Dear shareholders,
Your Directors present the 33rd Annual Report together with
the audited accounts of your company for the year ended 31st March 2023.
1. FINANCIAL RESULTS
During the year under review, the company achieved an aggregate income
of Rs. 3276.82 Lakhs. The highlights of the Standlone financial results are as
under:
|
Amount in (Rupees in 000) |
|
Current Year |
Previous Year |
|
2022-2023 |
2021-2022 |
| Revenue from Operation |
3,23,686.41 |
4,05,825.10 |
| Other Income |
3,995.93 |
40,190.33 |
| Gross Total Income |
3,27,682.34 |
4,46,015.43 |
| Profit before Interest, Depreciation & Tax |
41,778.95 |
86,922.19 |
| Interest |
14,567.53 |
16,151.75 |
| Depreciation |
16,533.38 |
20,424.22 |
| Profit before Exceptional Items & Extraordinary items
and Tax |
10,678.04 |
50,346.22 |
| Exceptional Items |
- |
36,263.66 |
| Profit before Tax and after Exceptional Items &
Extraordinary Items |
10,678.04 |
14,082.56 |
| Deferred Tax |
(511.68) |
5,096.31 |
| Profit after Tax |
11,189.72 |
8,986.25 |
| Other Comprehensive Income, net of tax |
208.65 |
(12.23) |
| Total Comprehensive Income |
11,398.37 |
8,974.02 |
| Balance in P&L A/c brought Forward |
99,790.66 |
90,794.41 |
| Balance Available for Appropriation |
1,08,185.36 |
99780.66 |
| Proposed Dividend |
0.00 |
0.00 |
| Tax on Proposed Dividend |
0.00 |
0.00 |
| Transfer to General Reserve |
0.00 |
0.00 |
| Balance carried to Balance Sheet |
1,08,185.36 |
99780.66 |
Consolidated Financial Statement :-
As required under SEBI (Listing Obligations & Disclosure
Requirements) Regulations, 2015 (SEBI Listing Regulations) and in accordance with the
Indian Accounting Standard (Ind-AS) 110, Consolidated Financial Statements (CFS) of the
Company form part of the Annual Report and are reflected in the consolidated financial
statements of the Company. These statements have been prepared on the basis of audited
financial statements received from the subsidiary as approved by their respective Boards.
1. OVERVIEW AND REVIEW OF OPERATION
A review on division wise performance of the company is furnished
below: -
Tyre Division
The total income of the Tyre division for the year 2022-23 amounted to
Rs.705.68 lakhs compared to Rs. 665.54 lakhs in the previous year. The loss before tax
amounted to Rs. (165.04) lakhs as compared to loss of Rs. (94.75) lakhs previous year.
Russias invasion of Ukraine has created "immense human
suffering", but it is also damaging global trade, which will likely impact low-income
countries the most. Sharply rising commodity prices have been the most immediate economic
impact of the Ukraine conflict, the WTO says. The war also threatens supplies of essential
goods from Russia and Ukraine, including food, energy and fertilizers.
Also, due to continued adverse shipping conditions both in terms of
lead time & costs exports & imports became expensive which leads to higher input
costs and uncompetitive exports. Raw materials prices have grown more than 70% from
pre-covid levels which we could not pass entirely to our customers which has affected our
bottom line. We are very hopeful that this situation will improve in current financial
year.
Sadhurhat division
The unit is engaged in manufacturing MCP Tubeless Tires & Rehab
Care Products for domestic market. The unit reported an income for the year 2022-23
amounted to Rs. 1,117.73 lakhs as compared to the previous year Rs. 1,175.49 Lakhs and the
unit reported the Profit before tax for the year 2022-23 of Rs. 177.06 lakhs compared with
previous year of Rs. 133.97 lakhs.
This unit has further increased its profit margin from last year. Also,
we have decreased our topline impressively. We further believe that we can grow higher
than industry average. We are very confident for coming years as there are certain bicycle
companies & other mobility companies which are showing interest in our product as we
can offer our unique product with no competitors in India. We hope to see very positive
outcome in coming years.
Wheel division
The total income of this unit for the year 2022-23 amounted to Rs.
796.07 lakhs compared to Rs. 560.60 lakhs in the previous year. The unit reported the
profit before tax for the year 2022-23 amounted to Rs. 147.90 lakhs compared to Loss of
Rs. (76.80) lakhs in the previous year.
Due to major fire in Tyre Division during previous Financial Year
2021-22 our production has shifted in this unit which took us some to enhance our capacity
but due to stagnant export demand profitability is not up to mark. With export as well as
demand for other units will pick up we believe to use its capacity at higher level. This
is a captive unit which is linked with the sales of other units.
Plastic division
The total income of this unit for the year 2022-23 amounted to Rs.
235.76 lakhs compared to Rs. 317.66 lakhs. The unit reported the profit before tax for the
year 2022-23 amounted to Rs. (34.74) lakhs compared to the profit of Rs. 42.90 lakhs.
The unit has maintained the status quo in its performance. It can do
much better and we are de bottle necking some process which will help in output with
better costs. We believe that it can be used at full capacity from current financial year
onwards with better realizations.
Footwear division
The total income of the footwear division for the year 2022-23 amounted
to Rs. 32.23 lakhs compared to Rs. 100.89 lakhs in the previous year. The unit reported
loss before tax of Rs. (137.29) lakhs during the year compared to loss of Rs. (245.07)
lakhs in the previous year.
Due to COVID-19, Russia-Ukrain War and extreme slowdown in Indian
footwear industry has suffered badly and it has resulted in losses. Also increase in GST
rates demand has affected. We are trying to change the business mix in this unit as and
trying to add other polyurethane products to increase our product portfolio.
Engineering division
The total income of this unit for the year 2022-23 amounted to Rs.
1110.34 lakhs compared to Rs. 1647.40 lakhs in the previous year.
The unit posted the loss before tax for the year 2022-23 amounted to
Rs. (27.90) lakhs compared to loss of Rs. (54.07) lakhs.
Despite many challenges we had very good growth in topline from last
year. We have increased our topline impressively but losses were flat due to further
increase in raw material prices abruptly and we could not pass on the increased prices to
customers due to cheaper imports and reluctance of customers to buy in high prices. We are
very hopeful to deliver growth of 15% CAGR for next 3 years. As per current government
policies, they are pushing hard in this segment with focus on "Divyang" for
sustained living.
The Indian Rehab Care Equipment Market has accepted the Brand
"iCare" which was very encouraging for our company but we need to push on sale
further to strengthen our brand value.
Company has always taken a long-term view of this business and the
company is also in process to come with more similar products for the disabled persons in
the coming year. And the company is also expecting very high demand due to weaker rupee
and stronger USD & Chinese Yuan due to which we will be very competitive not only in
India but all around the world.
2. DIVIDEND
In order to strengthen the financial position of the company the Board
of Directors have decided not to recommend any dividend for the Financial Year ended 31st
March, 2023 and plough back the profits of the company in its business.
3. SUBSIDIARIES, JOINT VENTURES OR ASSOCIATES
Company had incorporated a Wholly Owned Subsidiary in the name and
style of, Krypton Europe S.R.O., a limited liability Company in the Nadraznl 48,514,01,
Jilemnice, Czech Republic on 06th November, 2019. The purpose of setting up this entity is
to establish a marketing and trading outfit to explore European markets for Rehab Care
products.
In accordance with Section 129(3) of the Companies Act, 2013, the
consolidated financial statements of the company have been prepared, which forms part of
this Annual Report. Further, the report on the performance and financial position of the
subsidiary in the prescribed form AOC-1 is annexed as Annexure III to this report.
4. MANAGEMENT DISCUSSION AND ANALYSIS REPORT
Management Discussion and Analysis Report as required Listing agreement
with Stock Exchange: -
A. Industry Structure & Developments: -
Krypton Industries Limited (KIL) had tremendous year and increased its
topline as well as bottom line at same time. Despite higher input costs and very difficult
market conditions due to our efforts in reductions of costs and increased efficiency we
overcome this difficult time effectively.
Companys primary focus is expansion in Indian Markets as well as
Exports for all its product line which includes MCP tubeless tires and hospital/disabled
support equipment business. Company is also focusing on high end products like hospital
beds/ power wheelchairs for disabled persons and to increase its product portfolio. Also,
company is aggressively betting for government tenders for Wheelchairs & other support
equipment.
We are currently focusing of Rehab care business which has tremendous
growth outlook as this industry is in very nascent stage in India. Also, our government
are pushing very hard to improve the health care infrastructure in India which we can
contribute in very positive way.
B. Outlook and opportunities
Your Company has identified the following opportunities and future
building business areas:
The companys major focus is on MCP tubeless tires in bicycle industry
and rehab care business which has very promising in future. Primarily, the PU tire for
Bicycle, rehab care products and tyres for industrial application will be our main focus
this year and years to come for the domestic as well as international market.
With Rehab care / disabled support equipment business, the company is
now considered as one of major domestic brand in India with brand name "ICARE"
for rehab care products & we have also launched affordable new model of wheelchair in
the Brand Name "UDAAN" which was accepted in highly competitive market, with our
current product portfolio & brand recognition in market the future looks very
promising. With government focus on "Divyang" section of society, huge demand
from both government sector as well as from market will come in future. We have been also
accredited with certain quality certification which will help company to participate
tenders from Defense, NGOs, Hospitals & other government organizations. Company is
also continuously making efforts to increase its product portfolio to stay competitive
from imports and other emerging players in the segments.
C. Outlook on threats, risk and concern
1. Business Risks:
Companys major product portfolio is MCP tubeless Tires & castor
wheels for industrial applications. It faces major competition from rubber tires which is
cheaper than our products in same industry. Also, rubber prices are much stable than
polyurethane. Also, our bicycle tyre is new entrant in our portfolio which is still in
growing stage and has a huge potential but at the same time its a completely new product
for the market and acceptance will take some time to establish. Our positive side is that
life & quality of our product is much more superior than rubber tyres.
In rehab care / Hospital furniture business our company is facing
biggest competition from cheap & low-quality Chinese products. Also, further increase
in prices in steel & other raw material items will hurt our bottom line in future.
Also passing on additional cost is very difficult in this industry. But we are seeing the
peak of this commodity cycle and hopefully it will cool down in near future.
Company is normally import Raw Materials and export finished goods
during its course of business which exposes it to exchange fluctuation risks and
international crude & petrochemicals prices affects the raw material prices.
Also due to higher inflation interest cost are getting higher rapidly
which will another dent in our business.
2. Financial Risks:
Majority of raw material are imported, so any major fluctuation in US$
can affect the performance of the company. Company is trying to leverage this risk by
sourcing more from local vendors. Although foreign exchange risks somewhat balanced by
exports and company is regularly covering such risk.
The interest cost started rising again and RBI started increasing
interest rates. Company is exploring the other means to reduce interest cost.
3. Legal & Statutory Risks
Company is complying regularly with all the regulatory requirements
with respect to manufacturing, taxations, statutory requirements, company law, SEBI etc.,
with new laws coming in, this exercise will need more inputs which company is working
towards.
4. Political Risks
Any major change in local, national or international can affect the
business but as, at the moment, company does not have any business with government
entities, the risk is minimal. Although company is trying to secure government business at
the moment, this can impact positively as well as negatively in a small percentage of
growth of the company.
D. Internal Control System and their adequacy:
Your Company believes that Internal Control is a required principle of
governance that freedom of management should be exercised within a framework of
appropriate checks and balances. Your Company remains committed to ensuring an effective
internal control environment that provides assurance on the efficiency of operations and
security of assets.
The company has an Audit Committee, the details of which have been
provided in the Corporate Governance Report. Internal auditor performs their duty and
audit committee reviews internal auditor reports and other reports and provides
suggestions for improvement /takes corrective actions. The committee also meets the
Companys Statutory Auditors to ascertain, interalia, their views on the Adequacy of
Internal Control Systems in the company and keeps Board of Directors informed from time to
time.
E. Financial Performance
Over all financial Performance of the company is satisfactory in
current market scenario, we are cautiously improving in costing point of view which will
further add to our margins. Our company will surely improve out topline and bottom line
this year and in the years to come.
F. Human Resource Developments:
During the fiscal 2022-23 company has more than 133 persons on its
payroll. Apart from this company has generated indirect employment to more than 500
persons in nearby locations. Company is working to restructure the total organization to
help its growth with further recruitment in the top and middle management level at
different positions.
5. SHARE CAPITAL
The paid-up equity share capital as at March 31, 2023 is Rs.14.69
Crores, divided into 1,46,97,130 equity shares of face value Rs. 10 each. During the year
under review, the Company has not issued any equity shares with differential rights or
sweat equity shares or under any employee stock option.
6. DEPOSITS
During the year under review, the Company has neither invited nor
accepted any fixed deposits from the public within the meaning of section 73 of the
Companies Act, 2013 and the rules made there under.
7. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS
The particulars of the loans given, Investments made, Guarantees or
Securities provided during the year have been disclosed under the Note no. 5,6,14&43
to the financial statement.
8. PARTICULARS OF THE CONTRACTS OR ARRANGEMENTS WITH THE RELATED
PARTIES
All transactions/ contracts/arrangements entered with the Related
Parties during the financial year were in the Ordinary course of business and on arms
length basis and without any conflict of interest. Moreover, the company has not entered
into any transaction of material nature with the promoters, directors, management,
subsidiaries or any significant related party during the financial year that may have
potential conflict with the interests of the company at large.
Since all the related party transactions entered into by the Company
were in the ordinary course of the Business and on an arms length basis. Thus, no
transaction is being reported in Form AOC-2.
The details of the transactions/ contracts /arrangements held with the
related parties have been disclosed in the Notes to the financial statements. A framed
Policy on Related Party Transactions duly adopted by the Board is available on the
Companys website www.kryptongroup.com.
9. MATERIAL CHANGES AND COMMITMENTS
There have been no material changes and commitments affecting the
financial position of the Company between the end of the financial year and date of this
report.
10. KEY FINANCIAL RATIOS
There were significant changes in certain key financial ratios of the
Company that have changed more than 25% over previous year. Kindly refer Note 56 of the
attached standalone financial report of the Company.
11. AUDITORS
Statutory Auditors & their Report
M/s P. K. Luharuka & Co., Chartered Accountants (Firm Registration
no. 322020E), was appointed as Statutory Auditors of the Company at the Annual General
Meeting on September 22, 2017 for a term of 5 years to hold office till the conclusion of
the 32th Annual General Meeting. The Company has received consent of the Auditors for
continuation of office for the current year.
The Board of Directors, on the recommendation of the Audit Committee,
have recommended the members for re-appointment of M/s P. K. Luharuka & Co., Chartered
Accountants (Firm Registration no. 322020E) as the statutory auditors for the second term
of three consecutive years from the conclusion of the 32nd annual general meeting until
the conclusion of the 35th annual general meeting.
The observations made by the Statutory Auditors in their report for the
financial year ended 31st March 2023 read with the explanatory notes therein are
self-explanatory and therefore, do not call for any further explanation or comments from
the Board under Section 134(3) of the Companies Act, 2013. The Auditors Report does not
contain any qualification, reservation or adverse remark.
Secretarial Audit Report
Pursuant to section 204 of the Companies Act, 2013, the Board has
appointed Sanjay Kumar Vyas, Practicing Company Secretary to undertake the audit of
Secretarial and other related records of the company. The Secretarial Audit Report issued
by Sanjay Kumar Vyas in Form MR-3 for the financial year ended 31st March, 2023, is also
annexed herewith in Annexure-V. Your directors wish to clarify the observations made by
the Auditors regarding the cases being shown as pending in the Bank shall Courts which
were actually being resolved during the past years itself and for which a letter is being
sent to the Registrar for removal of such cases from the pending list.
Your directors also clarify that the listing fees of the Calcutta Stock
Exchange for the financial year is not being paid as the said stock exchanges is suspended
from long and expected that the exchange will get de-recognised soon.
Cost Audit & Records
Pursuant to Section 148 of the Companies Act, 2013 read with the
Companies (Cost Records and Audit) Amendment Rules, 2014 the Company is only required to
maintain its cost records in respect of the products being manufactured by the company.
The Cost records are duly maintained by the company as required.
12. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGES
EARNINGS AND OUT GO:
The information as required under clause (m) sub section (3) of section
134 of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rule, 2014 is
annexed herewith in Annexure- I.
13. EXTRACT OF ANNUAL RETURN
The extract of Annual Return in Form MGT-7 forming part of the
Directors Report is available at the companys website www.kryptongroup.com.
14. DETAILS OF SIGNIFICANT & MATERIAL ORDERS PASSED BY THE
REGULATORS OR COURTS OR TRIBUNAL IMPACTING GOING CONCERN STATUS AND COMPANYS OPERATIONS
IN FUTURE
There were no significant & material orders passed by the
regulators or courts or tribunal which would impact the going concern status and future
operations of the company.
15. LISTING AT STOCK EXCHANGES
The equity shares of the company are listed on the stock exchanges at
CSE and BSE. The annual Listing fees for BSE have been paid for the financial year
2022-23.
16. CORPORATE GOVERNANCE
A separate section on corporate governance together with a certificate
from the Auditors of the company regarding full compliance with the provisions of SEBI
(Listing Obligations and Disclosure Requirement) Regulations, 2015 with the stock
exchanges forms a part of the Report under Annexure- IV.
17. MEETINGS
During the year under review, seven Board Meetings and four Audit
Committee Meetings were convened and held, the dates and attendance in by each Directors
are given in the Corporate Governance Report. The maximum time gaps between the Meetings
were within the period as prescribed under the Companies Act, 2013 and SEBI (Listing
Obligations and Disclosure Requirement) Regulations, 2015.
The details of constitution of the Board and its Committee are given in
the Corporate Governance Report.
18. SECRETARIAL STANDARDS
The Company has complied with Secretarial standards issued by the
Institute of Company Secretaries of India.
19. DIRECTORS AND KEY MANAGERIAL PERSONNEL
Mr. Tilok Chand Bachhawat (DIN: 00580356), Non-Executive Director who
is liable to retire by rotation as director in accordance with the Companies Act, 2013 and
being eligible, offer himself for re-appointment.
Mr. Vinay Sipani CFO of the Company has resigned w-e-f 24.03.2023 &
Mr. Nitin Goel has been appointed as a CFO w-e-f 29.05.2023.
None of the Directors of the company are disqualified for being
appointed as Directors as specified under section 164 of the Companies Act, 2013 and the
rules made thereunder.
DECLARATION BY INDEPENDENT DIRECTOR:
The Company has duly received the declaration from all the Independent
Directors as laid under section 149(6) of the Companies Act, 2013 and SEBI (Listing
Obligations and Disclosure Requirement) Regulations, 2015. The declaration was placed and
noted by the Board at its meeting held on 29th May, 2023. There has been no change in the
circumstances affecting their status as independent directors of the Company. Furthermore,
they have affirmed compliance with the code of conduct for independent directors as
prescribed in Schedule IV of the Act.
20. REMUNERATION POLICY
The Board, on recommendation of the Nomination & Remuneration
Committee has framed a policy for selection and appointment of Directors, Senior
Management and their remuneration which includes criteria for performance evaluation of
non-executive and executive directors. A detailed Policy is also available on the website
of the Company, www.kryptongroup.com.
21. RISK MANAGEMENT POLICY
In accordance with the SEBI (Listing Obligations and Disclosure
Requirement) Regulations, 2015, the Board of Directors of the Company is responsible for
framing, implementing and monitoring the Risk management plans of the Company. The Company
has also framed a Risk Management Policy defining the roles and responsibilities of the
Committee and the same has been approved by the Board of Directors of the Company.
The Risk Management Policy is available on the website of the company,
www.kryptongroup.com.
22. VIGIL MECHANISM/WHISTLE BLOWER POLICY
In accordance with the provision of the Companies Act, 2013 read with
the Rules made therein and SEBI (Listing Obligations and Disclosure Requirement)
Regulations, 2015, every listed company shall establish a Vigil Mechanism for the
directors and employees to report their genuine concerns and grievances. A framed Vigil
Mechanism is available on the companys website, www.kryptongroup.com.
The Audit Committee is entrusted with the responsibility to oversee the
Vigil Mechanism.
23. BOARD EVALUATION
Pursuant to the provisions of the Companies Act, 2013 and Securities
and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations,
2015, the performance evaluation of the Board as a whole, Chairman and the Non-Independent
Directors was carried out by the Independent Directors. This exercise was carried out in
accordance with the Remuneration Policy framed by the Company within the framework of
applicable laws.
The Board carried out an annual evaluation of its own performance, as
well as the evaluation of the working of its committees and individual Directors,
including Chairman of the Board. The performance evaluation of all the Directors was
carried out by the Nomination and Remuneration Committee. While evaluating the performance
and effectiveness of the Board, various aspects of the Boards functioning such as
adequacy of the composition and quality of the Board, time devoted by the Board to
Companys long-term strategic issues, quality and transparency of Board discussions,
execution and performance of specific duties, obligations and governance were taken into
consideration.
24. DIRECTORS RESPONSIBILITY STATEMENT
As required under Section 134(3) (c) of the Companies Act, 2013, your
Directors hereby states:
• That in the preparation of the Annual Accounts, the applicable
Accounting Standards have been followed with proper explanation relating to material
departures if any;
• That the directors have selected such accounting policies and
applied them consistently and made judgments and estimates that are responsible and
prudent so as to give true and fair view of the state of affairs of the company at the end
of the financial year and of the profit of your company for that period.
• That the directors have 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 your company and for preventing and
detecting fraud and other irregularities.; and
• That the directors have prepared the annual accounts on a going
concern basis and
• That proper internal financial controls were in place and that
the financial controls were adequate and were operating effectively, and
• That the systems to ensure compliance with the provisions of all
applicable laws were in place and were adequate and operating effectively.
25. PARTICULARS OF EMPLOYEES
The disclosure required under section 197 of the Companies Act, 2013
read with the Rule 5 of the Companies (Appointment & Remuneration of Managerial
Personnel) Rules, 2014 is annexed herewith in Annexure- II.
Your directors state that during the year under review, there were no
cases filed pursuant to the sexual harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013.
26. ISO 9001-2015, IS 7454
Your company operates in ISO 9000 quality assurance system as per the
ISO 9001-2015 standards. The Audit was duly carried out during the year 2022-23. The new
standards are mainly customer oriented and they will help our Company to get much better
controls to improve with best customer satisfaction standards.
The company has been granted the license by Bureau of Indian Standards
(BIS) to use Standard Mark i.e. IS 7454 in respect of Rehabilitation equipment-
Wheelchairs Folding and Adult size according to which we will manufacture highest quality
of wheelchairs as per the specification.
27. APPRECIATION
Your directors take this opportunity to record their appreciation for
the continued and sustained support and co-operation extended to the Company by the
Government of India, State Governments, Financial Institutions and Banks, Dealers and
Customers, Suppliers, Transporters, Employees, Shareholders and all other Stakeholders.
Cautionary Note:
Certain statements made in the Directors Report and "Management
Discussion & Analysis Report" which seek to describe the companys objectives,
projections, estimates, expectation or predictions etc may constitute "forward
looking statements" within the meaning of applicable laws and regulations. Actual
result may differ from such expectations, projections, etc., whether express or implied.
Several factors could make significant difference to the Companys operations. These
include climatic conditions and economic conditions affecting demand and supply,
government regulations and taxation, natural calamities, etc. which the company doesnt
have any direct control.
| Registered Office: Falta Special Economic Zone |
By Order of the Board |
|
| Sector-1, Plot-31&32, Falta |
For Krypton Industries Limited |
|
| 24-Parganas (S), Pin-743504 |
|
|
| West Bengal |
|
|
| CIN : L25199WB1990PLC048791 |
|
|
| Date: 29.05.2023 |
Sd/- |
Sd/- |
|
Jay Singh Bardia |
Pradeep Kr. Singh |
|
Managing Director (DIN : 00467932) |
Director (DIN : 00386800) |
+91-9892691696
