Dear Shareholders (Members),
On behalf of the Board of Directors, it is our pleasure to present the
76th Annual Report together with the Audited Statement of Accounts of Bright
Brothers Limited ("the Company") for the year ended 31st
March, 2023.
Financial Performance:
(Rs in Lakhs)
|
Standalone |
Consolidated |
|
Year Ended |
Year Ended |
Year Ended |
Year Ended |
Particulars |
31st March, |
31st March, |
31st March, |
31st March, |
|
2023 |
2022 |
2023 |
2022 |
Net Sales and Operating Income |
20,673.60 |
23,025.35 |
20,673.60 |
23,025.35 |
| Less: Expenses |
20,549.91 |
21,718.69 |
20,585.74 |
21,718.69 |
Operating Profit |
123.69 |
1,306.66 |
87.86 |
1,306.66 |
| Add: Other Income |
182.46 |
132.05 |
182.46 |
132.05 |
Profit before Depreciation,
Finance Cost and Tax |
306.15 |
1,438.71 |
270.32 |
1,438.71 |
| Less: Finance Costs |
378.82 |
471.37 |
378.84 |
471.37 |
Less: Depreciation and
amortization expenses |
580.64 |
621.23 |
580.64 |
621.23 |
Profit/(Loss) before tax |
(653.31) |
346.11 |
(689.16) |
346.11 |
| Add: Exceptional items |
– |
3,506.85 |
– |
3,506.85 |
| Less: Tax expense |
(311.10) |
657.00 |
(311.10) |
657.00 |
Profit/(Loss) after tax |
(342.21) |
3,195.96 |
(378.06) |
3,195.96 |
| Other comprehensive income |
0.20 |
(21.35) |
(0.98) |
(21.35) |
Total Comprehensive Income/(Loss) |
(342.01) |
3,174.61 |
(379.04) |
3,174.61 |
Summary of Financial Operations
The Standalone Financial Performance provides details on revenue and
expenditure of Bright Brothers Limited during the period under review i.e. the financial
year (FY) 2022-23, whereas, the Consolidated Financial Performance includes the details on
expenditure incurred for incorporating and setting up the wholly-owned subsidiary (WOS)
namely, Bright Brothers LLC in United States of America. During the period under review,
there is no corresponding revenue generation in the WOS as the commercial production would
begin from the current financial year 2023-24.
Standalone Financial Summary:
On a standalone basis, the revenue from operations was Rs 20,673.60
lakhs in the FY 2022-23 as against Rs23,025.35 lakhs in the previous year. The Profit
before Depreciation, Finance Cost and Tax for the year ended 31st March, 2023
was recorded at Rs 306.15 lakhs as against Rs 1,438.71 lakhs in the previous year.
Consolidated Financial Summary:
On a consolidated basis, the revenue from operations is same as revenue
recorded in the standalone financial statements as the WOS had not begun its commercial
production during the year under review. The capital and revenue expenditure incurred for
incorporating the WOS, setting up the factory, purchase of fixed assets, employee benefit
expense, etc. has been considered while preparing the consolidated financial statements.
Therefore, the Profit before Depreciation, Finance Cost and Tax for the year ended 31st
March, 2023 was recorded at Rs 270.32 lakhs as against Rs 1,438.71 lakhs in the previous
year.
Capital Expenditure
During the year under review, on a standalone basis, the Company has
spent Rs 1,903.42 lakhs towards capital expenditure. This mainly comprises of capital
expenditure incurred by the Company for setting up of new manufacturing units in India.
The Year in Retrospect/ Brief description of Companys working
during the year
During the year under review, your Company has set-up 3 additional
manufacturing units at Haridwar (Uttarakhand), Hosur (Tamil Nadu) and Pune (Maharashtra).
The Haridwar and Hosur units are engaged in the business of manufacturing plastic
components used by Original Equipment Manufacturers (OEMs) in Consumer Durable Industry.
These components are manufactured using injection moulding process. The manufacturing
units at Haridwar and Hosur began their commercial production in February, 2023 and April,
2023 respectively. The Company took this strategic decision of establishing new units in
order to cater its existing customers and also enhance its customer base by engaging new
customers. In order to have an advantage over the economies of scale, the Company has
shifted its manufacturing unit from Dehradun to Haridwar. Consequently, the Dehradun unit
will be closed in the current financial year.
Whereas, the Pune unit is engaged in composite business wherein the
products will be manufactured using Hand Lay Up (HLU), LRTM (Light Resin Transfer
Moulding) and Vacuum Infusion Process (VIP) technology. The Pune unit will commence its
commercial production in the second quarter of the FY 2023-24 and will supply
products to domestic and international market. Further, the products manufactured at this
unit will be supplied to customers in United States of America (USA) through our WOS.
The details of business undertaken by every division of the Company
during the year is provided below: i. Manufacturing division:
The Company is primarily engaged in manufacturing plastic components
for the OEMs and it also manufactures Crates. During the year under review, the total
sales turnover of the manufacturing division was lower than projected. The decrease in
market share and demand of OEM products in the Consumer Durable segment had a direct
impact on the Companys business. Despite this impact, the Company has widened its
customer base and added manufacturing of new products as the Company has a clear vision to
expand its business and explore business opportunities in the coming years. ii. Tooling
division:
The tooling division manufactures plastic injection moulds for its
customers. During the year under review, your Company received orders for manufacturing
moulds. These moulds are either utilised by the Company for manufacturing its
customers products or they are directly sold to the customer. iii. Haircare and
Beauty Division:
This division is engaged in the business of sales and marketing of hair
and beauty accessories under its brand named Divo, to both general and professional
market. The products are used by hair stylists, fashion designers and hairdressers along
with college students and young working professionals. During the FY 2022-23, there has
been an increase in sales by 20% as the division has increased the product range by adding
a new range of professional products as well as expanding into environmentally friendly
products. The brand endeavours to cater to all the age groups and have also added a few
products that are exclusively for male grooming. Furthermore, this division continues to
expand the business by undertaking new private-label business wherein they supply products
to companies who sell them under their own brand names.
Subsidiary
During the year, the Company incorporated a WOS, namely, Bright
Brothers LLC in Delaware, USA. The manufacturing unit of this WOS has been set up in the
state of Wisconsin, USA. This unit will be engaged in the manufacture of Fiberglass
Composites using multiple processes like Light Resin Transfer Moulding (LRTM) and Hand Lay
up (HLU). It will be engaged in the manufacture and assembly of large and complex parts as
per customers requirements. The unit will begin its commercial production during
Second quarter of the current FY 2023-24. A report on the performance and financial
position of WOS has been provided in Form AOC-1 as per Section 129(2) of the Companies
Act, 2013 (the Act) annexed to this Report.
Consolidated Financial Statements (CFS)
In accordance with the provisions of the Act, Regulation 33 of the SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing
Regulations") and applicable Indian Accounting Standards ("Ind AS"), the
audited CFS of the Company for the FY 2022-23, together with the Auditors Report
forms part of this Annual Report. In accordance with Section 136 of the Act, the audited
financial statements, including the CFS and related information of the Company and the
separate financial statements of its Subsidiary Company, is available on the
Companys website at https://brightbrothers.co.in/pdf/pdf_545.pdf. Any member
desirous of inspecting or obtaining copies of the audited financial statements, including
the CFS may write to the Company Secretary at invcom@brightbrothers.co.in.
Outlook for the Current Financial Year 2023-24
During the current year, it is expected that the newly established
manufacturing units will assist to increase the overall sales turnover of the Company.
Further, it is also projected that the overseas manufacturing unit established by the WOS
would align with international customers for making customised products.
Material changes and commitments, if any, affecting the financial
position of the Company which have occurred between the end of the financial year till the
date of report
There are no material changes and commitments affecting the financial
position of the Company which have occurred between the end of the FY 2022-23 and the date
of this report. There has been no change in the nature of business of the Company during
the financial year.
Revision in financial statements and Boards Report, if any, for
the preceding financial years
There was no revision of financial statements and Boards Report
of the Company for the preceding financial years, during the year under review.
Directors and Key Managerial Personnel Board of Directors
i. Appointment/ Re-appointment of Directors:
Pursuant to the recommendation given by the Nomination and Remuneration
Committee, Board of Directors and approval by members of the Company, the following
Directors were appointed/ re-appointed during the year: a. Mr. Karan Bhojwani (DIN
06423542) was appointed as a Whole-time Director w.e.f. 1st April, 2022 for a
period of five years; b. Mr. Kuchimanchi Viswanath (DIN 00547132) was appointed as an
Independent Director w.e.f. 27th May, 2022 for a period of five years; c. Mr.
Suresh Bhojwani (DIN 00032966) was re-appointed as Chairman and Managing Director w.e.f. 1st
February, 2023 for period of five years; d. Ms. Devika Bhojwani (DIN 08355381) was
re-appointed as Whole-time Director w.e.f. 1stOctober, 2022 for period of five
years; e. Mr. Indru Advani (DIN 02036028) was appointed as an Independent Director w.e.f.
1st April, 2023 for a period of five years.
ii. Retirement by rotation and subsequent re-appointment:
In accordance with the provisions of Section 152 and other applicable
provisions of the Companies Act, 2013, Ms. Devika Bhojwani, Whole-time Director (DIN
08355381) of the Company is liable to retire by rotation at the forthcoming Annual General
Meeting and being eligible, offers herself for re-appointment. Pursuant to Listing
Regulations and Secretarial Standard – 2 issued by Institute of Company Secretaries
of India (ICSI), the details pertaining to re-appointment are contained in the
accompanying Notice convening the ensuing Annual General Meeting of the Company.
Key Managerial Personnel
Mr. Suresh Bhojwani, Chairman and Managing Director, Mr. Karan
Bhojwani, Whole-time Director, Ms. Devika Bhojwani, Whole-time Director, Mr. Chirag Shah,
Chief Financial Officer and Ms. Sonali Pednekar, Company Secretary are Key Managerial
Personnels of the Company.
Transfer to Reserves
The Company does not propose to transfer any profits to its reserves
and the entire amount of profit for the FY 2022-23 forms part of Retained Earnings.
Dividend
Your Directors are pleased to recommend a dividend @10% (i.e. Re. 1 per
Equity Share) on 56,80,235 Equity Shares of Rs 10 each for the FY ended 31st
March, 2023. The said dividend, if approved by the members, would involve a cash outflow
Rs 56.80 lakhs. The dividend will be paid subject to the approval of members of the
Company at the ensuing Annual General Meeting to those members whose names appear as
Beneficial Owners in the list of Beneficial Owners on the record date i.e. 8th September,
2023 furnished by National Securities Depository Limited (NSDL) and Central Depository
Services (India) Ltd. (CDSL) and whose names appear as a member in the Register of Members
of the Company as on the record date.
As per the Income Tax Act, 1961, dividends paid or distributed by the
Company shall be taxable in the hands of the shareholders. Accordingly, the Company makes
the payment of the dividend after deduction of tax at source.
Share Capital
The paid-up Equity Share Capital as on 31st March, 2023 was
Rs 568.02 lakhs. During the year under review, the Company has not issued any shares.
Loans, guarantees or investments
Details of Loans, Guarantees and Investments covered under the
provisions of Section 186 of the Companies Act, 2013 are given in the notes accompanying
the financial statements.
Fixed Deposits
Your Company has not accepted any deposits from public and its members
during the FY 2022-23. There has been no deposit which was unpaid or unclaimed as at the
end of the year. There has not been any default in repayment of deposits or payment of
interest thereon during the year. The Company is holding deposits of Rs 158 lakhs from its
Directors as on 31st March, 2023.
Related party transactions
All transactions entered with related parties for the year under review
were on arms length basis and in the ordinary course of business and the provisions
of Section 188 of the Companies Act, 2013 are not attracted. Thus, disclosure in AOC-2 is
not required. The details of transaction are provided in Note No. 48 of the Standalone
Notes to accounts and Note no. 47 of the Consolidated Notes to accounts. Further, there
are no material related party transactions during the year under review with the
Promoters, Directors and Key Managerial Personnel.
All Related Party Transactions are placed before the Audit Committee
and also before the Board for approval. Omnibus approval is obtained for transactions
which are repetitive in nature. A statement giving details of all the transactions entered
into pursuant to omnibus approval are placed before the Audit Committee and Board for a
review.
The policy on Related Party Transactions as approved by the Board of
Directors has been uploaded on the website of the Company. None of the Directors have any
pecuniary relationships or transactions vis-a-vis the Company.
Insurance
All the assets of the Company are fully insured against major risks.
Unsecured Loan
During the year under review, there is no outstanding unsecured loan as
on 31st March, 2023.
Internal financial controls
The internal financial controls with reference to the Financial
Statements are commensurate with the size and nature of business of the Company. The
Company has appointed Internal Auditors who periodically audit the adequacy and
effectiveness of the internal controls laid down by the management and suggest
improvements. The Audit Committee periodically approves the audit reports, implementation
of audit recommendations, if any and adequacy of internal controls. Based on the framework
of internal financial controls and compliance systems established and maintained by the
Company, the work performed by the internal, statutory and secretarial auditors, the Board
is of the opinion that there is an existence of proper systems to ensure compliance with
the provisions of applicable laws and Companys internal financial controls were
adequate, efficient and effective during financial year 2022-23.
Significant and material orders passed by the Regulators
During the year under review, no significant and material orders were
passed by the Regulators or Courts or Tribunals impacting the going concern status and
Companys operations.
Directors Responsibility Statement
Pursuant to the requirement of clause (c) of sub-section (3) of Section
134 of the Companies Act, 2013, your Directors confirm that:
(a) in the preparation of the annual accounts, the applicable
accounting standards have been followed along with proper explanation relating to material
departures;
(b) the Directors have selected such accounting policies and applied
them consistently and made judgments and estimates that are reasonable and prudent so as
to give a true and fair view of the state of affairs of the Company at the end of the
financial year and of the profit and loss of the Company for that period;
(c) the Directors have 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 have prepared the annual accounts on a going concern
basis;
(e) the Directors have laid down internal financial controls to be
followed by the Company and that such internal financial controls are adequate and were
operating effectively;
(f) the Directors have devised proper systems to ensure compliance with
the provisions of all applicable laws and that such systems were adequate and operating
effectively.
Management Discussion and Analysis
Management Discussion and Analysis of the financial conditions and
result of operations of the Company for the period under review as required under
Regulation 34(2)(e) of SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015 is annexed to this Report.
Corporate Governance
A separate report on Corporate Governance is annexed to this Report.
As required by Schedule V of the Listing Regulations, the
Auditors Certificate on Corporate Governance received from our statutory auditor
forms part of this Annual Report.
Meetings of the Board and its Committees
During the year 2022-23, the Board met four times on 27th
May 2022, 9th August 2022, 10th November, 2022 and 13th
February, 2023. The gap between two meetings did not exceed 120 days. The details of the
Board meetings and various Committee meetings have been mentioned in the Report of
Corporate Governance annexed to this Report.
Committees
As on 31st March, 2023, the Board has 3 Committees namely,
Audit Committee, Nomination and Remuneration Committee and Stakeholders Relationship
Committee. During the year, all recommendations of the Committees of the Board have been
accepted by the Board.
A detailed note on the composition of the Board and its Committees,
meetings held during the year and its terms of reference is provided in the Corporate
Governance Report forming part of this Annual Report. The composition and terms of
reference of all the Committees of the Board of Directors of the Company is in line with
the provisions of the Act and the Listing Regulations.
Corporate Social Responsibility
The brief outline of the Corporate Social Responsibility (CSR) Policy
of the Company and the initiatives undertaken by the Company on CSR activities during the
year in the format prescribed in the Companies (CSR Policy) Rules, 2014 is annexed to this
Report. The Policy is available on Companys website at URL:
http://www.brightbrothers.co.in/pdf/pdf_455.pdf
Annual Return
Pursuant to Section 92(3) of the Companies Act, 2013, the Annual Return
in Form MGT-7 as on 31st March, 2023, is available on Companys website at
www.brightbrothers.co.in.
Statutory Auditors
M/s. GMJ & Co, Chartered Accountants (Firm Registration No.
103429W) were appointed as the Statutory Auditors of the Company for a period of five
years at the Annual General Meeting (AGM) of the Company held on 24th August,
2022, to hold office from the conclusion of the 75th AGM till the conclusion of
the 80th AGM to be held in the year 2027.
Report of the Statutory Auditors and Notes to Financial Statements
The Report of the Statutory Auditors alongwith notes to Schedules is
enclosed to this report. There has been no qualification, reservation, adverse remark or
disclaimer given by the Auditors in their Report. The observations made in the
Auditors Report are self-explanatory and therefore, do not call for any further
comments. There are no instances of fraud reported by the Auditors.
Cost Audit
Pursuant to Section 148 of the Companies Act, 2013 read with the
Companies (Cost Records and Audit) Rules, 2014 as amended from time to time, your Company
needs to conduct a Cost Audit for the financial year ending on 31st March,
2024.
The Board of Directors, on recommendation of the Audit Committee, has
appointed M/s. S. R. Singh & Co., Cost Accountants, Registration no. 003403 as Cost
Auditor to audit the cost accounts of the Company for the financial year 2023-24 at a
remuneration of Rs 1,50,000/- plus tax as applicable and reimbursement of out of pocket
expenses. As required under Companies Act, 2013, a resolution seeking members
approval for the remuneration payable to the Cost Auditor forms part of the Notice
convening Annual General Meeting.
The Cost Audit Report for the financial year 2022-23 does not contain
any qualification, reservation or adverse remark.
Secretarial Audit
In terms of Section 204 of the Act and Rules made there under, Ms.
Purnima Shetty, Practicing Company Secretary (Registration no. FCS-9089, COP-14933) has
been appointed as Secretarial Auditor of the Company. The report of the Secretarial
Auditor for the financial year 2022-23 is enclosed herewith. The Report is
self-explanatory and does not call for any further comments. It does not contain any
qualification, reservation or adverse remark.
Annual Secretarial Compliance Report
The Company has undertaken an audit for the Financial year 2022-23 for
all applicable compliances as per SEBI Regulations and Circulars/Guidelines issued
thereunder. The Annual Secretarial Compliance Report duly signed by Ms. Purnima Shetty,
Practicing Company Secretary has been submitted to the Stock Exchange and is annexed to
this Report.
Whistle Blower Policy
Pursuant to the requirement of the Act, the Company has approved its
Whistle Blower Policy which is also called as vigil mechanism. It is uploaded on website
of the Company.
This mechanism enables Directors and employees to report concerns about
unethical behaviour, actual or suspected fraud or violation of the Companys code of
conduct or ethics policy.
Risk Management Policy
The Company has developed and implemented the Risk Management Policy.
The Company considers ongoing risk management to be a core component of
the Management of the Company and understands that the Companys ability to identify
and address risk is central to achieving its corporate objectives.
The policy is in compliance with Listing Regulations and provisions of
the Companies Act, 2013 which requires the Company to lay down procedures about risk
assessment and risk minimization.
Declaration by Independent Directors
Mr. Kuchimanchi Viswanath, Dr. T. S. Sethurathnam, Mr. Indru Advani and
Mr. Anil Kumar Bhandari are Independent Directors on the Board of your Company. In the
opinion of the Board and as confirmed by these Directors, the Independent Directors fulfil
the conditions specified in Section 149 of the Act and the Rules made thereunder and
Regulations 16(1)(b) of Listing Regulations about their status as Independent Directors of
the Company. Further, the Independent Directors have complied with the Code for
Independent Directors prescribed in Schedule IV to the Act and also the Code of Conduct
for Directors and senior management personnel formulated by the Company. The Independent
Directors of the Company have registered themselves with the Indian Institute of Corporate
Affairs, Manesar (‘IICA) as required under Rule 6 of Companies (Appointment and
Qualification of Directors) Rules, 2014.
There has been no change in the circumstances affecting their status as
Independent Directors of the Company. During the year under review, the Independent
Directors of the Company had no pecuniary relationship or transactions with the Company,
other than sitting fees and reimbursement of expenses incurred by them for the purpose of
attending meetings of the Board/Committees of the Company.
Further, in the opinion of the Board, the Independent Directors also
possess the attributes of integrity, expertise and experience as required to be disclosed
under Rule 8(5)(iiia) of the Companies (Accounts) Rules, 2014.
Companys Policy on Appointment and Remuneration
The objective of Remuneration Policy is to attract, motivate and retain
qualified and expert individuals that the Company needs in order to achieve its strategic
and operational objectives, whilst acknowledging the societal context around remuneration
and recognizing interest of stakeholders. The Boards approved policy is available on
the website of the Company at http://www.brightbrothers.co.in/pdf/pdf_388.pdf
Formal Annual Evaluation by the Board of its own performance and that
of its Committees and individual Directors
Pursuant to the provisions of the Companies Act, 2013 and SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015, a structured questionnaire was
prepared after taking into consideration the various aspects of the Boards
functioning, composition of the Board and its Committees. The evaluation process inter
alia considers attendance of Directors at Board and Committee meetings, participation at
meetings, domain knowledge, cohesion at the Boards meetings, awareness, observance
of governance, etc. The Board carried out performance evaluation of the Board, Board
committees, Individual Directors and Chairperson.
Familiarisation programme
The Company has put in place an induction and familiarization programme
for all its Directors including the Independent Directors. The familiarization programme
for Independent Directors in terms of provisions of Regulation 46(2) of Listing
Regulations is uploaded on the website of the Company (Link:
https://brightbrothers.co.in/pdf/pdf_474.pdf). Further, the business and operations of the
Company are informed to the Independent Directors in detail during every Board Meeting of
the Company.
Transfer of Unclaimed dividend and underlying shares to Investor
Education and Protection Fund (IEPF)
In accordance with the applicable provisions of Companies Act, 2013
read with Investor Education and Protection Fund (Accounting, Audit, Transfer and Refund)
Rules, 2016 ("IEPF Rules"), all unclaimed dividends are required to be
transferred by the Company to the IEPF, after completion of seven (7) years. Further,
according to IEPF Rules, the shares on which dividend has not been claimed by the members
for seven (7) consecutive years or more shall be transferred to the demat account of the
IEPF Authority. During the financial year 2022-23, the Company had transferred Rs
2,78,154/- to IEPF as unclaimed dividend relating to financial year 2014-15. Further, the
Company has transferred 7,150 equity shares of the Company to IEPF as the members had not
claimed dividend on those shares for the consecutive period of seven years.
The details of total amount lying in Unpaid Dividend Account of the
Company and the date on which it is due for transfer is provided below:
Sr. No. |
Dividend for financial
year |
Amount (Rs in
lakhs) As on 31st March, 2023 |
Due for transfer to the
Fund after the following date |
| 1 |
2015-16 |
2.98 |
09/09/2023 |
| 2 |
2016-17 |
3.13 |
16/09/2024 |
| 3 |
2017-18 |
2.16 |
29/10/2025 |
| 4 |
2018-19 |
1.74 |
19/09/2026 |
| 5 |
2019-20 |
2.27 |
15/04/2027 |
| 6 |
2020-21 |
2.48 |
03/11/2028 |
| 7 |
2021-22 |
4.29 |
30/09/2029 |
Pursuant to the provisions of IEPF Rules, the Company has filed the
necessary forms and uploaded the aforesaid details on IEPF website (www.iepf.gov.in) and
these details are also available under "Download Investors" Section on the
Website of the Company viz. www.brightbrothers.co.in.
Equity shares in Unclaimed Suspense Account under Regulation 39 and
Schedule VI of Listing Regulations
The details of Equity shares in Unclaimed Suspense Account under
Regulation 39 and Schedule VI of Listing Regulations are as follows:
Description |
No. of records |
No. of Equity Shares of Rs
10/- each |
No. of shareholders and
outstanding shares at the beginning of the year |
3 |
200 |
No. of shareholders
request received for transfer of shares during the year |
NIL |
— |
No. of shareholders to whom
shares transferred during the year |
NIL |
— |
| No. of members and shares transferred to IEPF
Account |
NIL |
— |
No. of members and outstanding
shares at the end of the year |
3 |
200 |
The voting rights on the above shares shall remain frozen till the
rightful owner of such shares claims the shares.
Compliance with Secretarial Standards issued by the Institute of
Company Secretaries of India
The Company has complied with the Secretarial Standards issued by the
Institute of Company Secretaries of India on Meetings of the Board of Directors, General
Meetings and Dividend.
Particulars of Employees
Disclosure pertaining to remuneration and other details as required
under Section 197(12) of the Companies Act, 2013 read with Rule 5(1) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014 is annexed to this
Report. None of the employees of the Company is falling under the criteria as set out in
Rule 5(2) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014
regarding remuneration.
Human Resources
Your Company treats its "human resources" as one of its most
important assets.
Your Company is focused on the promotion of talent internally through
job rotation and job enlargement.
Prevention, Prohibition and Redressal of Sexual Harassment at Workplace
The Company has formulated a policy on Sexual Harassment of Women at
Workplace (Prevention, Prohibition and Redressal) Act, 2013. It has also formulated
Internal Complaints Committee under the Act. During the year under review, no complaints
were filed under the said Act.
Conservation of Energy, Technology Absorption, Foreign Exchange
Earnings and Outgo
The details as required under Section 134 of the Companies Act, 2013
read with the Companies (Accounts) Rules, 2014 are provided below.
A. Conservation of Energy:
The steps taken by the Company for utilising alternate source of
energy:
Continuous monitoring and awareness amongst employees has helped to
avoid wastage of energy. Various investments in reducing the consumption of energy has
helped the Company to reduce the overall power consumption. Continuous study and analysis
for energy conservation, installation of energy efficient equipments has resulted into
lower units of power consumption per kg production of finished products. Energy
Conservation measures taken:
• Installation of Variable Frequency Drives (VFD) to reduce the
power consumption of old machines and replacing the inefficient equipments with latest
energy efficient technology and upgradation of equipments.
• Monitoring the energy parameters such as maximum demand, power
factor, load factor, TOD tariff utilisation on regular basis.
• Installation of servo drives in injection moulding machines to
reduce power consumption and energy efficient pump for cooling tower.
• Replacement of higher HP motor with energy efficient HP motor
and replacement of CFL with LED lights.
• Replacement of old water pump to advanced technology pump with
variable frequency speed drive.
• Increasing the awareness of energy saving within the
organisation to avoid wastage of energy.
• Installation of solar panels.
B. Technology Absorption, Adaptation and Innovation:
• Improving the output/ input ratio to gain maximum finished
products from per kg raw material.
• Modify the mould and dies to improve the cycle time to get
higher production from the same machine.
• To modify the process parameters to improve the quality.
• No significant expenditure on Research and Development.
• Installation of robots to increase the output and reduce
manpower.
Benefits derived from the above:
• Increased output and labour saving.
• Knowledge and skills sharing across Company and taking
initiatives for benchmarking the best practices.
• Fast and efficient production.
C. Foreign Exchange Earnings and Outgo:
Foreign Exchange Earnings: Rs Nil Foreign Exchange Outgo: Rs 250.87
lakhs
Proceeding under the Insolvency and Bankruptcy Code 2016
("IBC")
There is no application filed against the Company during the year under
Insolvency and Bankruptcy Code, 2016 (IBC).
Acknowledgement
Your Directors place on record their appreciation for employees at all
levels who have contributed to the growth and performance of your Company. Your Directors
also thank the clients, vendors, bankers, members and advisors of the Company for their
continued support. Your Directors also thank the Central and State Government and other
statutory authorities for their continued support.
For and on behalf of the Board, BRIGHT BROTHERS LIMITED
|
Suresh Bhojwani |
|
Chairman & Managing Director |
|
DIN: 00032966 |
Place : Mumbai |
|
Date : 24th May, 2023 |
|
+91-9892691696
