCLOSURE OF PARTICULARS IN THE REPORT OF BOARD OF
DIRECTORS) RULES,1988.
1) CONSERVATION OF ENERGY
a) Energy conservation measures taken:
1) The Company has been strictly observing and monitoring the power
consumption.
ii) The grinding operation with keeping the automatic regular of feeds
has been maintained to minimize power consumption.
iii) Dual Fuel Burner was installed.
b) Impact of above measures:
High power factor above 0.9 and optimization of the grind ability has
been maintained.
2) POWER AND FUEL CONSUMPTION
Particulars |
2024-2025 |
2023-2024 |
(i) Electricity Purchased |
|
|
Units (KWH) |
9,47,152 KWH |
8,98,018 KWH |
Total Amount (^) |
1,12,39,700 |
1,01,07,210 |
Rate/Unit (^) |
11.86 |
11.143 |
(ii) Own generation |
|
|
a) Through diesel generator |
3,563 KWH |
3,468 KWH |
Units per litre of Diesel Oil |
3.3 KWH |
3.3 KWH |
Cost/Unit (^) |
27.90 |
27.90 |
b) Through steam
turbine/generator |
NIL |
· |
Units per litre of fuel oil/gas |
NIL |
· |
Cost/Unit (^) |
NIL |
· |
Particulars |
2024-2025 |
2023-2024 |
(iii) Coal |
|
|
Quantity (Tons) |
281.441 |
NIL |
Total Cost (^) |
26,45,545 |
NIL |
Average Rate (^/MT) |
9.40 |
· |
(iv) Furnace Oil / Diesel
(Diesel/LDO) |
|
|
Quantity (M.T.) |
1.44 / 24.04 |
1.4 / 14.33 |
Total Amount (^) |
1,09,308 / 12,48,422 |
1,28,940 / 9,31,645 |
Average Rate (^) |
91.09 / 61.80 |
92.10 / 65 |
(v) Others / Internal
Generation (Biomass Briquette) |
|
|
Quantity (MT) |
1092.77 |
994.45 |
Total Cost (^) |
99,44,207 |
91,48,986 |
Rate/Unit (^) |
9,100 / MT |
9,200 / MT |
3) ACTUAL PRODUCTION
Particulars |
2024-2025 (MTS) |
2023-2024 (MTS) |
Total Production |
2,590.23 MT |
490.58 MT |
RESEARCH & DEVELOPMENT (R&D)
Quantity (in MTS)
Particulars |
2024-2025 |
2023-2024 |
Total Production |
2,590.23 MT |
490.58 MT |
Research & Development (R&D)
Particulars |
Details |
Specific areas in which R&D
is conducted by the Company |
- |
Benefits derived as a result of
the above R&D |
- |
Further Plan of Action |
- |
Management Review |
- |
Expenditure on R&D
Particulars |
2024-2025 (INR) |
2023-2024 (INR) |
a) Capital |
1,24,00,000 |
507,405 |
b) Recurring |
|
|
Total |
[Insert total] |
[Insert total] |
c) R&D Expenditure as % of
Turnover |
[To be given] |
[To be given] |
4) TECHNOLOGY ABSORPTION, ADAPTATION AND INNOVATION
Particulars |
2024-2025
(^) |
2023-2024
(^) |
a) Efforts, in brief, made
towards technology absorption, adaptation and innovation |
· |
· |
b) Benefits derived as a result
of the above |
· |
· |
c) Imported Technology (last 5
years) |
|
|
1. Technology import |
· |
· |
2. Year of import |
· |
· |
Particulars |
2024-2025
(K) |
2023-2024
(K) |
3. Has technology been fully
absorbed |
· |
· |
4. If not fully absorbed, areas
where this has not taken place, reasons therefor and future plans of action |
· |
· |
5) FOREIGN EXCHANGE EARNINGS AND OUTGO
Particulars |
2024-2025(K) |
2023-2024(K) |
Activities relating to exports;
initiatives taken to increase exports; development of new export markets for products
& services; and export plans |
· |
· |
Total Foreign Exchange Used |
1108.20 Lakh |
566.09 Lakh |
Total Foreign Exchange Earned
(FOB) |
298.23 Lakh |
140.61 Lakh |
|