To,
The Members of AARTI DRUGS LIMITED
Your Board of Directors ("Board") are pleased to present this
38th (Thirty Eighth) Annual Report on the business and operations of your Company
("the Company" or "Aarti Drugs Limited") together with the Audited
Financial Statements of the Company for the Financial Year ended March 31, 2023.
FINANCIAL HIGHLIGHTS
Particulars |
Standalone |
Consolidated |
|
FY 2022-23 |
FY 2021-22 |
FY 2022-23 |
FY 2021-22 |
| Revenue from Operations |
2,49,797 |
2,25,117 |
2,71,605 |
2,48,865 |
| Other income |
223 |
477 |
219 |
1,132 |
| Total Revenue |
2,50,020 |
2,25,595 |
2,71,825 |
2,49,996 |
| Total Expenditure |
2,29,539 |
2,00,045 |
2,49,407 |
2,23,001 |
| Profit before Depreciation, Amortisation
Interest and tax |
28,464 |
32,296 |
30,780 |
34,075 |
| Expenses |
|
|
|
|
| Finance Cost |
3,253 |
2,006 |
3,329 |
2,075 |
| Depreciation & Amortisation |
4,729 |
4,739 |
5,032 |
5,005 |
| Profit before Exceptional Items and Tax |
20,481 |
25,550 |
22,418 |
26,996 |
| Exceptional Income |
- |
- |
- |
- |
| Profit Before Tax |
20,481 |
25,550 |
22,418 |
26,996 |
| Less: Total Tax Expenses |
5,200 |
6,050 |
5,782 |
6,496 |
| Profit afterTax |
15,281 |
19,500 |
16,636 |
20,500 |
| Earnings Per Share (in ) |
16.50 |
21.04 |
17.97 |
22.12 |
SUMMARY
During the year under review, Standalone Revenue from operations of the
Company was 2,49,797 lakhs as compared to 2,25,117 lakhs for FY 2021-22 registering a
growth of 10.96%.
The Company has achieved Export Sales of 94,339 lakhs as against
83,787 lakhs for the last year, registering a growth of 12.59%. The Companys EBITDA
has been
28,464 lakhs as compared to 32,296 lakhs for FY 2021-22. PAT has
been 15,281 lakhs as against 19,500 lakhs for FY 2021-22. Likewise, Consolidated
Revenue from operations of the Company was 2,71,605 lakhs as compared to 2,48,865 lakhs
for FY 2021-22 registering a growth of 9.14%. On Consolidated basis, The Company has
achieved Export Sales of 107,141 lakhs as against 92,223 lakhs for the last year,
registering a growth of 16.16%. The Companys EBITDA has been 30,780 lakhs as
compared to 34,075 lakhs for FY 2021-22. PAT has been 16,636 lakhs as against 20,500
lakhs for FY 2021-22.
CONSOLIDATED FINANCIAL STATEMENTS
In accordance with the provisions of Companies Act, 2013,
Regulation 33 of the Listing Regulations, and applicable Accounting
Standards, the Audited Consolidated Financial
Statements of the Company for the FY 2022-23, together with the
Auditors Report, form part of this Annual Report.
TRANSFER TO RESERVES
Your Company has transferred 1,528.11 lakhs to the General Reserve
(Previous Year 1949.98 lakhs).
DIVIDEND
During the year, the Company has declared and paid an Interim Dividend
of 1/- (@ 10%) each per share (of 10/- each) aggregating to 926 lakhs.
The Dividend payout is in accordance with the Dividend Distribution
Policy which is available on the website of the Company.
DIVIDEND DISTRIBUTION POLICY
As per Regulation 43A of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 ("Listing Regulations"), the top 1000 listed
companies shall formulate a Dividend Distribution Policy. Accordingly, the policy was
adopted to set out the parameters and circumstances that will be taken into account by the
Board in determining the distribution of dividend to its shareholders and/or retaining
profitsearned by the Company. A policy is available on the website of the Company and the
web link thereto is: https:// www.aartidrugs.co.in/policies-and-related%20documents/
SHARE CAPITAL
Your Companys Equity Share Capital as on March 31, 2023 was as
follows:
Particulars |
No. of Shares |
Face Value Per Share (in ) |
Total Amount (in ) |
| Authorised Share Capital |
12,00,00,000 |
10 |
120,00,00,000 |
| Issued, Subscribed & Paid-up Share
Capital |
9,26,00,000 |
10 |
92,60,00,000 |
SUBSIDIARY COMPANIES
The Company, has 3 (three) subsidiaries, namely, Pinnacle Life Science
Private Limited, Aarti Speciality Chemicals Limited and Pinnacle Chile SpA.
Of the above subsidiaries, Pinnacle Life Science Private Limited and
Aarti Speciality Chemicals Limited are wholly owned subsidiaries. Pinnacle Life Science
Private Limited has been the criteria given under Regulation 16(1) (c) of the Listing
Regulations. Pursuant to Regulation 24A of the Listing Regulations, the Secretarial Audit
Report as prescribed in Section 204 of Companies Act, 2013 for the Material Subsidiary
Company, Pinnacle Life Science Private Limited for
"Annexure - C2" and forms an integral part of this
Report.
The Company has attached along with its financial statements, a
separate statement containing the salient features of the financial statements of the said
subsidiaries in "Form AOC-1" which is annexed as "Annexure -
B" and forms an integral part of this Report.
During the year under review, the Board of Directors reviewed the
affairs of the subsidiaries. Also in conformity with Section 134 of the Companies Act,
2013 and Rule 8(1) of the Companies (Accounts) Rules, 2014, Note 33 of Consolidated
Financial Statement covers the highlights of performance of subsidiaries and their
contribution to the is made available, overall performance of the Company during the year.
The Company does not have any Associate Company or Joint Venture. A
policy on material subsidiaries has been formulated and is available on the website of the
Company at the web link https://www.aartidrugs.co.in/policies-and-related%20documents/
STATE OF AFFAIRS
The state of your Companys affairs is given in the Management
Discussion and Analysis, which forms part of this Annual Report.
DIRECTORS AND KEY MANAGERIAL PERSONNEL (KMPs)
In accordance with the prevailing provisions of the Section
149 of the Companies Act, 2013 read with Regulation 17 of the Listing
Regulations, as amended from time to time, as on March 31, 2023, the Board of Directors,
comprises Twelve Directors (with Five Executive Directors, One Non-Executive
Director and Six Non-Executive Independent Directors). The
Chairman of the Board is an Executive Director. The Board has highly
qualified members and having varied experience in their respective fields.
At 37th AGM held on August 04, 2022, Shri Bhaskar N. Thorat
(DIN: 01293824) and Smt. Neha R. Gada (DIN: 01642373) were appointed as
an Independent Directors of the Company for the period of 3 years with effect from May 09,
2022.asthe materialsubsidiaryasitfulfills Shri Rashesh C. Gogri (DIN:00066291) has been
reappointed as the Managing Director of the Company for the period of 5 years with effect
from October 31, 2022, approval of the members was sought by way of postal ballot for his
appointment. Members approved the postal ballot resolution on October 29, 2022. year ended
March 31, 2023 is annexed as Except as stated above, there were no changes in the
composition of the Board of Directors and KMPs during the year under review.
In accordance with the provisions of Section 152 of Companies Act,
2013, Shri Harit P. Shah (DIN: 00005501)
Executive Director of the Company is liable to retire by rotation at
the ensuing Annual General Meeting and, being eligible, offer himself for re-appointment.
The Board recommends his re-appointment for consideration of the Members. Pursuant to
Regulation 36 of the Listing Regulations read with Secretarial Standard-2 on General
Annexure Meetings, his brief profile to the Notice of the Annual
General Meeting.
Pursuant to the provisions of Regulation 34(3) read with Schedule V to
the Listing Regulations, the Company has obtained a Certificate from CS Sunil M. Dedhia
(COP No.
2031),ofSunilM.Dedhia&Co.CompanySecretaryinPractice and the
Secretarial Auditor of the Company, certifying that none of the Directors of the Company
have been debarred or disqualified from being appointed or continuing as
Directors of companies by the Securities and Exchange
Board of India or by the Ministry of Corporate Affairs or by any such
statutory authority. The said Certificate is annexed to the Corporate Governance Report of
the Company for the FY 2022-23.
Key Managerial Personnel
During the year under review, there was no change in the Key Managerial
Personnel of the Company.
Independent Directors
Statement on declaration given by Independent Directors under
sub-section (6) of section 149
In accordance with Section 149(7) of the Companies Act, 2013, all
Independent Directors have given declarations that they meet the criteria of independence
as laid down under Section 149(6) of the Companies Act, 2013 and Regulation 16 of the
Listing Regulations.
In the opinion of the Board of Directors, the Independent Directors
fulfill the conditions specified in Companies Act,
2013 read with the Schedules and Rules issued thereunder as well as
Listing Regulations and are independent from Management and hold the highest degree of
integrity and are individuals who are experts in their respective fields with enormous
experience. The terms and conditions of appointment of the Independent Directors are
placed on the website of the Company at the weblink https://www.
aartidrugs.co.in/independent-directors/
All the Independent Directors have complied with the Code for
Independent Directors prescribed in Schedule IV to the
Companies Act, 2013.
All the Independent Directors of the Company have enrolled their names
in the ‘Independent Directors Data Bank maintained by Indian Institute of
Corporate Affairs ("IICA").
Familiarisation Programme for Independent Directors
The Company has a Familiarisation programme for its
Independent Director which is imparted at the time of appointment of an
Independent Director on Board as well as annually. During the year, the Independent
Directors of the Company were familiarised and the details of familiarisation programmes
imparted to them are placed on the website of the Company and the web link thereto is:
https://www.aartidrugs.co.in/independent-directors/
DIRECTORS RESPONSIBILITY STATEMENT
To the best of their knowledge and belief and according to the
information and explanations obtained by them, your Directors make the following
statements in terms of Section 134(3) (c) of the Companies Act, 2013: a. in the
preparation of the annual financial for the year ended March 31, 2023, the applicable
accounting standards have been followed. There are no material departures from the
applicable accounting standards; b. the Directors had 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 c. the Directors had taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the provisions of the 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 had laid down internal financial controls to be followed
by the Company and that such internal financial controls are adequate and were operating
effectively; f. the Directors had devised proper systems to ensure compliance with the
provisions of all applicable laws and that such systems were adequate and operating
effectively.
MEETINGS
The Board of Directors met Six (6) times during the Financial Year
under review. The details of the number of meetings of the Board and its Committees held
during the FY 2022-23 and the attendance of each Director/Member at these meetings are
provided in the Corporate Governance Report forming part of the Annual Report. The
intervening gap between the Board meetings was within the period prescribed under the
Companies Act, 2013 and the Listing Regulations.
CORPORATE SOCIAL RESPONSIBILITY
Your Company through, Aarti Foundation and other Trusts/ NGOs –
Our CSR arms undertake community interventions to enhance the lives of the communities.
Besides our direct involvement, we partner with numerous implementing agencies to carry
out need assessment and make impactful interventions. Our Focus areas during the year has
been;
Cluster & Rural Development
Education & Skill Development
Childcare & Healthcare Facilities
Women Empowerment & Livelihood Opportunities
Disaster Relief & Rehabilitation
Eradication of Hunger & Poverty
Water Conservation & Environment
Research & Development work for upliftment of Society The detailed
policy on Corporate Social Responsibility is available on the website of the Company on
the web link thereto is: https://www.aartidrugs.co.in/policies-and-relat-ed%20documents/
A brief note on various CSR initiatives undertaken during the year
including the composition of the CSR Committee is presented in this Annual report. The CSR
annual report is annexed as Annexure-A and forms an integral part of the Report.
AUDIT COMMITTEE
The details of the composition of the Audit Committee, terms of
reference, meetings held, etc. are provided in the Corporate Governance Report, which
forms part of this Report. During the year there were no cases where the Board had not
accepted any recommendation of the Audit Committee.
VIGIL MECHANISM/ WHISTLE BLOWER POLICY
The Company has established a Vigil Mechanism and Whistle Blower Policy
for its Directors and Employees to report concerns about unethical behaviour, actual or
suspected fraud, actual or suspected leak of UPSI or violation of Companys Code of
Conduct. It also provides for adequate safeguards against the victimisation of employees
and allows direct access to the chairperson of the audit committee in exceptional cases.
The said policy has been posted on the website of the Company and the web link thereto is:
https://www.aartidrugs.co.in/policies-and-related%20documents/
The Company affirms that no person has been denied access to the Audit
Committee Chairman.
RELATED PARTY TRANSACTIONS
The Company has a Policy on Materiality of Related Party Transaction
and dealing with Related Party Transaction which is uploaded on the Companys website
at the web- link: https://www.aartidrugs.co.in/policies-and-related%20 documents/ All
related party transactions that were entered into during the FY 2022-23 were on arms
length basis and were carried out in the ordinary course of the business. There are no
bymaterially significant the Company with Promoters, Key Managerial Personnel or other
Designated Persons which may have potential conflict with interest of the Company at
large.
The related party transactions are approved by the Audit Committee.
Omnibus approval is obtained for the transactions which are foreseen and repetitive in
nature. A statement of related party transactions is presented before the Audit Committee
on a quarterly basis, specifying the nature, value and terms and conditions of
transactions.
A report of factual findings arising out of the accepted procedures
carried out in regard to transactions with Related Parties is given by the Statutory
Auditors on quarterly basis and the same is placed before the Audit Committee. The details
of related party transactions are provided in g policies the accompanying financial
statements.
Particulars of contracts or arrangements made with related parties
Since all related party transactions entered into by the Company were
in ordinary course of business and were on an arms lengths basis, Form
AOC–2 is not applicable to Company.
DEPOSITS
The Company has not accepted any deposits from the public and as such,
no amount on account of principal or interest on deposits from the public was outstanding
as on the date of the Balance Sheet.
The Company does not have any deposits which are not in compliance with
the requirements of Chapter V of the Companies Act, 2013.
PARTICULARS OF LOANS, GUARANTEES, INVESTMENTS AND SECURITIES
Particulars of loans given, investments made, guarantees given and
securities provided during the year under review and as covered under the provisions of
Section 186 of the Companies Act, 2013 have been disclosed in the notes to the standalone
financial statements forming part of the
Annual Report.
PARTICULARS OF EMPLOYEES
The statement containing particulars of employees as required under
Section 197(12) of the Companies Act, 2013 read with Rule 5(2) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014 is given in an Annexure
and forms part of this report.
In terms of Section 136(1) of the Companies Act, 2013, the Report and
the Accounts are being sent to the Members excluding the aforesaid Annexure. Any Member
interested in obtaining a copy of the Annexure may write to the Company Secretary at the
Registered Office of the
Company for a copy of it.
HUMAN RESOURCES DEVELOPMENT AND INDUSTRIAL RELATIONS
Your Company recognises human resource as one of its prime resources.
Your Company enjoyed excellent relationships with workers and staff during the year under
review and considers them their most important assets. Your Company cares for its people,
customers, suppliers, and community at large which reflects in the Companys policy,
programs and development efforts. As on March 31, 2023, the Company had 1006 permanent
employees at its manufacturing plants and administrative office. Your
Company is committed to build and strengthen our human that support
their growth, goals capitalby and help them achieve excellence.
MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF
THE COMPANY
There are no material changes and commitments affecting the financial
position of the Company which have occurred between the end of financial year of Company
to which the financial statements relate and the date of this Directors
Report.
INVESTOR EDUCATION AND PROTECTION FUND (IEPF)
Pursuant to the applicable provisions of the Companies Act,
2013 read with IEPF Authority (Accounting, Audit, Transfer and Refund)
Rules, 2016 (‘the Rules) all unpaid or unclaimed dividends are required to be
transferred by the Company to the IEPF established by the Government of India, after the
completion of seven years. Further, according to the rules, the shares on which Dividend
has not been paid or claimed by the Shareholders for seven consecutive years or more shall
be transferred to the Demat account of the IEPF
Authority. Accordingly the Company has transferred the unclaimed and
unpaid dividends and corresponding shares as per the requirement of the IEPF Rules.
ANNUAL RETURN
Pursuant to Section 92(3) read with Section 134(3)(a) of the Companies
Act, 2013, the Annual Return as on March 31, 2023 is available in prescribed format on the
Companys website at the web- link: https://www.aartidrugs.co.in/ annual-return/
CORPORATE GOVERNANCE
Corporate Governance essentially involves balancing the interests of a
Companys stakeholders. Corporate
Governance practices of our Company are a reflection of our values,
polices and relationship with our stakeholders. Your Company has complied with the
mandatory Corporate Governance requirements stipulated under Regulation 34(3) of the
Listing Regulations. Report on Corporate Governance is annexed hereto forming part of this
report together with certificate from the Statutory Auditor regarding report on
Corporate Governance.
MANAGEMENTS DISCUSSION AND ANALYSIS REPORT
Management Discussion and Analysis Report with detailed review of
operations, performance and future outlook, as stipulated under Regulation 34 read with
Schedule V to the Listing Regulations is presented in a separate section forming part of
this Annual Report.
BUSINESS RESPONSIBILITY & SUSTAINABILITY REPORTING (BRSR)
The Listing Regulations mandate the inclusion of the Business
Responsibility & Sustainability Reporting as evaluates and takes part of the Annual
Report for top 1000 listed entities based on market capitalisation. BRSR for the year
under review, as stipulated under Regulation 34 (f) of Listing Regulations read with SEBI
Circular No. SEBI/HO/CFD/CMD-2/P/ CIR/2021/562 dated May 10, 2021 is in a separate section
forming part of the Annual Report.
ANNUAL BOARD EVALUATION
Pursuant to the provisions of Companies Act, 2013 and the Listing
Regulations, a structured questionnaire was prepared after taking into consideration
various aspects of the Boards functioning, composition of the Board and its
Committees, culture, execution and performance of specific duties, obligations and The
performance of the Committees and Independent
Directors were evaluated by the entire Board of Directors except for
the Director being evaluated. The performance evaluation of the Chairman, Non-Independent
Directors and Board as a whole was carried out by the Independent
Directors. The Board of Directors expressed their satisfaction with the
outcome of evaluation and the process followed thereof.
NOMINATION AND REMUNERATION POLICY
Pursuant to Section 178 of the Companies Act, 2013 and Regulation 19 of
the Listing Regulations, your Company has in place a Nomination and Remuneration Policy
which lays down a framework in relation to remuneration of Directors, Key Managerial
Personnel and Senior Management of the Company. The policy also lays down criteria for
selection and appointment of Board Members. The said policy has been posted on the website
of the Company and the web link thereto is:
https://www.aartidrugs.co.in/policies-and-related-documents/ The details of this policy
are given in the Corporate Governance Report.
RISK MANAGEMENT
Your Company recognises that risk is an integral and unavoidable
component of business and is committed to managing the risk in a proactive and effective
manner. The Company aims to use risk management to take better informed decisions and
improve the probability of achieving its strategic and operational objectives.
In compliance with Regulation 21 of Listing Regulations, your Company
has a Risk Management Committee consisting of Shri Prakash M. Patil (Chairman), Shri
Rashesh C. Gogri, Shri Harit P. Shah, Shri Harshit M. Savla, Shri Uday M. Patil, Shri
Krishnacharya G. Akamanchi, Shri Adhish P. Patil and Shri Dhanaji L. Kakade. The Committee
through its dynamic risk management framework continuously identi-appropriate measures to
mitigate/ fies, minimise various elements of risks. The Risk Management Committee meets at
least 2 times in a year, to ensure that appropriate methodologies, processes and systems
are in place to monitor and evaluate risks associated with the business of the Company and
also to monitor and oversee the implementation of the Risk Management Policy.
COMPLIANCE MANAGEMENT SYSTEM
The Company with its sheer focus committed to achieve 100% compliance.
We have adopted a third-party managed IT-based Compliance Management System. It has a
repository of all applicable regulations and requisite compliances. It has an in-built
alert system that sends alerts to the users and intimates concerned personnel about
upcoming compliances.
SAFETY, HEALTH AND ENVIRONMENT
Your Company is committed to ensure a sound Safety, Health and
Environment (SHE) performance related to its activities, products and services. Your
Company has been continuously taking various steps to develop and adopt Safer Process
technologies and unit operations. Your Company is making continuous efforts for adoption
of safe & environmental friendly production processes. Monitoring and periodic review
of the designed SHE Management System are done on a continuous basis.
STATUTORY AUDITORS & AUDITORS REPORT
In accordance with the provisions of Section 139 of the
Companies Act, 2013, the members at the 34th Annual General
Meeting held on August 06, 2019 had approved the appointment of Kirtane & Pandit LLP,
Chartered Accountants (Firm Registration No: 105215W/ W100057) for a term of 4 years, to
hold office till the conclusion of 38 th Annual General Meeting to be held in
2023.
In view of the above, the Board on the recommendation of the Audit
Committee appointed Gokhale & Sathe, Chartered Accountants (Firm Registration. No.
103264W) as the Statutory Auditors of the Company to hold office from the conclusion of
this Annual General Meeting till the conclusion of 43rd Annual General Meeting
to be held in 2028. At the request of the Company, Gokhale & Sathe have communicated
their eligibility and willingness to accept the office, if appointed. Members Auditors and
to fix their remuneration as mentioned in the notice convening the AGM.
There are no qualifications, reservations or or disclaimer made by the
Auditor in their report. The Auditors of the Company have not reported any instances of
fraud committed against the Company by its officers or employees as specified under
Section 143(12) of the
Companies Act, 2013.
COST AUDITORS & RECORDS
In terms of the Section 148 of the Companies Act, 2013 read with the
Companies (Cost Record and Audit) Rules, 2014, the Company is required to maintain cost
accounting records and have them audited every year.
The Board has appointed GMVP & Associates LLP as Cost Auditor of
the Company for FY 2023-24 under Section 148 and all other applicable provisions of the
Act. Shareholders approval is being sought for ratification of the proposed to be
paid to GMVP & Associates LLP, Cost Auditor of the Company in respect of Cost Audit
for the financial year ending March 31, 2024 as mentioned in the
Notice convening the AGM.
The Company has maintained cost records as specified under section
148(1) of the Act.
SECRETARIAL AUDITOR & REPORT
Pursuant to the provisions of Section 204 of the Companies Act, 2013
and rules made thereunder, the Company had appointed CS Sunil M. Dedhia (COP No. 2031),
Proprietor of Sunil M. Dedhia & Co., Company Secretary in Practice to undertake the
Secretarial Audit of the Company.
Pursuant to provisions of Section 204(1) of the Companies Act, 2013 and
Regulation 24A of the Listing Regulations, the Secretarial Audit Report for the Financial
year ended March 31, 2023 issued by CS Sunil M. Dedhia (COP No. 2031), of Sunil M. Dedhia
& Co., Company Secretary in Practice and the Secretarial Auditor of the Company is
annexed as Annexure-C1 and forms an integral part of this Report. During the year
under review, the Secretarial Auditor had not reported any fraud under Section 143(12) of
the Act.
There is no qualification, reservation or adverse remark or disclaimer
made by the Auditor in their report. As regards the observations of the Secretarial
Auditor in their Report, the same is self-explanatory and need no further clarifications.
INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY
Your Company has clearly laid down policies, guidelines and procedures
that form part of internal control systems, which provide for automatic checks and
balances. Your Company has maintained a proper and adequate system of internal
requestedtoappoint controls. The Company has appointed Shri Raman S. Shah
& Associates, Chartered Accountants as an Internal Auditor who
periodically audits the adequacy and effectiveness of remarks the internal controls laid
down by the Management and suggests improvements. This ensures that all Assets are
safeguarded and protected against loss from unauthorised use or disposition and that the
transactions are authorised, recorded and reported diligently. Your Companys
internal control systems commensurate with the nature and size of its business operations.
Internal Financial Controls are evaluated and Internal Auditors Reports are
regularly reviewed by the Audit Committee of the Board.
Statutory Auditors Report on Internal Financial Controls as required
under Clause (i) of sub-section 3 of Section 143 of the Companies Act, 2013 is annexed
with the Independent
Auditors Report. material orders passed
SECRETARIAL STANDARDS COMPLIANCE
During the year under review, the Company has complied with all the
applicable Secretarial Standards issued by the
Institute of Company Secretaries of India and approved by the Central
Government pursuant to Section 118 of the Companies Act, 2013.
DISCLOSURE UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION,
PROHIBITION AND REDRESSAL) ACT, 2013
Your Company is fully committed to uphold and maintain the dignity of
every woman working with the Company. The Company has Zero tolerance towards any action on
the part of any one which may fall under the ambit of ‘Sexual Harassment at
workplace. The Policy framed by the Company in this regard provides for protection
against sexual harassment of women at workplace and for prevention and redressal of such
complaints. The Company has complied with the provisions relating to the constitution of
Internal Complaints Committee ("ICC") under the Sexual Harassment of Women at
Workplace
(Prevention, Prohibition and Redressal) Act, 2013. ICC have been set up
to redress complaints received regarding sexual harassment.
The status of the Complaints during the FY 2022-23 is as follows:
Particulars |
No. of Complaints |
Number of Complaints pending
as on beginning of the Financial Year |
0 |
Number of Complaints filedand
resolved during the Financial Year |
0 |
Number of Complaints pending
as on the end of the Financial Year |
0 |
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS AND OUTGO
Particulars relating to conservation of energy, technology absorption,
foreign exchange earnings and outgo required under Section 134(3)(m) of the Companies Act,
2013, read with Rule 8(3) of the Companies (Accounts) Rules, 2014, as amended from time to
time, are provided in Annexure–D to this report.
SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS, COURTS OR
TRIBUNALS
There were no significant
Regulators/Courts/Tribunals which would impact the going concern status
of the Company and its future operations.
DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE
INSOLVENCY AND BANKRUPTCY CODE, 2016 DURING THE FINANCIAL YEAR ALONG WITH THEIR STATUS AS
AT THE END OF THE FINANCIAL YEAR
During the Financial Year 2022-23, there was no application made and
proceeding initiated / pending by any Financial and/or Operational Creditors against your
Company under the Insolvency and Bankruptcy Code, 2016 ("the Code").
Further, there is no application or proceeding pending against your
Company under the Code.
DETAILS OF DIFFERENCE BETWEEN THE AMOUNT OF VALUATION AT THE TIME OF
ONE TIME SETTLEMENT AND THE VALUATION DONE AT THE TIME OF TAKING A LOAN FROM THE BANKS OR
FINANCIAL INSTITUTIONS ALONG WITH THE REASONS THEREOF
During the Financial Year 2022-23, the Company has not made any
settlement with its bankers for any loan/facility availed or/and still in existence.
ACKNOWLEDGEMENT
The Board of Directors places on record its sincere appreciation for
the dedicated services rendered by the employees of the Company at all levels and the
constructive cooperation extended by them. Your Directors would like to express their
grateful appreciation for the assistance and support by all Shareholders, Government
Authorities,
Auditors, Financial Institutions, Customers, Employees,
Suppliers, other business associates and various other stakeholders.
|
For and on behalf of the Board |
|
Sd/- |
|
Prakash M. Patil |
| Place: Mumbai |
Chairman, Managing Director & CEO |
| Date: April 29, 2023 |
DIN: 00005618 |
+91-9892691696
