To,
The Members of
Starlite Components Limited
Plot No.F-108, MIDC Area, Satpur,
Nashik-422007 IN
Starlite Components Limited is under Corporate Insolvency Resolution
Process (CIRP) of the Insolvency and Bankruptcy Code 2016 (IBC) pursuant to terms of Order
passed by the Honble National Company Law Tribunal (NCLT), Mumbai Bench with effect from
29thJanuary 2020. CA Naren Sheth was appointed as Interim Resolution
Professional by NCLT vide its Order dated 29thJanuary 2020. Its affairs,
business and assets are being managed by the Interim Resolution Professional CA Naren
Sheth who was appointed vide order dated 29thJanuary 2020 by Honble NCLT,
Mumbai Bench.
Under Section 17 of the Insolvency & Bankruptcy Code;
a. The management of the affairs of the company shall vest in the
Interim Resolution Professional.
b. The powers of the Board of Directors shall stand suspended and be
exercised by the Interim Resolution Professional.
c. The officers and managers of the company if any shall report to the
Interim resolution professional and provide access to such documents and records of the
company as may be required by the Interim Resolution Professional.
d. The financial institutions maintaining accounts of the company shall
act on the instructions of the Interim Resolution Professional in relating to such
accounts furnish all information relating to the company available with them to the
Interim Resolution Professional.
The Committee of Creditors have yet to approve a resolution plan for
the Company
1. Financial Results (Amount in Rs. Lakhs)
| PARTICULARS |
CURRENT YEAR (2022-23) |
PREVIOUS YEAR (2021-22) |
| Revenue from operations |
214.12 |
204.59 |
| Other income |
1.60 |
2.11 |
| Total Income |
215.72 |
206.69 |
| Finance expenses |
0.04 |
0.14 |
| Depreciation |
54.55 |
54.55 |
| Total Expenses |
287.96 |
288.49 |
| Profit/(Loss) Before Tax |
(72.24) |
(81.79) |
| Less: Current Tax |
- |
- |
| Less: Deferred Tax Liability |
(7.70) |
(4.07) |
| Profit/(Loss) after Tax |
(64.54) |
(77.72) |
2. DIVIDEND:
In order to conserve resources for operational purposes and for further
expansion of the business, your Directors have not recommended any dividend on the equity
shares for the year under review.
3. BRIEF DESCRIPTION OF THE COMPANYS WORKING DURING THE YEAR / STATE
OF COMPANYS AFFAIR:
Due to tightened market conditions and slump in the sales of the
products of the company over the period of time there has been a considerable decline in
the turnover of the Company, eventually the Company has sustained losses of Rs.64,54,000/-
during the year as compared to a loss of Rs. 77,72,0007in the FY 2021-22. Further, the
Company has achieved a turnover of Rs. 2,14,12,000/- against Rs. 2,04,59,000/- in the
previous year. These figures clearly demonstrate the current market condition of the
Company in the middle of overall market slowdown and fall in the demand for the products
of the Company due to the new entrants in the market and the increasing competition.
4. SHARE CAPITAL:
At present the securities of the Company are listed on BSE Limited and
the Shares of the Company were placed in Z category by BSE Limited.
During the year under review, the Authorized Share Capital of the
Company was 1,80,00,000 Equity Shares of Rs.10/- each amounting to
Rs.l8,00,00,000/-.Subscribed, Issued and Paid up Capital of the Company was 1,71,00,000
Equity Shares of Rs.10/-amounting to Rs.17,10,00,000/-.
5. CHANGE IN NATURE OF BUSINESS.IF ANY-
No change has taken place during the year in the nature of Companys
business.
6. MATERIAL CHANGES & COMMITMENTS AFFECTING THE FINANCIAL POSITION
WHICH HAVE OCCURRED BETWEEN DATE OF YEAR END TO THE DATE OF REPORT-
There have been no material changes affecting the financial position
which have occurred between dates of year end to the date of Report.
7. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS
OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANYS OPERATIONS IN FUTURE :
The Company is under Corporate Insolvency Resolution Process (CIRP) of
the Insolvency and Bankruptcy Code2016 (IBC) in terms of Order passed by the Honble
National Company Law Tribunal (NCLT), Mumbai Bench with effect from January 29th, 2020.
M/s. Shree Enterprises one of the Operational Creditor had filed an
application with Honble NCLT Mumbai for initiation of Corporate Insolvency resolution
process against the Company u/s.9 of the Insolvency and Bankruptcy Code, 2016.The Honble
NCLT Mumbai after hearing the application vide its order dated 29/01/2020 admitted the
application of the said operational creditor for initiation of Corporate Insolvency
resolution process (CIRP) and has appointed CA NarenSheth (Reg. No. Registration No.lP/P-
00133- IBBI/IPA- 0013113- 1300133/2017-2018/10275) as Interim Resolution Professional
(IRP).
8. SUBSIDIARIES. ASSOCIATES AND JOINT VENTURES/WHOLLY-OWNED
SUBSIDIARIES:
The company has not any joint ventures/ wholly-owned subsidiaries.
However, the Company has Associate Named as Solar Copyer Limited
(CIN:U21098MP1976PLC001379) is the parent company holds 28.71% shares in the Company.
9. DEPOSITS:
The Company has not accepted any Deposits during the year within the
meaning of Section 73 of Companies Act, 2013 and rules made thereunder
10. AUDITORS AND REPORTS:
The matters related to Auditors and their Reports are as under:
a. Statutory Auditors-
The Members of the Company at their 31st AGM held on
September 26, 2022 have approved the appointment of M/s. Sharp Aarth & Co. LLP,
Chartered Accountants, (Firm Registration No. 132748W) as the Statutory Auditor of the
Company for a period of 5(Five) consecutive year from the conclusion of the 31st
AGM till the conclusion of 36th AGM of the company on such remuneration as may
be mutually agreed by the Board and the Auditor.
The requirement to place the matter relating to appointment of Auditors
for ratification by members at every Annual General Meeting is done away by Companies
Amendment Act, 2017 vide notification dated May 7, 2018 issued by the Ministry of
Corporate Affairs, New Delhi. Accordingly, no resolution is proposed for ratification of
the appointment of Auditors, who were appointed in the Annual General Meeting, held on.
M/s. Sharp Aarth & Co. LLP, Chartered Accountants, (Firm
Registration No. 132748W), were appointed as the Statutory Auditors of the company in the
31st Annual General Meeting of the Company to hold the office upto the
conclusion of 36th Annual General Meeting. However M/s. Jain Chhajed &
Associates vide its letter dated August 14, 2022- resigned as the Statutory Auditors of
the Company citing the reasons that the audit fees is not commensurate to the efforts that
they would be incurring to conduct an audit for the Financial Year 2022- 2023 in
accordance with the standards on auditing specified under section 143(10) of the Companies
Act, 2013.
On Authority of IRP Insolvency Professional (IP) CA Naren at its
meeting held on 03rd September, 2022 noted and accepted the resignation of M/s.
Jain Chhajed & Associates. The Board also placed on record its appreciation to
outgoing Auditors for their contribution to the Company with their audit processes and
standards of auditing. In this regard, after obtaining their consent and eligibility
certificate under Section 139(1) of the Companies Act, 2013, the Board of Directors of the
Company at their meeting held on 03rd September, 2022 appointed M/s. Sharp
Aarth & Co LLP, Chartered Accountants (Firm Registration Number: 132748W) as the
Statutory Auditors to hold office for a period of 5 (Five) consecutive financial years,
from the conclusion of the 31st Annual General Meeting of the Company until the
conclusion of the 36th Annual General Meeting of the Company and to authorize the Board of
Directors of the Company to fix their remuneration.
The Auditors Report do not contain any qualifications, reservations,
adverse remarks or disclaimer.
b. Secretarial Auditors-
The Board has appointed M/s. Amit R. Dadheech & Associates,
Practicing Company Secretaries, to conduct Secretarial Audit for the financial year
2022-23. The Secretarial Audit Report for the financial year ended 31stMarch,
2023 is annexed herewith as Annexure2 to this Report.
c. Cost Auditors:
As the Company is operating in the service industry, cost audit is not
applicable to the Company and hence no reporting is required.
11. CONSERVATION OF ENERGY. RESEARCH & DEVELOPMENT. TECHNOLOGY
ABSORPTION. FOREIGN EXCHANGE EARNINGS AND OUTGO
A. Conservation of energv-
NA as the company under the CIRP and there are not any business
operations during the year.
B. Technology ahsorption-
NA as the company under the CIRP and there are not any business
operations during the year.
C. Foreign exchange earnings and Outgo-
Total Foreign Exchange Outgo is NIL & Earning is NIL by exports
during the FY 2022-23
12. CORPORATE INSOLVENCY RESOLUTION PROCESS (CIRP):
Section 17(1) of the IBC provides that from the date of appointment of
the interim resolution professional,—
Starlite Components Limited is under Corporate Insolvency Resolution
Process (CIRP) of the Insolvency and Bankruptcy Code 2016 (IBC) pursuant to terms of Order
passed by the Honble National Company Law Tribunal (NCLT), Mumbai Bench with effect from
29th January 2020. CA Naren Sheth was appointed as Interim Resolution Professional by NCLT
vide its Order dated 29th January 2020. Its affairs, business and assets are being managed
by the Interim Resolution Professional CA Naren Sheth who was appointed vide order dated
29th January 2020 by Honble NCLT, Mumbai Bench.
It should be noted that pursuant to initiation of CIRP process against
the Company, the Board of Directors stands suspended and the management of the affairs of
the Company are being vested in interim resolution professional Mr. Naren Sheth.
13. BOARD MEETINGS-
The Board met 5 (Five) times during the financial year on the following
dates;
20/05/2022
09/08/2022
03/09/2022
12/11/2022
13/02/2023
The intervening gap between any two meetings was within the period
prescribed by the Companies Act, 2013. The maximum interval between any two meetings did
not exceed 120 days as prescribed under the Companies Act, 2013.
14. AUDIT COMMITTEE:
No data available with RP, the company is under CIRP.
15. NOMINATION AND REMUNERATION COMMITTEE:
No data available with RP, the company is under CIRP.
16. VIGIL MECHANISM:
Pursuant to the provisions of section 177(9) & (10) of the
Companies Act, 2013, a Vigil Mechanism for directors and employees to report genuine
concerns has been established.
17. PARTICULARS OF LOANS, GUARANTEES &INVESTMENTS U/S 186
The Company has not granted any loans or given guarantees - directly or
indirectly to directors or any other person in whom directors are interested in
contravention of Section 185 of the Companies Act, 2013. Accordingly, compliance under
Section 185 and 186 of the Act in respect of providing securities is not applicable to the
Company.
18. PARTICULARS OF CONTRACTS &ARRANGEMENTS WITH RELATED PARTIES U/S
188(1)
All the Related Party Transactions entered into during the financial
year were on arms length basis and were in ordinary course of business. The Detail of the
related party entered between the Company and the related party are given in the Form
AOC-2 as Annexure I
19. DEVELOPMENT & IMPLEMENTATION OF RISK MANAGEMENT POLICY:
Risk management practices seek to sustain and enhance long term
competitive advantage of the Company. The Risk Management Policy of the Company is
available on the website of the Company.
20. MANAGEMENT DISCUSSION AND ANALYSIS REPORT:
No data available with RP, the company is under CIRP.
21. CORPORATE SOCIAL RESPONSIBILITY (CSR):
Social Welfare Activities has been an integral part of the Company
since inception. The Company is committed to fulfill its social responsibility as a good
corporate person. Section 135 of the Companies Act, 2013, has laid down the requirement
for constitution of Corporate Social Responsibility Committee, which shall be responsible
for laying down the CSR Policy, to a certain class or classes of Companies.
The compliance with Section 135 is applicable to specific class or
classes of the Companies falling under the threshold mentioned under the Act and rules
framed there under. However, our Company does not fall under the requisite threshold as
mentioned under Section 135 during the financial year under review and thus the compliance
with the relevant provision of the Companies Act, 2013 is not applicable.
22. CORPORATE GOVERNANCE:
As provided under Regulation 15(2) of the SEBI (LODR) Regulations,
2015, the compliance with Corporate Governance as specified in Regulation 17 to 27, 46
(2)(b) to (i) & para c, d & e of Schedule V
are not applicable to the Company as paid-up share capital doesnt
exceed Rs. 10 Crore and Net Worth doesnt exceed Rs. 25 Crore, as on the CIRP commencement
date.
23. DIRECTORS RESPONSIBILITY STATEMENT:
As the company is under CIRP, Directors Responsibility Statement are
not applicable to the Company.
24. SEXUAL HARASSMENT OF WOMEN AT WORKPLACEfPREVENTION. PROHIBITION AND
REDRESSAL) ACT. 2013-
The Company is committed to provide a protective environment at
workplace for all its women employees. To ensure that every woman employee is treated with
dignity and respect and as mandated under —The Sexual Harassment of Women at
Workplace (Prevention, Prohibition and Redressal) Act, 2013. The Company has in place an
Anti-Sexual Harassment Policy in line with the requirements of Sexual Harassment of Women
at Workplace (Prevention, Prohibition and Redressal) Act 2013. An Internal Committee has
been setup to redress the complaints received regarding sexual harassment at work place.
The following is the summary of sexual harassment complaints received
and disposed of during the current financial year.
Number of Complaints received: Nil Number of Complaints disposed of:
Nil
25. DEMATERIALIZATION OF SHARES
Shareholders are requested to convert their physical holding to demat
/electronic form through any of the Depository Participants to avoid any possibility of
loss, mutilation etc. of physical share certificates and also to ensure safe and speedy
transaction insecurities.
26. ACKNOWLEDGEMENTS:
The Directors greatly value the support and co-operation received
during the year from the Companys Bankers, Statutory Authorities and all organizations
connected with its business. The Directors also take pleasure in commending the valuable
contributions made by the Companys employees at all levels during the year under review.
| Date: September 08, 2023 |
For and On Behalf of Board of Directors Of |
| Place: Nasik |
Starlite Components Limited (Company under Corporate
Insolvency Resolution Process) |
| Registered Office: |
-sd |
| Plot No.F-108,MIDCA |
Mr .Naren Sheth, |
| rea,Satpur,Nashik-422007 |
Resolution Professional (IHP) Registration
No.(IBBI-IPA-001/IP- P00133/2017-18/10275) |
+91-9892691696
