To The Members of Modern Denim Limited,
Your Directors are pleased to present the 45th Annual Report
on the business and operations of the Company together with the Audited Financial
Statements for the year ended 31st March, 2023.
FINANCIAL PERFORMANCE
(Rs in Crores)
| Particulars |
Year ended 31.03.2023 |
Year ended 31.03.2022 |
| Revenue from Operations |
39.84 |
26.35 |
| Other income |
0.34 |
2.31 |
| Total revenue |
40.18 |
28.66 |
| Profit before finance cost and depreciation |
0.35 |
(1.10) |
| Finance cost |
- |
- |
| Depreciation |
0.93 |
1.06 |
| Profit before exceptional items and tax |
(0.58) |
(2.16) |
| Exceptional Items |
- |
(4.10) |
| Profit/(Loss) before tax |
(0.58) |
(6.26) |
| Tax expense |
- |
- |
| Profit/(Loss) after tax |
(0.58) |
(6.26) |
| Other comprehensive income (Net of tax) |
0.03 |
0.06 |
| Total comprehensive income |
(0.55) |
(6.20) |
| Retained earnings at the beginning |
(173.07 |
(166.93) |
| of the year |
|
|
| Retained earnings at the end of the year |
(173.62) |
(173.07) |
OPERATIONS
During the Financial Year ended on 31st March, 2023, your company
achieved a turnover of Rs 39.84 Crores as against Rs 26.35 Crores in the previous year. In
spite of difficult business conditions prevailing in the domestic textile market, your
Company could reduce losses as compared to last year by way of various measures to reduce
cost and improve utilization of available resources, etc. In view of accumulated losses,
your Directors are unable to declare any dividend for the year under review.
There are no material changes or commitments affecting the financial
position of the Company that have occurred between the end of the financial year and the
date of this Report.
EXPORTS
The exports of the Company during the year under review were Rs 2.66
crores as compared to previous year of Rs 3.60 crores despite continued recessionary
business ambiance in the global market. However, the Company is continuing its efforts to
enhance presence of its products in overseas markets.
ANALYSIS AND REVIEW
Your Company is engaged in the business of denim fabric manufacturing.
The Company manufactures various types of denim fabrics including basic denim, stretch
denim, ring, multi/mixed count denim, cross hatch, face & back denim & blended
denim fabric. The Company?s plant at Ahmedabad has a composite denim mill with an
installed production capacity of 40 MMPA. Our experienced marketing and designing teams
ensure that our products meet the latest trends in the denim market.
In the recent past, denim markets across the world have witnessed a
remarkable upswing in demand, primarily from the new generation. Further, people in rural
areas of India are increasingly adopting denim as daily wear. The growing apparel market,
increasing adoption of denim, and rising disposable incomes of the Indian population are
expected to present humongous business opportunities to our Company.
Industry Overview
Our business is gaining momentum in the domestic market and expects the
growth to continue in the coming years, on account of changing dynamics of the Indian
consumer base. We expect our Company to benefit substantially from the favourable drivers
for the Indian denim industry as an increasing number of global denim manufacturers are
looking at India as an emerging denim export region owing to its quality standards,
cost-effectiveness, and a large pool of skilled workforce.
Outlook, Opportunities, Threats, Risks and concerns
The demand for denim has been continuously rising in India and is
expected to grow manifold in the coming years. India is being positioned as one of the
leading manufacturers and exporters of denim, owing to its quality standards,
cost-effectiveness, and a large pool of skilled workforce. Moreover, higher disposable
income, the westernization of clothing culture, and the growing popularity of denim jeans
as business casual wear are expected to drive future growth of the Denim Industry.
SCHEME OF ARRANGEMENT FOR THE MERGER OF THE COMPANY INTO MODERN
INSULATORS LIMITED The Board of Directors of your Company had approved the merger/
amalgamation of the Company with Modern Insulators Limited under the ambit of the Board
for Industrial & Financial Reconstruction (BIFR). Since, SICA stood repealed and BIFR
stood dissolved in terms of the Sick Industrial Companies (Special Provisions) Repeal Act,
2003 the Board of Directors has approved the scheme of compromise, arrangement, and
amalgamation of Modern Denim Limited with the Company under the provisions of section
230-232 of the Companies Act, 2013.
The Scheme has been approved by the shareholders and creditors of the
Company at their respective meetings held on 23rd July 2022. Thereafter Company
has filed the Second Motion Petition for approval of the Scheme of arrangement for the
merger of the company into Modern Insulators Limited with the Hon?ble NCLT, Jaipur
Bench.
The Hon?ble NCLT, vide its order dated July 31, 2023, has given
necessary directions to all concerned to submit their observation/objection, if any on or
before the next hearing date i.e. 18th September, 2023 fixed for the consideration of the
scheme of arrangement for the merger of the company into Modern Insulators Limited under
sections 230 to 232 of the Companies Act, 2013.
The consolidation of two companies will facilitate savings in
administrative costs and also be beneficial in terms of saving on Income Tax under the
provisions of the Income Tax Act, 1961.
SHARE CAPITAL
The Authorized Share Capital of the Company stood at Rs 60.00 crore.
During the year under review, the Company has not altered/modified the authorized share
capital of the Company. The paid-up Equity Share Capital as at March 31, 2023 stood at Rs
37.50 crore.
FINANCE AND ACCOUNTS
As mandated by the Ministry of Corporate Affairs, the financial
statements for the year ended on March 31, 2023, have been prepared in accordance with the
Indian Accounting Standards (Ind AS) notified under Section 133 of the Companies Act, 2013
(hereinafter referred to as "The Act") read with the Companies (Accounts) Rules,
2014 as amended from time to time. The estimates and judgments relating to the Financial
Statements are made on a prudent basis, so as to reflect in a true and fair manner, the
form and substance of transactions and reasonably present the Company?s state of
affairs, profits, and cash flows for the year ended March 31, 2023. The
Notes to the Financial Statements form an integral part of this Report.
Accounting policies have been consistently applied except where a newly issued accounting
standard, if initially adopted or a revision to an existing accounting standard requires a
change in the accounting policy hitherto in use. Management evaluates all recently issued
or revised accounting standards on an ongoing basis. The Company discloses financial
results on a quarterly basis which are subjected to limited review.
DEPOSITS
The Company has an unpaid amount of Fixed Deposits & Interest
thereon outstanding as on 31st March, 2023, the details of which have been
given in the Note No. 16 & 18 annexed with the financial statements. However, payments
on compassionate grounds continue to be made as per the decision of the committee formed
by the National Company Law Tribunal for this purpose.
The Company has not accepted any deposits during the year under review
within the meaning of Section 73 of the Companies Act, 2013, and the Companies (Acceptance
of Deposits) Rules, 2014.
SUBSIDIARY, ASSOCIATES AND JOINT VENTURE COMPANIES The Company does not
have any Subsidiaries, Joint Ventures & Associate Companies during the year.
CORPORATE GOVERNANCE
Pursuant to Regulation 34(3) of the Securities and Exchange Board of
India (Listing Obligations and Disclosure Requirements), Regulations, 2015, (SEBI (LODR)
Regulations, 2015) a report on Corporate Governance along with a Certificate from the
Company Secretary in Practice towards compliance of the provisions of Corporate
Governance, forms an integral part of this Annual Report and are given in Annexure - A.
The Executive Director and the Chief Financial Officer have certified
to the Board with regard to financial statements and other matters as required under
Regulation 17(8) read with Schedule II to the SEBI (LODR) Regulations, 2015.
PARTICULAR OF LOANS, GUARANTEES AND INVESTMENT BY THE COMPANY
Pursuant to the provisions of Section 186 of the Companies Act, 2013
and schedule V of SEBI (LODR) Regulations, 2015, disclosures on particulars relating to
loans, advances, and investments are provided as part of the financial statements. There
are no guarantees issued or securities provided by your Company in terms of Section 186 of
the Act, read with the rules issued thereunder.
ANNUAL RETURN
Pursuant to Section 134(3) (a) of the Act, the draft annual return as
on March 31, 2023, prepared in accordance with Section 92(3) of the Act is made available
on the website of the Company and can be assessed using the link
http://www.moderndenim.com/investors/fininformation.html. DIRECTORS
In accordance with the provisions of Section 152 of the Act and the
Company?s Articles of Association, Shri Suvrat Sachin Ranka, Whole-Time Director,
retires by rotation at the forthcoming Annual General Meeting ("AGM") and being
eligible, offers himself for re-appointment. The Board recommends his re-appointment for
the consideration of the Members of the Company at the forthcoming AGM on the terms and
conditions mentioned in the Notice convening the AGM. A brief profile of Shri Suvrat
Sachin Ranka has also been provided therein.
During the year under review, the directors of the Company were Shri
Sachin Ranka, Chairman & Managing Director, Shri Suvrat Ranka, Whole-time Director,
Shri S.K. Sharma, Shri Rahul Singhvi and Smt. Meenu Sacheti,
Independent Directors and Shri K.M. Ladha, Non-Executive Director.
During the year none of the directors has resigned.
KEY MANAGERIAL PERSONNEL
In terms of the provisions of Sections 2(51) and 203 of the Act, read
with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014,
Shri Sachin Ranka, Chairman & Managing Director, Shri Suvrat Ranka, Whole Time
Director, Shri C.S. Jain, Chief Financial Officer and are the Key Managerial Personnel
(KMP) of the Company. During the year Ms. Komal Sulaniya resigned from the post of Company
Secretary & Compliance Officer of the Company. The appointment and remuneration of
Directors and KMPs are as per policy of the Company. Ms. Harshita Hetawal has been
appointed as Company Secretary & Compliance officer of the Company w.e.f 01.08.2023
DECLARATION OF INDEPENDENCE
All Independent Directors of the Company have given declarations that
they meet the criteria of independence as laid down under Section 149(6) of the Act and
Regulation 16(1) (b) of the Listing Regulations. In the opinion of the Board, the
Independent Directors, fulfil the conditions of independence specified in Section 149(6)
of the Act and Regulation 16(1) (b) of the Listing Regulations. The Independent Directors
have also confirmed that they have complied with the Company?s Code of Business
Conduct & Ethics.
The Ministry of Corporate Affairs (‘MCA?) vide Notification
No. GS.R. 804(E) dated October 22, 2019 and effective from December 01, 2019 has
introduced the provision relating to inclusion of names of Independent Directors in the
Data Bank maintained by Indian Institute of Corporate Affairs (‘IICA?). All
Independent Directors of your Company are registered with IICA.
In the opinion of the Board, the independent directors possess the
requisite integrity, experience, expertise, proficiency and qualifications.
ANNUAL EVALUATION OF THE BOARD, ITS COMMITTEES AND INDIVIDUAL DIRECTORS
The Board of Directors has carried out an annual evaluation of its own
performance, Board Committees, and individual directors pursuant to the provisions of the
Act and the Listing Regulations.
The Board evaluated its performance after seeking inputs from all the
directors on the basis of criteria such as the Board composition and structure,
effectiveness of board processes, information and functioning, etc. The performance of the
Committees was evaluated by the Board after seeking inputs from the committee members on
the basis of criteria such as the composition of committees, effectiveness of committee
meetings, etc. The above criteria are as provided by the Guidance Note on Board Evaluation
issued by the Securities and Exchange Board of India.
The Chairman of the Board had one-on-one meetings with the Independent
Directors and the Chairman of Nomination & Remuneration Committee (NRC) had one-on-one
meetings with the Executive and Non- Executive (Non-Independent) Directors. These meetings
were intended to obtain Directors? inputs on effectiveness of the Board/Committee
processes.
The Board and the NRC reviewed the performance of individual directors
on the basis of criteria such as the contribution of the individual director to the board
and committee meetings like preparedness on the issues to be discussed, meaningful and
constructive contribution and inputs in meetings, etc.
In a separate meeting of independent directors, performance of
nonindependent directors and the board as a whole was evaluated. The Independent Directors
in the said meeting also evaluated the quality, quantity and timeliness of flow of
information between the Company management
and the Board that is necessary for the Board to effectively and
reasonably perform their duties. Additionally, the Chairman of the Board was also
evaluated on key aspects of his role, taking into account the views of executive directors
and non-executive directors in the aforesaid meeting. The above evaluations were then
discussed in the board meeting that followed the meeting of the independent directors and
NRC, at which the performance of the Board, its Committees, and individual directors was
also discussed. Performance evaluation of independent directors was done by the entire
board, excluding the independent director being evaluated.
MEETING OF THE BOARD
During the year 2022-23, four Board Meetings were held, on 30th
May, 2022, 09th August, 2022, 10th November, 2022 and 10th
February, 2023. Further details on the Board Meetings are provided in the Corporate
Governance Report, forming part of this Annual Report.
INDEPENDENT DIRECTORS? MEETING
The Independent Directors met on 10th February, 2023,
without the attendance of Non-Independent Directors and members of the management. The
Independent Directors reviewed the performance of Non-Independent Directors, the
Committees and the Board as a whole along with the performance of the Chairman of the
Company, taking into account the views of Executive Directors and Non-Executive Directors
and assessed the quality, quantity and timeliness of flow of information between the
management and the Board that is necessary for the Board to effectively and reasonably
perform their duties.
COMMITTEES OF THE BOARD
The Board of Directors has the following Committees:
1. Audit Committee
2. Remuneration and Nomination Committee
3. Stakeholders? Relationship Committee
The details of the Committees along with their composition, number of
meetings held and attendance at the meetings are provided in the Corporate Governance
Report.
DIRECTORS? RESPONSIBILITY STATEMENT Based on the framework of
internal financial controls and compliance systems established and maintained by the
Company, work performed by the internal, statutory, cost and secretarial auditors and
external agencies including audit of internal financial controls over financial reporting
by the statutory auditors and the reviews performed by the management and the relevant
Board Committees, including the Audit Committee, the Board is of the opinion that the
Company?s internal financial controls were adequate and operating effectively during
the financial year 2022-23.
To the best of knowledge and belief and according to the information
and explanations obtained by them, your Directors make the following statement in terms of
Section 134(3)(c) read with section 134 (5) of the Companies Act, 2013:
(a) in the preparation of the Annual Accounts for the year ended 31st
March, 2023, the applicable accounting standards have been followed along with
proper explanation relating to material departures;
(b) they have selected such accounting policies and applied them
consistently and made judgments and estimates that were reasonable and prudent so as to
give a true and fair view of the state of affairs of the Company at the end of the
financial year and of the profit and loss of the Company for that period;
(c) they 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) they have prepared the annual accounts on a going-concern basis;
(e) they 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) they have devised proper systems to ensure compliance with the
provisions of all applicable laws and that such system was adequate and operating
effectively.
AUDITORS AND AUDITORS? REPORT Statutory Auditors
M/s. J.T. Shah & Co., Chartered Accountants, Ahmedabad (Firm
Registration No. 109616W), Auditors of the Company, having in compliance with the
provisions of Section 139 of the Companies Act, 2013 read with the Companies (Audit and
Auditors) Rules, 2014, been appointed as the Statutory Auditors of the Company by the
Shareholders of the Company at their Annual General Meeting held on 30th September 2022,
for a period of 5 consecutive years, so as to hold office as such from the conclusion of
the 44th Annual General Meeting till the conclusion of the 49th Annual General Meeting,
continue as the Auditors of the Company for the FY 20222023.
The observations made in the Auditors? Report read together with
relevant notes thereon are self-explanatory and hence, do not call for any further
comments under Section 134 of the Companies Act, 2013.
The Statutory Auditors of the Company have not reported any fraud as
specified under Section 143(12) of the Companies Act, 2013 in the year under review.
Secretarial Auditor
Pursuant to the provisions of Section 204 of the Act, read with the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company
has appointed M/s Jyoti Soni & Associates, Company Secretaries, Jaipur to conduct the
secretarial audit for the financial year 2022-23. The Secretarial Audit Report, issued by
M/s Jyoti Soni & Associates, Company Secretaries for the financial year 2022-23, forms
part of this Report, and is set out in Annexure ‘B? to this Report. The
observations in the Secretarial Audit Report pertain mainly to listing agreement
requirements, stock exchange compliances, etc. It is clarified that the company has
started all the compliances related to the stock exchange and is in the process of
revocation of its suspension from BSE Limited.
Internal Auditors
M/s Pramod & Associates, Chartered Accountants are the Internal
Auditors of the Company. Internal Audit Report, their significant findings, and followup
actions taken by the management is reviewed by the Audit Committee on a quarterly basis.
NOMINATION AND REMUNERATION POLICY The Board of Directors has framed a
policy that lays down a framework in relation to the remuneration of Directors, Key
Managerial Personnel, and Senior Management of the Company. The Policy broadly lays down
the guiding principles, philosophy, and the basis for payment of remuneration to Executive
and Non-executive Directors (by way of sitting fees and commission), Key Managerial
Personnel, Senior Management, and other employees. The policy also provides the criteria
for determining qualifications, positive attributes, and Independence of the Director and
criteria for appointment of Key Managerial Personnel/Senior Management and performance
evaluation which are considered by the Nomination and Remuneration Committee and the Board
of Directors while making selection of the candidates. The above policy has been posted on
the website of the Company at www.moderndenim.com
VIGIL MECHANISM / WHISTLE BLOWER POLICY
The Company has established a Vigil Mechanism for reporting concerns
through the Whistle Blower Policy of the Company, which is in compliance with the
provisions of Section 177 of the Act, read with Rule 7 of the Companies (Meetings of Board
and its Powers) Rules, 2014, and SEBI (LODR), Regulations, 2015. The Policy provides for a
framework and process whereby concerns can be raised by its employees against any kind of
discrimination, harassment, victimization, or any other unfair practice being adopted
against them. Adequate safeguards are provided against victimization to those who avail of
the mechanism, and access to the Chairman of the Audit Committee in exceptional cases is
provided to them. The details of the Vigil Mechanism are also provided in the Corporate
Governance Report and the Whistle Blower Policy has been uploaded on the website of the
Company, www.moderndenim.com.
RISK MANAGEMENT
Risk management is embedded in your Company?s operating framework.
Your Company believes that managing risks helps in maximizing returns. The Company?s
approach to addressing business risks is comprehensive and includes periodic review of
such risks and a framework for mitigating controls and reporting mechanisms of such risks.
The risk management framework is reviewed periodically by the Board and the Audit
Committee.
The Company has framed and implemented a Risk Management Policy to
identify the various business risks. This framework seeks to create transparency, minimize
adverse impact on the business objectives and enhance the Company?s competitive
advantage. The risk management policy defines the risk management approach across the
enterprise at various levels including documentation and reporting.
INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY
Your Company has an effective internal control and risk-mitigation
system, which are constantly assessed and strengthened with new/revised standard operating
procedures. The Company?s internal control system is commensurate with its size,
scale and complexities of its operations. The internal and operational audit is entrusted
to M/s Pramod & Associates, Chartered Accountants, a firm of Chartered Accountants.
The main thrust of internal audit is to test and review controls, appraisal of risks and
business processes, besides benchmarking controls with best practices in the industry. The
Audit Committee of the Board of Directors actively reviews the adequacy and effectiveness
of the internal control systems and suggests improvements to strengthen the same. The
Company has a robust Management Information System, which is an integral part of the
control mechanism.
The Audit Committee of the Board of Directors, Statutory Auditors and
the Business Heads are periodically apprised of the internal audit findings and corrective
actions taken. Audit plays a key role in providing assurance to the Board of Directors.
Significant audit observations and corrective actions taken by the management are
presented to the Audit Committee of the Board. To maintain its objectivity and
independence, the Internal Audit function reports to the Chairman of the Audit Committee.
CORPORATE SOCIAL RESPONSIBILITY (CSR)
Pursuant to the MCA notification dated 23.01.2021 if CSR expenses of
the Company are less than 50 lacs then the functions of the Committee can be discharged by
the Board. Therefore, the functions of the Corporate Social Responsibility Committee shall
be discharged by the Board.
The Board has, framed and adopted a policy for CSR available on the
website of the Company www.moderndenim.com. The Company has a huge amount
of accumulated losses for the past years which eroded the
company?s Net worth. In view of the above-mentioned reason, the company is not in a
position to spend any amount on CSR activities. The disclosures as per rule 9 of Companies
(Corporate Social Responsibility Policy) Rules, 2014 are disclosed in Annexure
‘C? and form part of this Report.
ENVIRONMENT, HEALTH AND SAFETY
The Company is conscious of the importance of environmentally clean and
safe operations. The Company?s policy requires the conduct of operations in such a
manner so as to ensure the safety of all concerned, compliance with environmental
regulations, and preservation of natural resources.
DISCLOSURES UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION,
PROHIBITION & REDRESSAL) ACT, 2013
In order to comply with provisions of the Sexual Harassment of Women at
Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules framed
thereunder, the Company has formulated and implemented a policy on prevention,
prohibition, and redressal of complaints related to sexual harassment of women at the
workplace. All women employees either permanent, temporary, or contractual are covered
under the above policy. The said policy has been uploaded on the website of the Company
for information of all employees. An Internal Complaint Committee (ICC) has been set up in
compliance with the said Act. During the year under review, the company has not received
any complaints.
PARTICULAR OF EMPLOYEES
The information required pursuant to Section 197 read with rule 5 of
the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 in
respect of employees of the Company will be provided upon request. In terms of Section 136
of the Act, the reports and accounts are being sent to the members and others entitled
thereto, excluding the information on employees? particulars which is available for
inspection by the members at the Registered office of the Company during business hours on
working days of the Company up to the date of ensuing Annual General Meeting. If any
member is interested in inspecting the same, such a member may write to the Company
Secretary in advance.
HUMAN RESOURCES AND INDUSTRIAL RELATIONS The Company takes pride in the
commitment, competence, and dedication of its employees in all areas of the business. The
Company has a structured induction process at all locations and management development
programs to upgrade the skills of managers. Objective appraisal systems based on key
result areas (KRAs) are in place for senior management staff.
The Company is committed to nurturing, enhancing, and retaining its top
talent through superior learning and organizational development. This is a part of our
Corporate HR function and is a critical pillar to support the organization?s growth
and its sustainability in the long run.
ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO Information relating to the conservation of energy, technology
absorption, and foreign exchange earnings and outgo, as stipulated under Section 134(3)(m)
of the Act, read with the Companies (Accounts) Rules, 2014, is given in Annexure
‘D? to this Report.
MATERIAL CHANGES AND COMMITMENTS EFFECTING THE FINANCIAL POSITION OF
THE COMPANY
Except as disclosed elsewhere in this Report, no material changes and
commitments, that could affect the Company?s financial position, have occurred
between the end of the financial year of the Company and the date of this Report.
THE DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE
INSOLVENCY AND BANKRUPTCY CODE, 2016 (31 OF 2016) DURING THE FINANCIAL YEAR One of the
creditors of the Company has filed an application under the Insolvency and Bankruptcy
Code, 2016 (31 of 2016) which was dismissed by the NCLT vide its order dated 28.04.22.
There is no application made by the company under Insolvency and Bankruptcy Code, 2016 (31
of 2016) during the financial year 2022-23.
THE DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE
TIME OF ONE TIME SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR
FINANCIAL INSTITUTIONS ALONG WITH THE REASONS THEREOF DURING THE FINANCIAL YEAR There is
no such instance, hence not applicable.
INSURANCE
Your Company has taken appropriate insurance for all assets against
foreseeable perils.
LISTING OF SHARES
The shares of the Company are listed at BSE Limited but trading of the
shares is suspended. The Company has filed an application to BSE for Revocation of
suspension of trading in equity shares of the Company and the same is under consideration.
SECRETARIAL STANDARDS
The Company has complied with the applicable Secretarial Standards
issued by the Institute of Company Secretaries of India.
CAUTIONARY STATEMENT
Statements in this Directors? Report and Management Discussion and
Analysis describing the Company?s objectives, projections, estimates, expectations or
predictions may be "forward-looking statements" within
the meaning of applicable securities laws and regulations. Actual
results could differ materially from those expressed or implied. Important factors that
could make difference to the Company?s operations include raw material availability
and its prices, cyclical demand and pricing in the Company?s principal markets,
changes in Government regulations, Tax regimes, economic developments within India and the
countries in which the Company conducts business and other ancillary factor.
GENERAL
Your Directors state that no disclosure or reporting is required in
respect of the following items as there were no transactions on these items during the
year under review:
• Issue of equity shares with differential rights as to dividend,
voting or otherwise;
• Issue of shares (including sweat equity shares) to employees of
the Company under any Scheme;
• No significant or material orders were passed by the Regulators
or Courts or Tribunals which impact the going concern status and the Company?s
operations in the future.
APPRECIATION
Your Directors express their deep sense of gratitude to the banks,
financial institutions, stakeholders, business associates, Central and State Governments
and all regulatory bodies for their co-operation and support and look forward to their
continued support in future.
We very warmly thank all of our employees for their contribution to
your Company?s performance. We applaud them for their superior levels of competence,
dedication and commitment to your Company.
|
For and on behalf of the Board of Directors |
|
Sachin Ranka |
| Place: Abu Road |
Chairman & Managing Director |
| Date : 10th August, 2023 |
DIN: 00335534 |
+91-9892691696
