For the financial year ended March 31, 2025
[Pursuant to section 204(1) of the Companies Act, 2013 and Rule No. 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014]
To, The Members, APAR Industries Limited, 301, Panorama Complex, R. C. Dutt Road, Vadodara-390007, Gujarat, India
We have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate practices adopted by APAR Industries Limited having Corporate Identification Number (CIN):
L91110GJ1989PLC012802 (hereinafter called the Company). Secretarial Audit was conducted in a manner that provided us a reasonable basis for evaluating the corporate conducts/ statutory compliances and expressing our opinion thereon.
Based on our verification of the Companys books, papers, minute books, forms and returns filed and other records maintained by the Company and also the information provided by the Company, its officers, agents and authorised representatives during the conduct of secretarial audit, we hereby report that in our opinion, the Company has, during the audit period covering the financial year ended March 31, 2025, complied with the statutory provisions listed hereunder and also that the Company has proper Board processes and compliance mechanism in place to the extent, in the manner and subject to the reporting made hereinafter:
We have examined the books, papers, minute books, forms and returns filed and other records maintained by the Company for the financial year ended March 31, 2025 according to the provisions of:
(i) The Companies Act, 2013 (the Act) and the rules made there under;
(ii) The Securities Contracts (Regulation) Act, 1956 (SCRA) and the rules made thereunder;
(iii) The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder;
(iv) The Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder to the extent of Foreign Direct Investment (FDI), Overseas Direct
Investment (ODI) and External Commercial Borrowings (ECB);
(v) The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 (SEBI Act): a) The Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015, as amended from time to time; b) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements)
Regulations, 2018; c) The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers)
Regulations, 2011; d) The Securities and Exchange Board of India (Buyback of Securities) Regulations, 2018; - Not Applicable during the audit period e) The Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity)
Regulations, 2021; f) The Securities and Exchange Board of India (Issue and
Listing of Non-Convertible Securities) Regulations, 2021; - Not Applicable during the audit period g) The Securities and Exchange Board of India
(Delisting of Equity Shares) Regulations, 2021; - Not
Applicable during the audit period h) The Securities and Exchange Board of India
(Prohibition of Insider Trading) Regulations, 2015; i) The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents)
Regulations, 1993 regarding the Companies Act and dealing with client; j) The Securities and Exchange Board of India
(Depositories and Participants) Regulations, 1996/2018;
(vi) Other Applicable Laws:
(i) The Lubricating Oils and Greases (Processing, Supply & Distribution Regulation) Order, 1987.
We have also examined compliance with the applicable clauses of the following: (i) Secretarial Standards under the provisions of the
Companies Act, 2013 and issued by the Institute of
Company Secretaries of India (ICSI).
(ii) The Listing Agreements entered into by the Company with National Stock Exchange of India Limited (NSEIL) and BSE
Limited (BSE), respectively.
During the period under review, the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards, etc. as mentioned herein above.
We further report that the Board of Directors of the Company is duly constituted with proper balance of Executive Directors,
Non-Executive Directors and Independent Directors. The changes in the composition of the Board of Directors that took place during the period under review were carried out in compliance with the provisions of the Act.
Adequate notice is given to all directors to schedule the Board
Meetings, agenda and detailed notes on agenda were sent at least seven days in advance, and a system exists for seeking and obtaining further information and clarifications on the agenda items before the meeting and for meaningful participation at the meeting.
All decisions at Board Meetings and Committee Meetings are carried out unanimously as recorded in the minutes of the meetings of the Board of Directors or Committees of the Board, as the case may be.
We further report that: there are adequate systems and processes in the Company commensurate with the size and operations of the Company to monitor and ensure compliance with Labour Laws,
Environmental Laws and other applicable laws, rules, regulations and guidelines.
During the audit period, the Company has undertaken following events/actions having a major bearing on the Companys affairs in pursuance of the above referred laws, acts, rules, regulations, circulars, notifications, directions, guidelines, standards, etc. referred to above:
1. On January 18, 2025, the members approved the following agenda items through postal ballot notice: (a) Approval for termination of APAR Industries Limited
Stock Option Plan 2007.;
(b) Approval of APAR Industries Limited - Employees Stock Appreciation Rights Plan 2024.;
(c) Approval for grant of Employee Stock Appreciation Rights to the employees of the subsidiary company(ies) of the company under APAR Industries
Limited - Employees Stock Appreciation Rights Plan
2024.; and
(d) Alteration to the object clause of the Memorandum of Association of the Company by inserting new object clause no. A (6) after clause no. A (5).
2. On March 08, 2025, the members approved the following agenda item through postal ballot notice: (a) Approval for payment of remuneration to Mr. Yuvraj
C. Mehra, a related party holding office or place of profit.
Note: This Report is to be read with our Letter of even date which is annexed and forming an integral part of this report.
For H. M. Mehta & Associates | |
Company Secretaries | |
Sd/- | |
HemangMehta | |
Proprietor | |
FCSNo.:4965 | |
No 2554 P.C. : | |
Date: 14.05.2025 |
Peer Review No.: 1184/2021 |
Place: Vadodara |
UDIN: F004965G000340377 |
To,
The Members,
APAR Industries Limited,
301, Panorama Complex,
R. C. Dutt Road,
Vadodara-390007,
Gujarat, India.
Our Secretarial Audit Report of even date is to be read along with this letter.
1. Maintenance of secretarial record is the responsibility of the management of the Company. Our responsibility is to express an opinion on these secretarial records based on our audit.
2. We have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the correctness of the contents of the secretarial records. The verification was done on the random test basis to ensure that correct facts are reflected in secretarial records. We believe that the processes and practices, we followed provide a reasonable basis for our opinion.
3. We have not verified the correctness and appropriateness of financial records and Books of Accounts of the Company since the same have been subject to review by the Statutory Auditors and other designated professionals.
4. Wherever required, we have obtained the Management representation about the compliance of laws, rules and regulations and happening of events etc.
5. The compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards is the responsibility of management. Our examination was limited to the verification of procedures on random test basis.
6. The Secretarial Audit report is neither an assurance as to the future viability of the company nor of the efficiency or effectiveness with which the management has conducted the affairs of the Company.
For H. M. Mehta & Associates | |
Company Secretaries | |
Sd/- | |
HemangMehta | |
Proprietor | |
FCSNo.:4965 | |
No 2554 P.C. : | |
Date: 14.05.2025 |
Peer Review No.: 1184/2021 |
Place: Vadodara |
UDIN: F004965G000340377 |
#SAREnd#
#CSRStart#
1. BRIEF OUTLINE ON THE CSR POLICY OF THE COMPANY:
The Company has framed the CSR Policy in terms of the provisions of Section 135(1) of the Companies Act, 2013 (The Act). During the financial year, the existing Corporate Social Responsibility Committee (CSR Committee) of Directors of the Company was renamed as Corporate Social Responsibility and Sustainability (CSR & S) Committee w.e.f. May 14, 2024 and re-constituted w.e.f. May 29, 2024.
The CSR activities of the Company mainly aims at Principle of Trusteeship, by serving the community through programmes and projects having focus on -
1. Healthcare and upliftment of weaker sections of society
2. Promoting Education and health care including preventive health care (Medical)
3. Environmental Sustainability and Rural Development
4. Welfare of underprivileged and destitute children, especially girl children
5. Empowerment of physically/mentally challenged and underprivileged children, and adults and providing free education
6. Empowering women socially & economically
7. Protection of national heritage, for the socio-economic development of a country
8. Skill development and training of students belonging to backward/Tribal/SC/ST communities
9. Animal Welfare activity
The CSR activities of the Company are aligned with the activities specified in Schedule VII of the Act.
2. COMPOSITION OF CSR COMMITTEE:
Sl. No. |
Name of Director | Designation/Nature of Directorship | Number of meetings of CSR Committee held during the year | Number of meetings of CSR Committee attended during the year |
1. |
Mr. Kushal N. Desai | Chairman & Managing Director and Chief Executive Officer (CEO) | 4 | 4 |
2. | Mr. Chaitanya N. Desai | Managing Director | 4 | 4 |
3. | Smt. Nina Kapasi(*) | Independent Director (Non-Executive) | 4 | 1 |
4. | Smt. Nirupa K. Bhatt(**) | Independent Director (Non-Executive) | 4 | 3 |
(*)Smt. Nina Kapasi, ceased to be a Director on the Board of the Company effective May 29, 2024 due to completion of her second and final term as an
Independent Director (Non-Executive).
(**)Smt. Nirupa K. Bhatt has been inducted as Member of the CSR&S Committee w.e.f. May 29, 2024.
3. PROVIDE THE WEB-LINK WHERE COMPOSITION OF CSR COMMITTEE, CSR POLICY AND CSR PROJECTS APPROVED BY THE BOARD ARE DISCLOSED ON THE WEBSITE OF
4. PROVIDE THE EXECUTIVE SUMMARY ALONG WITH WEB-LINK(S) OF IMPACT ASSESSMENT OF CSR PROJECTS CARRIED OUT IN PURSUANCE OF SUB-RULE (3) OF RULE 8, IF APPLICABLE.
Not Applicable
5. (a) Average net profit of the company as per sub-section (5) of section 135.
RS7,51,06,07,980/-
(b) Two percent of average net profit of the company as per sub-section (5) of section 135.
RS15,02,12,160/-
(c) Surplus arising out of the CSR projects or programmes or activities of the previous financial years.
RS Nil
(d) Amount required to be set off for the financial year, if any.
RS Nil.
(e) Total CSR obligation for the financial year [(b)+(c)-(d)].
RS15,02,12,160/-
6. (a) Amount spent on CSR Projects (both Ongoing Project and other than Ongoing Project).
RS15,03,91,444/-
(b) Amount spent in Administrative Overheads.
- Nil/Not Applicable
(c) Amount spent on Impact Assessment, if applicable.
- Not Applicable
(d) Total amount spent for the Financial Year [(a)+(b)+(c)].
RS15,03,91,444/-
(e) CSR amount spent or unspent for the Financial Year:
Total Amount Spent |
Amount Unspent (in RS) |
||||
for the Financial Year (in RS) |
Total Amount transferred to Unspent CSR Account as per sub-section (6) of section 135. |
Amount transferred to any fund specified under Schedule VII as per second proviso to sub- section (5) of section 135. |
|||
Amount | Date of transfer | Name of the Fund | Amount | Date of transfer | |
14,64,04,652/- | 39,86,792/- | April 17,2025 | N. A. | Nil | N. A. -- |
(f) Excess amount for set-off, if any. |
|
Sr. Particular No. |
Amount (in RS) |
(1) (2) | (3) |
(i) Two percent of average net profit of the Company as per sub-section (5) of | 15,02,12,160 |
section 135 | |
(ii) Total amount spent for the financial Year | 15,03,91,444(*) |
(iii) Excess amount spent for the financial year [(ii)-(i)] | 1,79,284 |
(iv) Surplus arising out of the CSR projects or programmes or activities of the | 1,75,260 |
previous financial years, if any | |
(v) Amount available for set-off in succeeding financial years [(iii) (iv)] | Nil |
*Note: RS0.40 Cr. transferred to Unspent CSR Account.
7. DETAILS OF UNSPENT CORPORATE SOCIAL RESPONSIBILITY AMOUNT FOR THE
PRECEDING THREE FINANCIAL YEARS:
1 |
2 | 3 | 4 | 5 | 6 |
7 | 8 | ||
Sr. No. |
Preceding Financial Year (s) | Amount transferred to Unspent CSR Account under sub- section (6) of section | Balance Amount in Unspent CSR Account under sub- section (6) of section 135 (in RS) | Amount spent in the Financial Year (in RS) | Amount transferred to a Fund as specified under Schedule VII as per second proviso to sub- section (5) of section 135, if any |
Amount remaining to be spent in succeeding Financial Years (in RS) | Deficiency, if any | ||
135 (in RS) | Amount (in RS) | Date of transfer |
|||||||
1 |
2023-24 (FY-1) | 5,61,520 | Nil | 5,61,520 | NIL/ |
NA | NIL | NA | |
2 | FY-2 | ||||||||
3 | FY-3 |
8. WHETHER ANY CAPITAL ASSETS HAVE BEEN CREATED OR ACQUIRED THROUGH
CORPORATE SOCIAL RESPONSIBILITY AMOUNT SPENT IN THE FINANCIAL YEAR:
Furnish the details relating to such asset(s) so created or acquired through Corporate Social Responsibility amount spent in the Financial Year:
Sl. No. (1) |
Short particular of the property or asset (s) [including complete address and location of the property] (2) | Pin code of the property or asset (s) (3) | Date of creation (4) | Amount of CSR amount spent (5) | (6) beneficiary of the registered owner |
||
CSR | Name | Registered | |||||
Registration Number, if applicable | address | ||||||
Not Applicable |
(All the fields should be captured as appearing in the revenue record, flat no, house no, Municipal Office/Municipal Corporation/Gram panchayat are to be specified and also the area of the immovable property as well as boundaries)
9. SPECIFY THE REASON(S), IF THE COMPANY HAS FAILED TO SPEND TWO PER CENT OF THE AVERAGE NET PROFIT AS PER SUB-SECTION (5) OF SECTION 135:
Not Applicable.
Sd/- | Sd/- |
(Kushal N. Desai) |
(Chaitanya N. Desai) |
Managing Director & CEO | Managing Director |
Chairman CSR&S Committee | DIN: 00008091 |
DIN: 00008084 | |
Mumbai, May 14, 2025 |
#CSREnd#
#CGStart#
1. COMPANYS PHILOSOPHY ON CORPORATE GOVERNANCE
APAR Industries Limited (the Company) believes in conducting its affairs in fair, transparent and professional manner and maintaining good ethical standards in its dealings with all its constituents.
The driving force behind the Companys management is
Tomorrows solutions today and backed by A culture of High - Tech Practices and Quality. APARs quality policy for ISO- 9001 is To satisfy customer needs and retain leadership by manufacturing and supplying quality products and services through continuous improvement by motivated employees.
The Company is committed to follow good Corporate Governance practices, which include having professional Directors on the Board, adopting pragmatic policies, effective systems and procedures and subjecting business processes to audits and checks, compliant with the required standards.
The policies and actions of the Company are in line with the applicable guidelines on Corporate Governance with an endeavour to enhance value for shareholders.
A Report on compliance with the principles of Corporate
Governance as prescribed by The Securities and
Exchange Board of India (SEBI) in Chapter IV read with Schedule V of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 (hereinafter referred to as Listing Regulations/the LODR) as amended till date, is given below.
2. BOARD OF DIRECTORS
(a) Composition and size of the Board
The Board of Directors is the apex body constituted by the Shareholders for overseeing the overall functioning of the Company. The Board provides and evaluates the strategic direction of the Company, management policies and their effectiveness and ensures that the long-term interests of the shareholders are being served.
The Board of Directors of the Company currently comprises of Six Directors who are eminent individuals with excellent qualifications, professional expertise and extensive experience and they have made outstanding contributions to the industry.
The Board has an optimum combination of
Independent, Woman Director, Executive as well as
Non-Executive Directors that is in conformity with the provisions of Regulation 17 of the Listing Regulations.
The Board of Directors has not less than 50% Non-
Executive Directors throughout the year under review. As on date of this Report, the Board of Directors comprises of 6 (Six) Directors, including 3
(Three) Independent Directors (Non-Executive). The Chairman of the Company is an Executive Director.
None of the Directors on the Board is a member of more than 10 Committees or a Chairperson of more than 5 Committees as specified in Regulation 26 (1) of the Listing Regulations, across all the Indian Listed Entities in which he/she is a Director. As on date of this report, the Company has one Independent
Woman Director (Non-Executive) pursuant to the provisions of Section 149 of the Companies Act, 2013 (the Act) read with Rule 3 of The Companies (Appointment and Qualification of Directors) Rules, 2014 and Regulation 17(1)(a) of Listing Regulations.
The necessary disclosure regarding the committee position has been made by the Directors, and are given herein below:
Composition of the Board and Directorship held as on report date:
Name of Directors |
Category | No. of Directorships | No. of other Board Committees** |
Qualifications/Expertise/Skills/ Competences | |
in other public Companies*/ Name of the Company and category of directorship held in such other entity | Member | Chairman/ Chairperson | |||
Mr. Kushal N. Desai |
Chairman and Managing Director (Executive) and Promoter | -- | -- | -- | Qualification: Bachelor of Science in Engineering (Electrical Engineering) from Moore School of Electrical Engineering, USA and Bachelor of Science in Economics from the Wharton Business School, both of which are part of University of Pennsylvania, USA. |
Expertise: Business & Strategic Management and Engineering. | |||||
Mr. Chaitanya N. Desai |
Managing Director (Executive) and Promoter | -- | -- | -- | Qualification: Bachelor of Science in Engineering (Chemical Engineering) from University of Pennsylvania, USA and a Bachelor of Science in Economics from the Wharton Business School, University of Pennsylvania, USA. |
Expertise: Business & Strategic Management and Engineering. | |||||
Mr. Rajesh Sehgal |
Independent Director (Non- Executive) | -- | -- | -- | Qualification: Chartered Financial Analyst, Master of Business Administration in Business Management with specialisation in Finance and Marketing, XLRI (India) and Bachelor of Science with specialisation in Physics, Mumbai University. |
Expertise: Finance, Investment and Business Management. | |||||
Mr. Rishabh K. Desai$ |
Non-Executive & Non-Independent Director and Promoter | -- | -- | -- | Qualification: Bachelor of Science in Business Management & Entrepreneurship from Babson College, USA. |
Expertise: Business Management, Finance and Strategic Management. | |||||
Mr. Kaushal J. Sampat |
Independent Director (Non- Executive) | 1 Kusumgar Limited (Additional Director) | -- | 1# | Qualification: Master of Business Administration (MBA) from Bowling Green State University, Ohio, USA, Diploma in Business Management from Narsee Monjee Institute of Management Studies (NMIMS), Mumbai, India and Graduated in Commerce from University of Bombay. |
Expertise: General Management, Sales, Marketing and Operations, International Business Development, Risk Management, Data and Analytics. |
Name of Directors |
Category | No. of Directorships in other public Companies*/ Name of the Company and category of directorship held in such other entity | No. of other Board Committees** Member | Qualifications/Expertise/Skills/ Competences Chairman/ Chairperson |
Smt. Nirupa K. | Independent Director 2# | 1# | -- | Qualification: Bachelor of Science in |
Bhatt | (Non-Executive) | 1. RBZ Jewellers Limited | Chemistry and Physics from University of Bombay, Mumbai, India. | |
(Independent Director) | Expertise: One of the few Gem & Jewellery Industry Experts from mining/ |
|||
2. Alta Laboratories Limited (Director) | Manufacturing/jewellery making/grading/ marketing. She has a track record of successfully establishing & managing organisations with strong focus on ethics, cost management, strategising, marketing, collaborating with stakeholders across global locations. She has received recognitions and awards from Diamond Industry presented by The Gem & Jewellery Export Promotion Council, Ministry of Commerce, Govt. of India & Excellence Award for Services to the Industry presented by the Womens Jewellery Association. |
Notes:
No Director is related to any other Director on the Board in terms of the definition of Relative given under Section 2(77) of the Act, read with Rule 4 of the Companies (Specification of definitions details) Rules, 2014 except Mr. Kushal N. Desai and Mr. Chaitanya N. Desai who are brothers and Mr. Rishabh K. Desai who is the son of Mr. Kushal N. Desai and Nephew of Mr. Chaitanya N. Desai.
*The Directorships held by Directors as mentioned above do not include Directorships of foreign companies, Companies under Section 8 of the Act, and private limited companies.
**Includes only Audit Committee and Share Transfer and Shareholders Grievance-cum-Stakeholders Relationship Committee of public limited companies as on March 31, 2025.
#
Smt. Nirupa Bhatt is member of Audit Committee in Alta Laboratories Limited. Smt. Nirupa Bhatt has ceased to be an Independent Director and Chairman of the Nomination and Remuneration Committee and member of the Independent Director Committee of RBZ Jewellers Limited, a Listed Company w.e.f. close of business hours of March 31, 2025. Mr. Kaushal J. Sampat is appointed as Chairman of Audit Committee in Kusumgar Limited.$The Board of Directors of the Company, basis the recommendation of Nomination and Compensation-Cum-Remuneration Committee (NCRC) at its meeting dated May 14, 2025 and other approvals, appointed Mr. Rishabh Kushal Desai (DIN: 08444660) Non-Independent Director (Non-Executive) as a Whole- Time Director of the Company for a period of 5 years w.e.f. September 1, 2025, subject to approval of Shareholders, Central Government and such other approvals as may be required.
During the Financial Year under review, Smt. Nina Kapasi ceased to be Independent Director (Non-Executive) of the Company w.e.f. May 29, 2024 due to completion of her, second and final tenure.
(b) List of core skills/expertise/competencies identified by the Board of Directors as required in the context of its business and sectors and as actually available with the Board:
1. Qualification and Knowledge Understand companys businesses, strategies, policies, values, and culture including its risks, strength, opportunities and threats commensurate with the qualification they possess.
2. Skills Technical, leadership and professional skills and expertise to frame strategies and to provide advice and guidance in implementation of Companys various ongoing projects, objectives and strategies.
(c) Board Meeting Procedure
The Board periodically reviews the agenda items required to be placed before it as per Part A of Schedule II (Regulation 17 (7) of Listing Regulations) and in particular, reviews and approves quarterly/half-yearly unaudited financial statements and the audited financial statements, corporate strategies, business plans, annual budgets, projects and capital expenditure.
It monitors overall operating performance and reviews such other items that require Boards attention. It directs and guides the activities of the Management towards the set goals and seeks accountability. It also sets standards of corporate behaviour, ensures transparency in corporate dealings and compliance with laws and regulations.
The agenda papers, containing detailed notes on various agenda items and other information, which would enable the Board to discharge its responsibility effectively, are circulated in advance to the directors. The agenda for the Board Meeting covers items set out as specified in Regulation 17 of the Listing Regulations; to the extent, they are relevant and applicable. All agenda items are supported by relevant information, documents, and presentations to enable the Board to take informed decisions.
(d) Number of Board meetings and the attendance of Directors during the Financial Year 2024-25.
The Board of Directors meets at least four times in a year and more often, if considered necessary, with not more than 120 days gap between any two meetings, to review the Companys performance and financial results amongst other agendas. During the Financial Year 2024-25, Four Board Meetings were held respectively on May 14, 2024, July 30, 2024, October 29, 2024 and January 28, 2025. All the Meetings were held through Video Conferencing as permitted by the law. The last Annual General Meeting (AGM) i.e. 35th AGM was held on August 27, 2024 at 2:30 P.M. (IST) through Video
Conferencing (VC).
The members of the Board have passed the Circular Resolutions on April 29, 2024, May 30, 2024, July 02, 2024, November 18, 2024 and February 27, 2025.
Attendance record of each of the Directors at the Board Meetings during the Financial Year 2024-25 and at the last AGM are given below:
Name of Directors |
No. of Shares held in the Company | No. of Board meetings held during the tenure of the Directors | No. of Board meetings attended | Attendance at last AGM |
Mr. Kushal N. Desai (KND) | 9,119,684 | 4 | 4 | Yes |
Mr. Chaitanya N. Desai (CND) | 9,119,684 | 4 | 4 | Yes |
Mr. Rishabh K. Desai (RKD) | 65,778 | 4 | 4 | Yes |
Smt. Nirupa K. Bhatt (NKB) | -- | 4 | 4 | Yes |
Mr. Rajesh Sehgal (RS) | 4,000 | 4 | 3 | Yes |
Smt. Nina Kapasi (NK)* | 1,000 | 1 | 1 | NA* |
Mr. Kaushal J. Sampat (KJS) | -- | 4 | 4 | Yes |
*Smt. Nina Kapasi ceased to be Independent Director (Non-Executive) of the Company w.e.f. May 29, 2024, due to completion of her second and final tenure.
(e) Profile of Directors seeking Appointment/Re-appointment
Mr. Rishabh K. Desai is appointed as Whole-Time Director for a period of 5 consecutive years (liable to retire by rotation) w.e.f. September 1, 2025 subject to approval of members of the Company at the ensuing AGM and Central Government. Mr. Kushal N. Desai retires at the ensuing AGM and being eligible offers himself for Re-appointment.
The Resolution for Appointment and Re-appointment of Directors along with their profile as required under Regulation 36(3) of the Listing Regulations has been appropriately included in the Notice of AGM forming part of this Annual Report.
(f) Details of the Members of various committees, meetings, and held and attended by the Members.
Audit Committee (AC)@ |
Nomination and Compensation- Cum-Remuneration Committee (NCRC)@ |
Share Transfer & Shareholders Grievance-Cum-Stakeholders Relationship Committee (STC) |
Corporate Social Responsibility & Sustainability Committee (CSR & S)@ |
||||||||
Members of the Committee |
No. of meetings held during the tenure of the member | No. of Meetings attended | Members of the Committee | No. of meetings held during the tenure of the member | No. of Meetings attended | Members of the Committee | No. of meetings held during the tenure of the member | No. of Meetings attended | Members of the Committee | No. of meetings held during the tenure of the member | No. of Meetings attended |
NK* | 1 | 1 | RS** | 3 | 3 | RS** | 4 | 3 | KND** | 4 | 4 |
RS*** | 5 | 5 | NK* | 1 | 1 | KND | 4 | 4 | CND | 4 | 4 |
KND | 5 | 5 | KJS | 3 | 3 | CND | 4 | 4 | NK* | 1 | 1 |
KJS | 5 | 5 | NKB | 2 | 2 | -- | -- | -- | NKB | 3 | 3 |
NKB | 4 | 4 | -- | -- | -- | -- | -- | -- | -- | -- | -- |
Members of the Committee |
Risk Management Committee (RMC)@ No. of meetings held during the tenure of the member | No. of Meetings attended |
KND** | 4 | 4 |
CND | 4 | 4 |
NKB | 3 | 3 |
NK* | 1 | 1 |
RS | 4 | 3 |
KJS | 4 | 4 |
Mr. Ramesh S. Iyer (Chief Financial Officer)# | 4 | 4 |
Mr. V. C. Diwadkar (Financial Advisor)# | 1^ | 1^ |
Mr. V. K. Lele (Sr. Vice President Finance)# | 4 | 4 |
Mr. Samir Mehta (Sr. Vice President Commercial)# | 1^ | 1^ |
*Smt. Nina Kapasi ceased to be a member of the Committees and Chairperson of Audit Committee w.e.f. the closure of business hours on May 29, 2024, due to completion of her second and final tenure as an Independent Director.
**
Chairperson of the Committee.***Mr. Rajesh Sehgal Appointed as Chairman of the Audit Committee w.e.f. May 30, 2024.
#
Other Committee Members from the Management.^Mr. V. C. Diwadkar, Financial Advisor and Mr. Samir Mehta, Sr. Vice President Commercial ceased to be a member of Risk Management Committee w.e.f. the closure of business hours on May 29, 2024. Mr. V. C. Diwadkar, Financial Advisor, is a permanent invitee to all RMC Meetings. @Smt. Nirupa K. Bhatt has been inducted as a member of the Committees w.e.f. May 29, 2024.
g) Familiarisation Programme of Independent Directors and Meeting of Independent Directors:
The Company has familiarised the Independent Directors about their roles, rights, responsibilities in the Company, nature of the industry in which the Company operates, business model of the Company and other relevant information by way of providing updates at the Meetings of Board and Committees and such other programmes. The details of such programmes are put up on the website of the Company at the link: https://apar.com/wp-content/uploads/2022/09/Familiarisation_Programmes_for_Independent_Directors.pdf In accordance with the provisions of Regulation 25 of the Listing Regulations, during the year under review, Independent Directors met through Video Conferencing (VC) on February 21, 2025, inter alia, to
(a) review the performance of Non-Independent Directors and the Board as a whole;
(b) review the performance of the Chairman of the company, taking into account the views of Executive Directors and Non-Executive Directors;
(c) assess 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.
All the Independent Directors of the Company attended the said Meeting. Further, there was separate meeting of Statutory
Auditors of the Company with the Independent Directors to apprise them of their Audit plan and procedures in terms of Standard of Auditing.
The Board of Directors of your Company confirms that the Independent Directors fulfil the conditions specified in the Listing Regulations and are independent of the management.
3. AUDIT COMMITTEE
The Company has constituted an Audit Committee of Directors in accordance with the requirements of Section 177 of the Companies Act, 2013 and Regulation 18 of the Listing
Regulations. The Board of Directors of the Company have approved and revised from time to time, terms of reference for the Audit Committee as per Section 177(4) of the Companies Act, 2013 and Listing Regulations.
(a) Composition and attendance during the
Financial Year 2024-25:
- All the members on the Audit Committee have the requisite qualification for appointment on the Committee and possess sound knowledge of finance, accounting practices and internal controls.
- During the Financial Year 2024-25, five Audit
Committee Meetings were held respectively on
May 14, 2024, July 30, 2024, October 29, 2024, January 28, 2025 & February 24, 2025. All the
Meetings were held through Video Conferencing as permitted by the law.
The Members of Audit Committee have passed the Circular Resolutions on April 29, 2024 and May 31, 2024.
- The Audit Committee includes three Independent Directors.
- Details of the constitution of the Audit Committee and attendance of the members at the meetings held during the Financial Year 2024-25 is given in Para 2(f) above.
- The Chief Financial Officer, the representatives of Statutory Auditors and Internal Auditors are permanent invitees to the meetings and had attended
& participated all the Audit Committee Meetings and presented their respective report.
- Mr. Sanjaya Kunder, Company Secretary is the
Secretary to the Committee.
- The Chairman of the Audit Committee, Mr. Rajesh Sehgal was present at the 35th Annual General Meeting of the Company held on August 27, 2024 through Video Conferencing (VC).
(b) Terms of Reference:
The Audit Committee acts as the link between the Statutory and the Internal Auditors and the Board of Directors. Internal Auditors present their quarterly reports to the Audit Committee.
The broad terms of reference covering the matters specified for Audit Committee under Regulation 18 read with Part C of Schedule II to the Listing Regulations, as amended from time to time and Section 177 of the Act, which are mainly, amongst others, as follows: (i) recommendation for appointment, remuneration and terms of appointment of auditors of the company; (ii) review and monitor the Auditors independence and performance and effectiveness of audit process; (iii) review of the financial statements and the Auditors report thereon; (iv) approval or any subsequent modification of transactions of the company with related parties; (v) scrutiny of inter-corporate loans and investments;
(vi) valuation of undertakings or assets of the company, wherever it is necessary; (vii) evaluation of internal financial controls and risk management systems;
(viii) reviewing, with the management, the statement of uses/application of funds raised through an issue public issue, rights issue, preferential issue, etc., and the report submitted by the monitoring agency, monitoring the utilisation of proceeds of a public issue or rights issue or preferential issue or qualified institutions placement; (ix) discussion with internal auditors of any significant findings and follow up thereon; (x) discussion with statutory auditors before the audit commences, about the nature and scope of audit as well as post-audit discussion to ascertain any area of concern; (xi) to review the functioning of the Whistle-Blower mechanism;
(xii) approval of appointment of chief financial officer after assessing the qualifications, experience & background, etc.
(xiii) reviewing quarterly statement of deviation(s) including report of monitoring agency, submitted to stock exchange(s) in terms of Regulation 32;
(xiv) carrying out any other function as is mentioned in the terms of reference of the Audit Committee.
4. SHARE TRANSFER AND SHAREHOLDERS GRIEVANCE-CUM-STAKEHOLDERS
RELATIONSHIP COMMITTEE (STC)
Share Transfer and Shareholders Grievance-cum-Stakeholders
Relationship Committee has been constituted in accordance with the requirements of Section 178 of the Act and Regulation 20 of the Listing Regulations with the objective of overseeing the redressal of investors complaints pertaining to transfers/ transmission of shares, deletion of name, issue of duplicate share certificates, non-receipt of dividend/interest, dematerialisation (Demat) of shares, retrieval/retransfer of shares from IEPF authority and all other related matters concerning investors and to consider and resolve the grievances of Security-holders of the Company.
(a) Composition & attendance during the Financial
Year 2024-25:
During the Financial Year 2024-25, four STC meetings were held respectively on May 14, 2024, July 30, 2024, October 29, 2024 and January 28, 2025. All the Meetings were held through Video Conferencing as permitted by law.
Details of the constitution of the STC and attendance of the members at the meetings held during the Financial
Year 2024-25 is given in Para 2(f) above.
Mr. Rajesh Sehgal, Independent Director (Non-Executive) heads the Committee as Chairman and was present at the
35th Annual General Meeting of the Company held on August 27, 2024 through Video Conferencing (VC).
Mr. Sanjaya Kunder, Company Secretary is the
Compliance Officer pursuant to the requirements of the Listing Regulations.
(b) Share Transfer System:
In terms of amended provisions of Listing Regulations, the securities of the Company be transferred only in dematerialised form including transmission of securities. Shareholders holding shares in physical form are advised to avail the facility of dematerialisation, which has now become compulsory. Transfers of equity shares in electronic form are effected through the depositories with no involvement of the Company.
(c) The details of complaints received, resolved and pending during the Financial Year 2024-25 are given as under:
1. No. of Complaints pending as at April | 1* |
01, 2024 | |
2. No. of complaints received by the | 20** |
Company from SEBI (SCORES)/SMART | |
ODR PORTAL | |
3. No. of complaints received from BSE | 2 |
Limited (BSE). | |
4. No. of complaints received from National | Nil |
Stock Exchange of India Limited (NSE). | |
5. No. of complaints received by RTA of the | 6 |
Company from SEBI (SCORES) | |
6. No. of complaints resolved to the | 23** |
satisfaction of the Shareholders. | |
7. No. of complaints not solved to the | Nil** |
satisfaction of the Shareholders as at | |
March 31, 2025. | |
8. Complaints pending as at March 31, | 6 |
2025. |
*The Complaint that remained unresolved as on April 1, 2024 was redressed and disposed off on May 30, 2024.
** The Company received 20 complaints from SEBI SCORES portal. The
Company has provided satisfactory replies to each of the Complaints within reasonable and statutory timeline. The above referred 6 complaints which were pending as on March 31, 2025, were later redressed and disposed off.
There are no grievances of stakeholders remaining unattended/unresolved as every effort is made at all levels to immediately redress stakeholders grievances without delay.
Further, the Companys
(i) Conductor division received total 4 complaints and all 4 complaints were redressed and resolved. (ii) Cable division received total 113 customer complaints and all 113 complaints were redressed and resolved.
(iii) Oil Division received total 61 complaints and all 61 complaints were redressed and resolved.
5. CORPORATE SOCIAL RESPONSIBILITY &
SUSTAINABILITY (CSR&S) COMMITTEE* a. Composition & attendance during the Financial Year 2024-25
During the Financial Year 2024-25, four CSR&S Committee meetings were held respectively on May 14, 2024, July 30, 2024, October 29, 2024 and February 24, 2025. All the Meetings were held through Video Conferencing as permitted by law.
The members of CSR&S Committee have passed Circular
Resolution on May 30, 2024.
Details of the constitution of the CSR&S Committee and attendance of the members at the meetings held during the Financial Year 2024-25 is given in Para 2(f) above.
b. Terms of Reference:
Broad terms of reference of the CSR&S Committee, inter alia, are: (a) formulate and recommend to the Board, a CSR Policy, which shall include the activities to be undertaken by the Company as specified in Section 135 (3) and
Schedule VII of the Act;
(b) recommend the amount of expenditure to be incurred on the activities referred to in clause (a); (c) monitor the CSR Policy of the Company from time to time and
(d) formulate and recommend to the Board, an annual action plan in pursuance of its CSR policy.
*The Board of Directors at their meeting held on May 14, 2024, has re-constituted the Corporate Social Responsibility Committee as
Corporate Social Responsibility & Sustainability Committee and Terms of reference of this Committee is also extended to incorporate inter alia covering Environmental, Social and Governance (ESG) principles, review performance on Sustainability goals, targets and strategy and provide guidance to achieve the same.
6. NOMINATION AND COMPENSATION-CUM -REMUNERATION COMMITTEE (NCRC)
In compliance with Section 178 of the Act and Regulation 19 of the Listing Regulations, the Board has constituted Nomination and Compensation-cum-Remuneration Committee (NCRC).
(a) Composition and attendance during the
Financial Year 2024-25:
During the Financial Year 2024-25, three NCRC meetings were held respectively on May 14, 2024, October 29, 2024 and March 4, 2025. All the Meetings were held through Video Conferencing as permitted by law. The members of NCRC Committee have passed Circular
Resolution on July 2, 2024.
Details of the constitution of the NCRC and attendance of the members at the meetings held during the Financial
Year 2024-25 is given in Para 2(f) above.
(b) Terms of Reference:
The broad terms of reference of the NCRC include, over and above the administration and other related matters of the Employee Stock Appreciation Plan (ESAR 2024), the approval of remuneration, evaluation of balance of skills/ knowledge required for appointment of an Independent Director and other matters as set out under Part D (A) of the
Schedule II [Regulation 19 (4) of the Listing Regulations], as amended from time to time, which inter alia include:
(i) Identifying the persons who are qualified to become Directors and who may be appointed in senior management in accordance with the criteria laid down, recommend to the Board their appointment and removal and carrying out evaluation of every directors performance.
(ii) Formulating the criteria for determining qualifications, positive attributes and independence of a director and recommend to the Board, a policy, relating to the remuneration for the directors, key managerial personnel and other employees.
(c) Performance Evaluation:
Pursuant to Schedule IV and Section 134 (3)(p) of the Act and Part D (A) of the Schedule II (Regulation 19 (4) of the Listing Regulations), as amended from time to time,
Board has carried out the annual performance evaluation of Board, the Directors including Independent Directors, individually as well as the evaluation of the working of its committees.
A structured questionnaire was prepared, covering various aspects of the Boards functioning such as adequacy of the composition of the Board and its Committees, Board culture, execution and performance of specific duties, obligations, and governance.
The performance evaluation of the Independent Directors was carried out by the entire Board. The performance evaluation of the Chairman and the Non-Independent Directors was carried out by the Independent Directors. The Directors expressed their satisfaction with the evaluation process.
7. RISK MANAGEMENT COMMITTEE (RMC)
The Board has constituted a Risk Management Committee (RMC) comprising of five Directors; Mr. Kushal N. Desai
Chairman and Managing Director and CEO, Mr. Chaitanya N. Desai Managing Director, Mr. Rajesh Sehgal, Smt. Nirupa K.
Bhatt and Mr. Kaushal J. Sampat Independent Directors (Non-
Executive) and other Committee Members viz., Mr. Ramesh S. Iyer, Chief Financial Officer and Mr. Vinayak K. Lele, Sr. Vice
President (Finance) representing management of the Company.
Mr. V. C. Diwadkar, Financial Advisor is a permanent invitee to all RMC Meetings.
The Company has formulated Risk Management Policy identifying major risks impacting the business objectives of the Company. The Board of Directors have approved and periodically reviews the Risk Management Policy, in terms of the amended provisions of Regulation 21 read with Schedule II of Listing Regulations.
The Company has laid down the procedure to inform the Members of the Board about the risk assessment and minimisation procedures. These procedures are periodically placed and are reviewed by the Audit Committee and Board of Directors.
During the Financial Year 2024-25, four meetings of RMC were held respectively on May 14, 2024, July 30, 2024,
October 29, 2024 and January 28, 2025. The said Meetings were held through Video Conferencing as permitted by law. Details of the constitution of the RMC and attendance of the members at the meetings held during the Financial Year
2024-25 is given in Para 2(f) above.
COMMODITY PRICE RISK AND COMMODITY
HEDGING ACTIVITIES
1. In line with the Companys objective towards increasing stakeholders value, a risk management policy has been framed, which attempts to identify key events/risks impacting the business objectives of the Company and attempts to develop policies and strategies to ensure timely evaluation, reporting, monitoring, and mitigation plan of key business risks.
The Company is engaged in the business of manufacture and sale of conductors, speciality oils, cables and Polymers.
These businesses are faced with commodity price risks in respect of aluminium, copper, steel & base oils. In respect of aluminium and copper, price risk is managed by hedging on London Metal Exchange (LME), whereas steel and base oils are not hedgeable as there is no active market for the same. These risks are managed through other business means such as inventory, sales prices etc.
The information required in respect of SEBI circular no.
SEBI/HO/CFD/CMD1/CIR/P/2018/0000000141 dated November 15, 2018 is given below.
2. Exposure of the listed entity to commodity and commodity risks faced by the entity throughout the year: a. Total exposure of the listed entity to commodities in RS 12,705.08 crore b. Exposure of the listed entity to various commodities:
Commodity |
Exposure | Exposure | UOM | % of such exposure hedged through commodity |
||||
Name |
(RS In crore)#1 | (Quantity)#1 | Domestic Market |
derivatives International Market |
Total | |||
OTC | Exchange | OTC | Exchange | |||||
Aluminium (Al) | 6,235.89 | 2,62,025 | MT | 0% | 0% | 0% | 90% | 90% |
Copper (Cu) | 3,176.68 | 39,491 | MT | 0% | 0% | 0% | 70% | 70% |
Zinc (Zn) | 10.33 | 375 | MT | 0% | 0% | 0% | 92% | 92% |
Steel#2 | 284.56 | 19,221 | MT | 0% | 0% | 0% | 0% | 0% |
Oil#2 | 2,997.60 | 4,33,230 | KL | 0% | 0% | 0% | 0% | 0% |
Total |
12,705.08 | 7,54,343 |
#1 - Exposure is based on the total purchases of particular commodity during the reporting year
#2 - These commodities are not hedgeable.
Terms of Reference:
The broad terms of reference covering the matters specified for RMC under Regulation 21 read with Part D of Schedule II to the Listing Regulations, which are mainly, amongst others, as follows:
- Review & monitoring of Risk Management policy, risk management plan and risk management process from time to time;
- ensure that appropriate methodology, processes and systems are in place to monitor and evaluate risks associated with the business of the Company;
- monitor and oversee implementation of the risk management policy, including evaluating the adequacy of risk management systems;
- keep the board of directors informed about the nature and content of its discussions, recommendations and actions to be taken;
8. SENIOR MANAGEMENT OF THE COMPANY
The Senior Management of the Company comprises of following person(s):
1. Chief Executive Officer (CEO) - Cable Solutions,
2. Chief Executive Officer (CEO) -- Conductor & Telecommunications Businesses,
3. Senior President and Chief Technology Officer (CTO),
4. President Strategy & Project,
5. Chief Financial Officer (CFO) and
6. Company Secretary
Following were the changes in Senior Management of the Company during the year under review: I. Mr. Manish Agrawal was appointed as Chief Executive Officer (CEO) -- Conductor & Telecommunications
Businesses, Senior Management Personnel of the Company w.e.f. July 2, 2024.
II. Mr. Vijay Kumar Bajaj, Senior President Business Strategy and Innovation, who is a part of the Senior Management Person of the Company, has been elevated to the position of Senior President and Chief Technology Officer (CTO) as his role gets enlarged with effect from February 1, 2025.
9. REMUNERATION OF DIRECTORS
(a) Remuneration policy, terms, and criteria of appointment of Directors:
The NCRC has formulated a Remuneration and Board
Diversity Policy which, inter alia, deals with the manner of selection of Board of Directors and Key Managerial Personnel and Senior Management and their remuneration. The Policy lays down criteria for determining appointment and qualification, positive attributes and independence of
Director. The policy reflects the interests of the shareholders and the company, taking into consideration any specific matters, including the assignments, the responsibilities undertaken and also be competitive with the external market. The Company recognises the benefit of a Board that possesses the right balance of skills, knowledge, experience, expertise and diversity of perspective. The Senior Management includes the Chief Executive Officer (CEO) - Cable Solutions, Chief Executive Officer (CEO) -- Conductor & Telecommunications Businesses, Senior President and Chief Technology Officer (CTO), President Strategy & Project, Chief Financial Officer and Company
Secretary. The remuneration policy is directed towards rewarding performance, based on review of achievements on a periodical basis and is in consonance with the existing Industry practices.
(b) Remuneration paid to Executive Directors:
The break-up of remuneration paid/payable to the Managing Directors for the FY 2024-25 is as under:
Name of Directors |
Mr. K. N. | Mr. C. N. |
Desai | Desai | |
Designation |
Chairman & Managing Director | Managing Director |
Salary (RS) | 20,549,907 | 22,341,378 |
Commission (RS) | 109,072,174 | 109,072,174 |
Perquisites/Allowances | 707,663 | 446,151 |
(RS) | ||
Total (RS) | 130,329,744 | 131,859,703 |
Stock Option Granted | Nil | Nil |
(Nos.) | ||
Service Contract | Five years | Five years |
From | From | |
01.01.2023 to | 01.01.2023 | |
31.12.2027 | to | |
31.12.2027 | ||
Notice Period | 3 Months | 3 Months |
(c) Remuneration paid to Non-Executive Directors:
The Non-Executive Directors receive the sitting fees for attending the Board and Committee meetings, as the case may be.
Details of Remuneration paid to Independent & Non- Independent - Non-Executive Directors for attending the meetings of Board of Directors and Committees are given below:
Name of Directors |
Sitting Fees (Gross) (RS) | No. of Stock Options Granted |
Mr. Rajesh Sehgal | 7,25,000 | Nil |
Mr. Rishabh K. Desai | 3,00,000 | Nil |
Smt. Nina Kapasi* | 2,00,000 | Nil |
Mr. Kaushal J. Sampat | 7,50,000 | Nil |
Smt. Nirupa K. Bhatt | 7,25,000 | Nil |
*Up to 29.05.2024
(d) Pecuniary Relationship of Independent
Directors and Non-Executive Director with the
Company:
None of the Independent Directors and Non-Executive Director have any material pecuniary relationship or transactions with the Company, its Promoters, its management or its Subsidiaries and Associates, which, in the judgement of the Board, would affect the independence or judgement of Directors.
10. PREVENTION OF INSIDER TRADING
The Company has adopted a Code of Conduct for Prevention of Insider Trading with a view to regulate trading in securities by the Directors and designated persons of the Company which was reviewed by the Board from time to time and amended accordingly till date. The Code requires pre-clearance for dealing in the Companys shares and prohibits the purchase or sale of Companys shares by the Directors and the designated persons while in possession of Unpublished Price Sensitive Information (UPSI) in relation to the Company and during the period when the Trading Window is closed. The Company has also installed structural digital database. The Company has appointed M/s. MUFG Intime India Private Limited (formerly Link Intime India Private Limited), the Registrar & Share Transfer Agent of the Company, to monitor/facilitate compliance with the SEBI (Prohibition of Insider Trading) Regulations, 2015, as amended. Further in compliance with the SEBI Circular No. SEBI/HO/ISD/ ISD-PoD-2/P/CIR/2023/124 dated July 19, 2023, the Company has appointed Central Depository Services (India) Limited (CDSL) as the Designated Depository wherein the PAN of all
Designated Persons (DPs) are freezed during Trading Window closure period to restrict the trading by Designated Persons. All Board of Directors and the Designated Employees have confirmed compliance with the Code.
11. GENERAL BODY MEETINGS
Details of the last three AGM of Shareholders of the Company held is as under:
AGM and |
Date & Time | Location | Details of Special Resolutions |
Financial |
|||
Year |
|||
35th | August 27, | Through Video | - |
2023-24 | 2024 at 2:30 | Conferencing (VC) | |
P.M. | |||
34th | August 11, | Through Video | - |
2022-23 | 2023 at 2:30 | Conferencing (VC) | |
P.M. | |||
33rd 2021-22 |
August 12, 2022 at 2:30 P.M. | Through Video Conferencing (VC) | - Re-appointment of Mr. Rajesh Sehgal (DIN: 00048482) as Non-Executive Independent Director of the Company for the second Term of 5 consecutive years. |
- Re-appointment of Mr. Kushal N. Desai (DIN- 00008084) as Managing Director and Chief Executive Officer of the Company for a further period of 5 years with effect from January 1, 2023 to December 31, 2027 and payment of Remuneration to him. |
|||
- Re-appointment of Mr. Chaitanya N. Desai (DIN- 00008091) as Managing Director of the Company for a further period of 5 years with effect from January 1, 2023 to December 31, 2027 and payment of Remuneration to him. |
During the financial year under review, no Extra Ordinary General Meeting was held.
Resolutions passed through Postal Ballot during FY 2024-25:
1. Approval for termination of APAR Industries Limited Stock Option Plan 2007.
During the year under review, the Company sought the approval from its Shareholders by passing a Special Resolution through Remote E-voting vide Notice of Postal Ballot dated October 29, 2024.
Details of voting pattern:
The aforesaid Special Resolution was passed by way of a remote e-voting process whose details are as appended below:
Particulars of mode |
Total number of | Votes in favour of the resolution |
Votes against the resolution |
||
of voting |
valid votes cast | Number | % of total number of valid votes cast | Number | % of total number of valid votes cast |
Remote E-voting | 3,46,18,813 | 3,46,11,581 | 99.98% | 7,232 | 0.02% |
Total voting |
3,46,18,813 | 3,46,11,581 | 99.98% | 7,232 | 0.02% |
During the year under review, the Company sought the approval from its Shareholders by passing a Special Resolution through Remote E-voting vide Notice of Postal Ballot dated October 29, 2024.
Details of voting pattern:
The aforesaid Special Resolution was passed by way of a remote e-voting process whose details are as appended below:
Particulars of mode |
Total number of | Votes in favour of the resolution |
Votes against the resolution |
||
of voting |
valid votes cast | Number | % of total number of valid votes cast | Number | % of total number of valid votes cast |
Remote E-voting | 3,46,18,673 | 3,04,03,026 | 87.82% | 42,15,647 | 12.18% |
Total voting |
3,46,18,673 | 3,04,03,026 | 87.82% | 42,15,647 | 12.18% |
3. Approval for grant of Employee Stock Appreciation Rights to the Employees of the Subsidiary Company(ies) of the Company under APAR Industries Limited- Employees Stock Appreciation Rights Plan 2024.
During the year under review, the Company sought the approval from its Shareholders by passing a Special Resolution through Remote E-voting vide Notice of Postal Ballot dated October 29, 2024.
Details of voting pattern:
The aforesaid Special Resolution was passed by way of a remote e-voting process whose details are as appended below:
Particulars of mode of |
Total number of | Votes in favour of the resolution |
Votes against the resolution |
||
voting |
valid votes cast | Number | % of total number of valid votes cast | Number | % of total number of valid votes cast |
Remote E-voting | 3,46,18,813 | 3,04,03,942 | 87.82% | 42,14,871 | 12.18% |
Total voting |
3,46,18,813 | 3,04,03,942 | 87.82% | 42,14,871 | 12.18% |
4. Alteration to the Object Clause of the Memorandum of Association of the Company by inserting new object clause no. A (6) after clause no. A (5).
During the year under review, the Company sought the approval from its Shareholders by passing a Special Resolution through Remote E-voting vide Notice of Postal Ballot dated October 29, 2024.
Details of voting pattern:
The aforesaid Special Resolution was passed by way of a remote e-voting process whose details are as appended below:
Particulars of mode of |
Total number of | Votes in favour of the resolution |
Votes against the resolution |
||
voting |
valid votes cast | Number | % of total number of valid votes cast | Number | % of total number of valid votes cast |
Remote E-voting | 3,46,18,789 | 3,46,17,159 | 100.00% | 1,630 | 0.00% |
Total voting |
3,46,18,789 | 3,46,17,159 | 100.00% | 1,630 | 0.00% |
Procedure for postal ballot:
The postal ballot process was undertaken in terms of Section 108 read with Section 110 and all other applicable provisions of the Act as amended, read with Rule 20 and 22 of the Companies (Management and Administration) Rules, 2014, Secretarial Standard SS-2 on General Meetings issued by the Institute of Company Secretaries of India, Regulation 44 of the Listing Regulations and Circulars issued by Ministry of Corporate Affairs (MCA) from time to time, latest being Circular No. 09/2024 dated September 19, 2024.
The Board of Directors had appointed Mr. Hemang Mehta, proprietor of M/s. H. M. Mehta & Associates, Practicing Company Secretaries, Vadodara (Membership No. FCS - 4965 & Certificate of Practice No. 2554) as the Scrutiniser for conducting the remote E- Voting/Postal Ballot process in a fair and transparent manner.
Date of declaration of result of postal ballot:
The Company Secretary, as authorised by the Chairman of the Company, announced the result of remote E-voting on January 20, 2025. The above Resolutions were passed with requisite majority on January 18, 2025 (being the last date of E-voting). The necessary compliances were made to the Stock Exchanges within the stipulated time frame including posting of the results of remote e-voting on the website of the Company and on the website of CDSL, an agency appointed for the purpose of providing the remote e-voting facilities.
. Approval for payment of remuneration to Mr. Yuvraj C Mehra, a Related Party holding office or place of profit.
During the year under review, the Company sought the approval from its Shareholders by passing an Ordinary Resolution through Remote E-voting vide Notice of Postal Ballot dated January 28, 2025.
Details of voting pattern:
The aforesaid Ordinary Resolution was passed by way of a remote e-voting process whose details are as appended below:
Particulars of |
Total number of | Votes in favour of the resolution |
Votes against the resolution |
||
mode of voting |
valid votes cast | Number | % of total number of valid votes cast | Number | % of total number of valid votes cast |
Remote E-voting | 1,11,80,520 | 1,00,26,678 | 89.68% | 11,53,842 | 10.32% |
Total voting |
1,11,80,520* | 1,00,26,678 | 89.68% | 11,53,842 | 10.32% |
Procedure for postal ballot:
The postal ballot process was undertaken in terms of Section 110 read with Section 108 and all other applicable provisions of the Act as amended, read with Rule 20 and 22 of the Companies (Management and Administration) Rules, 2014, Secretarial Standard SS-2 on General Meetings issued by the Institute of Company Secretaries of India, Regulation 44 of the Listing Regulations and Circulars issued by Ministry of Corporate Affairs (MCA) from time to time, latest being Circular no. 09/2024 dated September 19, 2024.
The Board of Directors had appointed Mr. Hemang Mehta, proprietor of M/s. H. M. Mehta & Associates, Practicing Company Secretaries, Vadodara (Membership No. FCS - 4965 & Certificate of Practice No. 2554) as the Scrutiniser for conducting the remote E- Voting/Postal Ballot process in a fair and transparent manner.
Date of declaration of result of postal ballot:
The Company Secretary, as authorised by the Chairman of the Company, announced the result of remote E-voting on March 10, 2025. The above Resolution was passed with requisite majority on March 8, 2025 (being last date of E-voting). The necessary compliances were made to the Stock Exchanges within the stipulated time frame including the posting of the results of remote e-voting on the website of the Company and on the website of CDSL, an agency appointed for the purpose of providing the remote e-voting facilities.
There is no immediate proposal for passing any Resolution through Postal Ballot. However, if required, the same shall be passed in compliance of provisions of the Companies Act, 2013, the Listing Regulations or any other applicable laws.
12. TRANSFER OF UNCLAIMED/UNDELIVERED EQUITY SHARES OF THE COMPANY INTO DEMAT SUSPENSE ACCOUNT
The Company has transferred the Unclaimed/Undelivered Equity Shares in terms of Schedule VI of Listing Regulations, into Demat Suspense Account opened for the purpose pursuant to Securities and Exchange Board of India (SEBI) Circular dated December 16, 2010.
The details of Unclaimed/Undelivered Shares in the Demat Suspense Account as on March 31, 2025 is as follows:
Sr. No. Description |
No. of Cases | No. of Shares |
i) Aggregate number of shareholding and the outstanding shares in the Unclaimed | 361 | 6,657 |
Suspense Account lying at the beginning of the financial year i.e. April 1, 2024. |
||
ii) Number of shareholders who approached the Company for transfer of shares from | 27 | 431 |
the Unclaimed Suspense Account during the year 2024- 2025. | ||
iii) Number of Shareholders to whom shares were transferred from the Unclaimed | 27 | 431 |
Suspense Account during the year 2024-2025. | ||
iv) Number of Shareholders whose shares were transferred from the Unclaimed | 97 | 1,196 |
Suspense Account to the IEPF Authority during the year 2024-2025 pertaining to the | ||
Financial Year 2016-2017. | ||
v) Aggregate number of shareholders and the outstanding shares lying in the Unclaimed Suspense Account at the end of the year i.e. March 31, 2025. |
237 | 5,030 |
The voting rights in respect of the said shares will be frozen till the time rightful owner claims such shares.
Pursuant to the provisions of Section 124(5) and 124(6) of the Act, read with the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 (the IEPF Rules) and amendments thereto, the Company has transferred 7,755 Equity Shares of the shareholders whose dividend had remained unclaimed/outstanding for a period of 7 years from 2016-17 to 2022-23 on October 11, 2024 to IEPF Authority.
13. COST AUDIT
The Cost Auditors appointed by the Company pursuant to
Section 148 (3) of the Act and Rule 6 (2) of the Companies (Cost Records and Audit) Rules, 2014 have submitted their Cost Audit Reports for the Financial Year ended March 31, 2024. The said Cost Audit Reports were filed in XBRL mode with MCA on August 27, 2024 (due date of filing was September 30, 2024). The due date for filing the Cost Audit Reports for the Financial Year ended March 31, 2025 is within 30 days from the date of receipt of a copy of Cost Audit Report.
The Board of Directors of the Company has appointed M/s. Rahul Ganesh Dugal & Co., a Proprietary Firm, who are in Whole-Time Practice as Cost Accountant, having Firm Registration no. 103425 and Membership no. 36459 issued by the Institute of Cost Accountants of India (ICMAI), as a Cost Auditor of the Company for the Financial Year 2024-25.
14. SECRETARIAL AUDIT
Pursuant to the provisions of Section 204 of the Act and the
Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014, the Company has appointed Mr. Hemang Mehta, Proprietor of M/s. H. M. Mehta & Associates, Practicing Company Secretaries, Vadodara, Gujarat, to undertake the Secretarial Audit of the Company for the Financial Year 2024-25. The Secretarial Audit Report (Form No. MR-3) issued by Mr. Hemang Mehta, proprietor of H. M. Mehta & Associates,
Vadodara is annexed herewith as Annexure - I. The said Report does not contain any qualifying remark.
Further, pursuant to the provisions of Section 204 of the
Act and The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company has appointed Mr. Hemang Mehta, proprietor of M/s. H. M. Mehta & Associates, Company Secretary in Practice to undertake the Secretarial Audit of the Company, for a term of 5 consecutive years commencing from the Financial Years 2025-26 and to hold the office from the conclusion of this 36th Annual General Meeting (AGM) till the conclusion of the 41st AGM, subject to approval of members at this AGM.
The Report does not contain any qualifying remark.
15. MEANS OF COMMUNICATION
Quarterly, Half Yearly and Yearly Financial Results of the Company are published in The Business Standard, an (English Language) daily newspaper and Vadodara Samachar (Gujarati Language) daily newspapers.
Additionally, the results, other important information and official news releases including presentations made for investors or analysts are also periodically updated on the Companys website viz. www.apar.com and are also sent to both the Stock Exchanges i.e. BSE Limited and National Stock Exchange of India Limited.
The Company organises investor conference calls to discuss its financial results every quarter where investors queries are answered by the management of the company. The investor presentations and the audio recording and transcripts of the call are also uploaded on the website of the Company and sent to the Stock Exchanges within statutory timeline.
Further, the related information is uploaded/submitted to Stock
Exchanges on time-to-time basis.
The Companys results and official news/presentations/Notices are available on the Companys website viz. www.apar.com.
16. DISCLOSURES
a) Related Party Transactions: The details of all significant transactions with related parties as defined under the
Act and Regulation 23 of Listing Regulations during the financial year are periodically placed before the Audit Committee. The relevant details of all transactions with related parties are given in Note No. 51 of the audited financial statements for the FY 2024-25, and also in the Boards Report under Para 19 (refer Form AOC-2), which forms part of this report also. There are no materially significant related party transactions of the Company which have potential conflict with the interests of the Company at large. These transactions were entered in the ordinary course of business and on arms length basis.
The Board of Directors have approved the revised policy on Related Party Transactions as amended in terms of the Act and amended Listing Regulations and can be accessed through Companys website from the below link https://apar.com/wp-content/uploads/2025/02/Policy-on-Related-Party-Transaction_28.01.2025.pdf b) The Company has complied with the requirements of regulatory authorities on capital markets and no penalties or strictures have been imposed on it during the last
3 years. c) Whistle-Blower Policy: The Company has introduced
Whistle-Blower Policy (APARs OMBUDSMEN Policy) effective from March 01, 2014, as modified from time to time, the last modification being made on September 01, 2022, by setting a vigil mechanism to enable anyone within the company and those dealing with the Company to voice their concern to the Ombudsmen of the Company if they discover any information which he/she believes shows serious malpractice, impropriety, abuse of power and authority, financial wrongdoing or unethical conduct/practices, without fear of reprisal or victimisation, subsequent discrimination or disadvantage.
The above policy provides for adequate safeguards against victimisation of persons who use such mechanism and make provision for direct access to the chairperson of the Audit Committee in appropriate or exceptional case. No personnel have been denied access to the Audit Committee. d) The Company has complied with mandatory requirement of Corporate Governance provisions and has not adopted discretionary requirements.
Distribution of shareholding as on March 31, 2025:
No. of shares |
No. of Shareholders | % to Total | No. of Shares for the | % to Total Issued |
ranging |
Shareholders | range | Capital | |
From |
||||
To |
||||
1 - 500 | 116,904 | 98.97 | 2,653,482 | 6.61 |
501 - 1000 | 536 | 0.45 | 388,171 | 0.97 |
1001 - 2000 | 282 | 0.24 | 403,998 | 1.00 |
2001 - 3000 | 82 | 0.07 | 200,304 | 0.50 |
3001 - 4000 | 50 | 0.04 | 176,157 | 0.44 |
4001 - 5000 | 30 | 0.03 | 139,194 | 0.35 |
5001 - 10000 | 78 | 0.07 | 559,782 | 1.39 |
10001 & above | 158 | 0.13 | 35,647,227 | 88.74 |
Total: |
118,120 | 100.00 | 40,168,315 | 100.00 |
Shareholding Pattern as at March 31, 2025:
Category |
No. of Equity | % of Share |
Shares | Holding | |
Promoters/Persons Acting in concert | 23,204,303 | 57.768 |
Banks and Financial Institutions | 264 | 0.001 |
Insurance companies | 215,503 | 0.536 |
Alternate Investment Fund | 779,947 | 1.942 |
Mutual funds | 7,291,793 | 18.153 |
Foreign Portfolio Investors Category I, II & III/Foreign Institutional Investors | 3,962,615 | 9.865 |
NRIs/OCBs | 324,588 | 0.808 |
Corporate Bodies | 374,351 | 0.932 |
Key Managerial Personnel | 133 | 0.000 |
Central Government/State Government/President of India/IEPF | 115,625 | 0.288 |
Foreign Nationals | 23 | 0.000 |
Resident Individuals (Public) [including HUF, Clearing Members, Trusts, Body Corporate - | 3,899,170 | 9.707 |
Limited Liability Partnership, Other Directors/Relatives, ] | ||
Total |
40,168,315 | 100.00 |
e) Subsidiary Companies: The Company has formulated a Policy on Material Subsidiaries in terms of the Listing Regulations. The same can be accessed through web link https://apar.com/wp-content/uploads/2025/02/Apars-
Policy-on-Material-Subsidiaries_Rev.pdf
The Company has following Subsidiaries at present:
- Petroleum Specialities Pte. Ltd., Singapore (PSPL)
Wholly-Owned Subsidiary of the Company
- Petroleum Specialities FZE, Sharjah Wholly-Owned
Subsidiary of PSPL
- APAR Transmission & Distribution Projects Private Limited - Wholly-Owned Subsidiary of the Company
- APAR Distribution & Logistics Private Limited Wholly-Owned Subsidiary of the Company
- CEMA Wires & Cables LLC, USA Wholly-Owned
Subsidiary of the Company
- APAR Industries Middle East Limited*, Saudi Arabia Wholly-Owned Subsidiary of the Company and
- APAR Industries LATAM LTDA, Brazil Wholly-
Owned Subsidiary of the Company
* Accounts not consolidated as there are no operations till March 31, 2025.
Referring to the definition of Material Subsidiary given in
Regulation 16 of the Listing Regulations, the Company does not have any Material Subsidiary as on March 31, 2025.
The Audited Annual Financial Statements and minutes of the Board Meetings of the Subsidiary Companies are tabled at the Audit Committee and Board Meetings. f) Reports of Auditors on statutory financial statements of the Company do not contain any qualification. g) CEO & MD and the CFO have issued certificate pursuant to the provisions of Regulation 17(8) of the Listing Regulations certifying that the financial statements do not contain any untrue statements and these statements represent a true and fair view of the Companys affairs. h) Management Discussion & Analysis is covered under the separate head in the Boards Report of 2024-2025. i) Auditors Certificate on Corporate Governance:
The Company has obtained a Certificate from the Statutory Auditors of the Company regarding compliance with the provisions relating to Corporate Governance prescribed under Schedule V (E) (Regulation 34(3)) of the Listing
Regulations which is annexed with the Boards report.
17. GENERAL INFORMATION
36th Annual General Meeting Day, Date and | Tuesday, August 5, 2025 at 2:30 p. m. (IST) through Video Conferencing |
Time | (VC)/Other Audio-Visual Means (OAVM). |
Financial Year | April 1, 2025 to March 31, 2026 |
The financial results will be adopted as per the following tentative schedule: | |
First Quarter: On or before August 14, 2025. | |
Second Quarter: On or before November 14, 2025. | |
Third Quarter: On or before February 14, 2026. | |
Fourth Quarter: On or before May 30, 2026. | |
Book Closure Dates/Cut-off-Date (Record | As mentioned in the Notice of this AGM |
Date) | |
Dividend Payment | Dividend, will be paid as per the permitted mode after the AGM, but before the |
expiry of statutory period of 30 days from the date of AGM. | |
CIN | L91110GJ1989PLC012802 |
Registered Office | 301, Panorama Complex, R. C. Dutt Road, Vadodara - 390 007 (Gujarat), India. |
Listing of Shares on the Stock Exchanges | BSE Limited (BSE) |
Scrip Code - 532259 |
|
Phiroze Jeejeebhoy Towers, | |
Dalal Street, Fort, | |
Mumbai 400 001, Maharashtra, India. | |
National Stock Exchange of India Limited (NSEIL) | |
Scrip Symbol APARINDS |
|
Exchange Plaza, C-1, Block G, | |
Bandra- Kurla Complex, | |
Bandra (E), | |
Mumbai 400 051, Maharashtra, India. | |
The Company has paid the Listing Fees to both the Stock Exchanges within | |
Stipulated time. |
Dematerialisation of shares as on March 31, 2025 and liquidity:
Particulars No. of Demat Shares |
March 31, 2025 No. of Shares | % |
- NSDL | 3,53,71,130 | 88.06% |
- CDSL | 47,27,708 | 11.77% |
No. of Physical Shares | 69,477 | 0.17 |
Total |
4,01,68,315 | 100.00 |
ISIN for NSDL & CDSL |
INE372A01015 |
Reconciliation of Share Capital Audit |
A qualified Practicing Company Secretary, as per Regulation 76 of the SEBI |
(Depositories and Participants) Regulations, 2018, carried out on quarterly | |
basis, a Reconciliation of Share Capital Audit (RSCA) to reconcile the total | |
dematted Share Capital with National Securities Depository Limited (NSDL) | |
and Central Depository Services (India) Limited (CDSL) and physical share | |
capital with the total issued and listed share capital. The RSCA Report confirms | |
that the total Issued/Paid up Share Capital is in agreement with the total number | |
of shares in Physical form and the total number of Dematerialised shares held | |
with NSDL and CDSL. The report provided by Practicing Company Secretary | |
was filed with the Stock Exchanges within stipulated timeline for each quarter. |
Registrar & Share Transfer Agent: |
M/s. MUFG Intime India Private Limited (Formerly |
known as Link Intime India Private Limited) | |
(CIN: U67190MH1999PTC118368) | |
Geetakunj, | |
1, Bhakti Nagar Society, | |
Behind ABS Tower, Old Padra Road, | |
Vadodara - 390015 (Gujarat), India. | |
Ph. No. (0265) 3566768 | |
E-mail: vadodara@in.mpms.mufg.com | |
Website: https://in.mpms.mufg.com/ | |
Global Depository Receipts (GDR)/American Depository Receipts |
Nil |
(ADR)/Warrants or any Convertible instrument, conversion dates |
|
and likely impact on Equity |
Plant Locations:
Division |
Location |
Conductors | Silvassa Athola, Rakholi, Khutli, Jharsuguda and Lapanga. |
Oil | Rabale and Silvassa and Hamriyah Free Zone Sharjah UAE (owned by Petroleum Specialities FZE, a step |
down operating subsidiary). | |
Cable | Umbergaon and Khatalwada (Gujarat). |
Polymer | Umbergaon. |
Address for |
Shareholders Grievances/correspondence should be addressed to the Company at the Registered |
Communication: |
Office of the Company situated at: 301, Panorama Complex, R. C. Dutt Road, Vadodara - 390 007, |
Gujarat, India. | |
Ph. (0265) 2339906 | |
E-mail: com.sec@apar.com |
RELEVANT FINANCIAL YEAR, FOR ALL DEBT INSTRUMENTS OF SUCH ENTITY OR ANY FIXED DEPOSIT PROGRAMME
OR ANY SCHEME OR PROPOSAL OF THE LISTED ENTITY INVOLVING MOBILISATION OF FUNDS, WHETHER IN INDIA OR ABROAD.
Rating: AA - for Long Term Bank Facilities and A1+ for Long/Short Term Bank Facilities,
Outlook - Stable
Agency: CARE Ratings Limited.
Rating: A + for Long Term Bank Facilities and A1 for Long/Short Term Bank Facilities,
Outlook - Stable Agency: ICRA Limited.
Note: The rating by ICRA was voluntarily surrendered by the Company in December, 2024. ICRA confirmed the same as at January 31, 2025.
The Company has not involved in mobilisation of the fund under any scheme and debt instruments except availing of banking related facilities including External Commercial Borrowing.
18. OTHER DISCLOSURES
DETAILS OF UTILISATION OF FUNDS RAISED THROUGH PREFERENTIAL ALLOTMENT OR QUALIFIED
INSTITUTIONS PLACEMENT AS SPECIFIED UNDER REGULATION 32(7A).
The Company had in FY 2023-24 raised the funds of about RS10,000 million by issue of 18,99,696 Equity Shares of RS10/- each at a premium of RS5,254.00 per share aggregating to RS999,99,99,744/- by way of Qualified Institutions Placement (QIP). The Company allotted the said 18,99,696 Equity Shares to the allottees on November 30, 2023.
The entire funds were utilised for the purpose for which the same were raised as specified in the offer document and Explanatory
Statement to Postal Ballot Notice dated September 28, 2023 filed with BSE Limited and National Stock Exchange of India Limited.
The necessary Certificate to this effect was received from the Monitoring Agency, M/s. CARE Ratings Limited dated May 3, 2024 and the same was disclosed to both the Stock Exchanges.
CERTIFICATE FROM COMPANY SECRETARY IN PRACTICE
The Company has received a certificate from Mr. Hemang Mehta, proprietor of M/s. H. M. Mehta & Associates, Company Secretary in Practice, confirming that none of the Directors on the Board of the Company have been debarred or disqualified from being appointed or continuing as directors of companies by the SEBI/MCA/Reserve Bank of India or any such statutory authority.
WHERE THE BOARD HAD NOT ACCEPTED ANY RECOMMENDATION OF ANY COMMITTEE OF THE BOARD WHICH IS MANDATORILY REQUIRED, IN THE RELEVANT FINANCIAL YEAR, THE SAME TO BE DISCLOSED ALONG WITH REASONS THEREOF:
There was no such instance during FY 2024-25.
TOTAL FEES FOR ALL SERVICES PAID BY THE LISTED ENTITY AND ITS SUBSIDIARIES, ON A CONSOLIDATED BASIS, TO THE STATUTORY AUDITOR AND ALL ENTITIES IN THE NETWORK FIRM/ NETWORK ENTITY OF WHICH THE STATUTORY AUDITOR IS A PART:
Sr. No. Head of Fees |
Fees for the FY 2024-25 (RS in crore) APAR | Fees for the FY 2024-25 (RS in crore) ATDPPL^ | Fees for the FY 2024-25 (RS in crore) ADLPL^ | Fees for the FY 2024-25 (RS in crore) CEMA^ | Fees for the FY 2024-25 (RS in crore) PSFZE@ | Fees for the FY 2024-25 (RS in crore) PSPL^@ | Total Fees for the FY 2024-25 (RS in crore) |
1. Audit Fee | 00.58 | 00.02 | 00.03 | 00# | 00.04 | 00.07 | 00.73 |
2. Other Services | 00.08 | 00.01 | 00.01 | 0 | 00.22 | 0 | 00.32 |
3. Out-of-pocket | 00 | 00 | 00 | 0 | 0 | 0 | 0 |
expenses | |||||||
Total |
00.66 | 00.03 | 00.04 | 00# | 00.26 | 00.07 | 01.05 |
Note:-
^
Fees paid to the Statutory Auditors other than C N K & Associates LLP and its Network firms #Represents amounts less than RS50,000/-@Converted at average exchange rate for the year i.e. USD 84.44
?APAR Industries Latam Ltda follows a financial year as a calender year, as a result, the financial statements that are consolidated are unaudited management certified financials and hence the audit fees is not disclosed.
DISCLOSURE IN RELATION TO THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013:
Particulars |
Numbers |
Number of complaints filed during the financial year | 0 |
Number of complaints disposed of during the financial year | NA |
Number of complaints pending as on end of the financial year | NA |
DISCLOSURE BY LISTED ENTITY AND ITS SUBSIDIARIES OF LOANS AND ADVANCES IN THE NATURE OF LOANS TO FIRMS/COMPANIES IN WHICH DIRECTORS ARE INTERESTED BY NAME AND AMOUNT
During the Financial Year under review, APAR Industries Limited and its subsidiaries have not granted any loans and advances in the nature of loans to firms/companies in which directors are interested. Refer Note 52 of the Standalone Financial Statements for details of amount of Loans and Advances due at the end of the year.
THE COMPANY HAS DULY COMPLIED WITH THE REQUIREMENTS SPECIFIED IN REGULATIONS 17 TO 27 AND CLAUSES (B) TO (I) OF SUB-REGULATION (2) OF REGULATION 46 OF THE LISTING REGULATIONS.
DETAILS OF MATERIAL SUBSIDIARIES OF THE COMPANY; INCLUDING THE DATE AND PLACE OF INCORPORATION AND THE NAME AND DATE OF APPOINTMENT OF THE STATUTORY AUDITORS OF SUCH SUBSIDIARIES:
Referring to the definition of Material Subsidiary given in Regulation 16 of the Listing Regulations, the Company does not have any Material Subsidiary as on March 31, 2025.
DISCLOSURE OF CERTAIN TYPES OF AGREEMENTS BINDING LISTED ENTITIES
Information disclosed under clause 5A of paragraph A of Part A of Schedule III of Listing Regulations - There was no such agreement entered into during FY 2024-25.
DECLARATION REGARDING COMPLIANCE BY BOARD MEMBERS AND SENIOR MANAGEMENT
PERSONNEL WITH THE COMPANYS CODE OF CONDUCT
The Company has adopted a Code of Conduct for its Employees and Directors which is available on the Companys web site.
As per the requirements of the Listing Regulations, this is to confirm that all the Members of the Board and Senior Management Personnel have affirmed with the Code of Conduct of the Company for the financial year 2024 - 25 and accordingly have received, a declaration of compliance with the Code of Conduct from them.
For the purpose of this declaration, Senior Management team includes the Chief Executive Officer (CEO) -- Cable Solutions, Chief Executive Officer (CEO) -- Conductor & Telecommunications Businesses, Senior President and Chief Technology Officer (CTO), President Strategy & Project, Chief Financial Officer and Company Secretary of the Company as on March 31, 2025.
Sd/-
Mumbai: May 14, 2025 Kushal N. Desai
Chairman & Managing Director and CEO
DIN: 00008084
#CGEnd#
#BRStart#
SECTION A: GENERAL DISCLOSURES
I. Details of the listed entity
1 Corporate Identity Number (CIN) of the Listed Entity | L91110GJ1989PLC012802 |
2 Name of the Listed Entity | APAR Industries Limited |
3 Year of incorporation | 1989 |
4 Registered office address | 301 Panorama Complex, RC Dutt Road, Vadodara, Gujarat - 390 |
007, India | |
5 Corporate address | APAR House, Bldg. No. 5, Corporate Park, Sion-Trombay Road, |
Chembur, Mumbai 400 071, Maharashtra, India | |
6 E-mail | com.sec@apar.com |
7 Telephone | +91 0265 2339906 |
8 Website | www.apar.com |
9 Financial year for which reporting is being done | FY 2024-25 |
10 Name of the Stock Exchange(s) where shares are | National Stock Exchange, Bombay Stock Exchange |
listed | |
11 Paid-up Capital | RS40,16,83,150/- |
12 Name and contact details (telephone, email address) | Mr. Suyash Saraogi, President - Strategy & Projects |
of the person who may be contacted in case of any | Telephone: 022-67800400 E-mail ID: suyash.saraogi@apar.com |
queries on the BRSR report | |
13 Reporting boundary - Are the disclosures under | Consolidated basis |
this report made on a standalone basis (i.e. only | |
for the entity) or on a consolidated basis (i.e. for | |
the entity and all the entities which form a part of its | |
consolidated financial statements, taken together). | |
14 Name of assurance provider | TUV SUD South Asia Private Limited |
15 Type of assurance obtained | BRSR Core Reasonable Assurance |
II. Products/Services
16. Details of business activities (accounting for 90% of the turnover):
Sl. Description of main activity |
Description of business activity | % of turnover of the |
entity | ||
1 AAC/ AAAC/ ACSR Conductors | Manufacturing | 48.50% |
2 Transformer & Speciality Oils | Manufacturing | 25.74% |
3 Power/Telecom Cable | Manufacturing | 25.03% |
4 Polymer | Manufacturing | 0.73% |
17. Products/Services sold by the entity (accounting for 90% of the entitys Turnover):
Sl Product/Services |
NIC Code | % of total turnover |
contributed | ||
1 AAC/ AAAC/ ACSR Conductors | 27320 | 48.50% |
2 Transformer & Speciality Oils | 1920 | 25.74% |
3 Power/Telecom Cable | 2732 | 25.03% |
4 Polymer | 22208 | 0.73% |
III. Operations
18. Number of locations where plants and/or operations/ offices of the entity are situated:
Location |
Number of plants | Number of Offices | Total |
National | 10 | 16 | 26 |
Oil Business: * | Mumbai: 4 | ||
Maharashtra: 1 (Rabale) | Mumbai (Bezolla), Mumbai (CP4), Mumbai (CP5), | ||
Mumbai (Nariman Point) | |||
Cable Business: | |||
Gujarat: 2 (Khatalwada, Umbergaon) | Pune: 1 | ||
Conductor Business: | Vadodara: 1 | ||
Orissa: 2 (Jharsuguda & Sambalpur) | Bangalore: 1 | ||
Dadra and Nagar Haveli: 5 (Silvassa) -- | Bhopal: 1 | ||
[Athola Unit-3, Athola Unit-5, Khutli Unit-6, | Chennai: 1 | ||
Khutli Unit-7, and Rakholi] | Delhi: 3 | ||
* In addition, one Oil plant is co-located | Delhi (301), Delhi (302-304), Delhi (306 & 307) | ||
with Conductor plant in Silvassa | Gurgaon: 1 | ||
Hyderabad:1 | |||
Kolkata: 2 | |||
Kolkata, Kolkata (Merlyn) | |||
International | Oil Business: 1 [Sharjah, Hamriyah] | 2 [Singapore & USA] | 3 |
19 Markets served by entity: a) Number of Locations
Location |
Number |
National (No. of States) | 28 states + 8 UTs |
International (No. of Countries) | 140+ countries |
b) What is the contribution of exports as a percentage of the total turnover of the entity?
32.8% c) A brief on types of customers Our customers include:
Industries/Corporates (includes Cosmetics, Pharma, Rubber, Plastics, Lubricants, Rail, Defence, Shipping, Mining,
Telecom etc.)
OEMs
EPC Transmission Companies
Utilities Transmission & Distribution Companies
Renewables
Export customers
Distributors/Channel Partners
IV. Employees
20 Details as at the end of Financial Year: a) Employees and workers (including differently abled):
Sl Particulars |
Total (A) | Male | Female |
||
No. (B) | % (B/A) | No. (C) | % (C/A) | ||
EMPLOYEES |
|||||
1. Permanent (D) | 2056 | 1829 | 88.96% | 227 | 11.04% |
2. Other than Permanent (E) | 0 | 0 | 0% | 0 | 0% |
3. Total employees (D + E) |
2056 | 1829 | 88.96% | 227 | 11.04% |
WORKERS |
|||||
4. Permanent (F) | 99 | 99 | 100% | 0 | 0% |
5. Other than Permanent (G) | 7581 | 7501 | 98.94% | 80 | 1.06% |
6. Total workers (F + G) |
7680 | 7600 | 98.96% | 80 | 1.06% |
b) Differently abled Employees and workers:
Sl Particulars |
Total (A) | Male | Female |
||
No. (B) | % (B/A) | No. (C) | % (C/A) | ||
DIFFERENTLY ABLED EMPLOYEES |
|||||
1. Permanent (D) | 4 | 2 | 50% | 2 | 50% |
2. Other than Permanent (E) | 0 | 0 | 0% | 0 | 0% |
3. Total differently abled employees (D + E) |
4 | 2 | 50% | 2 | 50% |
DIFFERENTLY ABLED WORKERS |
|||||
4. Permanent (F) | 0 | 0 | 0% | 0 | 0% |
5. Other than Permanent (G) | 4 | 4 | 100% | 0 | 0% |
6. Total differently abled workers (F + G) |
4 | 4 | 100% | 0 | 0% |
21. Participation/ Inclusion/ Representation of women:
Particulars |
Total (A) | No. and percentage of Females |
|
No. (B) | % (B/A) | ||
Board of Directors | 6 | 1 | 16.7% |
Key Management Personnel | 4 | 0 | 0% |
22. Turnover rate for permanent employees and workers:
Particulars |
FY 2024-25 (Turnover rate) |
FY 2023-24 (Turnover rate) |
FY 2022-23 (Turnover rate) |
||||||
Male | Female | Total | Male | Female | Total | Male | Female | Total | |
Permanent | 13.43% | 15.72% | 13.66% | 12.24% | 9.46% | 12.00% | 8.60% | 8.00% | 8.60% |
Employees | |||||||||
Permanent | 4.81% | 0% | 4.81% | 0% | 0% | 0% | 0.74% | 0.00% | 0.74% |
Workers |
V. Holding, Subsidiary and Associate Companies (including joint ventures)
23. a) Names of holding/ subsidiary/ associate companies/ joint ventures:
Sl. Name of the holding/ subsidiary/ associate companies/ joint ventures (A) |
Indicate whether holding/ Subsidiary/ Associate/ Joint Venture | % of shares held by listed entity | Does the entity indicated at column A, participate in the Business Responsibility initiatives of the listed entity? (Yes/No) |
1 Petroleum Specialities Pte. Limited, | Wholly-Owned Subsidiary of the | 100 | No |
Singapore (PSPL) | Company | ||
2 Petroleum Specialities FZE, Sharjah (PS | Wholly-Owned Subsidiary of PSPL | 100 | No |
FZE) | |||
3 APAR Transmission & Distribution | Wholly-Owned Subsidiary of the | 100 | No |
Projects Private Limited, India (ATDPPL) | Company | ||
4 APAR Distribution & Logistics Private | Wholly-Owned Subsidiary of the | 100 | No |
Limited, India (ADLPL) | Company | ||
5 CEMA Wires & Cables LLC., USA., | Wholly-Owned Subsidiary of the | 100 | No |
(CEMA) | Company | ||
6 Ampoil APAR Lubricants Private | Associate | 40 | No |
Limited, India (AALPL) | |||
7 Clean Max Rudra Private Limited, India | Associate | 26 | No |
(Clean Max) | |||
8 Apar Industries Middle East Limited, | Wholly-Owned Subsidiary of the | 100 | No |
Saudi Arabia (AIMEL) | Company | ||
9 Apar Industries LATAM LTDA, Brazil | Wholly-Owned Subsidiary of the Company | 100 | No |
VI. CSR Details
24 (i) Whether CSR is applicable as per Section 135 of Companies Act, 2013: (Yes/ |
Yes, Section 135 is applicable to APAR |
No) | |
(ii) Turnover (in RS) | 1,75,52,26,31,297.75 |
(iii) Net worth (in RS) | 42,53,42,66,509.82 |
VII. Transparency and Disclosures Compliances
25. Complaints/Grievances on any of the principles (Principles 1 to 9) under the National Guidelines on Responsible
Business Conduct:
group from whom complaint is received |
Mechanism in Place (Yes/No) (If Yes, then provide web- link for grievance redress policy) | Number of complaints filed during the year | Number of complaints pending resolution at close of the year | Remarks | Number of complaints filed during the year | Number of complaints pending resolution at close of the year | Remarks |
Communities |
Yes. Please refer Note A2 below | 0 | 0 | NA | 0 | 0 | NA |
Investors * | Yes. Please refer Note | .. | .. | .. | NA | NA | NA |
(other than | A3 below | ||||||
shareholders) | |||||||
Shareholders |
Yes. Please refer Note A4 below | 28 | 6 | Pending cases of March 31, 2025 were disposed off as on the date of signing of BRSR. | 13 | 1 | Redressed except 1 Complaint |
Stakeholder |
Grievance Redressal | FY 2024-25 | FY 2023-24 | ||||
group from whom complaint is received |
Mechanism in Place (Yes/No) (If Yes, then provide web- link for grievance redress policy) | Number of complaints filed during the year | Number of complaints pending resolution at close of the year | Remarks | Number of complaints filed during the year | Number of complaints pending resolution at close of the year | Remarks |
Employees and workers |
Yes. Please refer Note A5 below | 0 | 0 | 0 | 0 | 0 | NA |
Customers |
Yes. Please refer Note A6 below | 178 | 0 | NA | 55 | 0 | NA |
Value Chain Partners Other (please specify) |
Yes. Please refer Note A7 below | 28 .. | 0 .. | NA .. | 22 | 2 | NA |
*We have no investors apart from shareholders
A2: Yes, a mechanism is in place to interact with community leaders to understand and address their concerns, if any. We ensure that there is regular engagement on a pro-active basis at all our manufacturing locations, with the local communities and their representatives. As such there are no long-standing grievances at any of our locations. In addition, any stakeholder can also submit any grievance through email to ethics.taskforce@apar.com.
A3: Yes, there is an Investor Redressal Cell. The details are as follows:
Designated Officials |
Address | Contact Details |
Mr. Harish Malsatter | 301, Panorama Complex R.C. Dutt | Telephone: 0265 2339906 |
Ms. Mahati MS | Road Vadodara - 390 007 Gujarat India | E-mail ID: com.sec@apar.com |
Mr. Jaydeepsinh Rathod | ||
Mr. Scophild Christian | ||
Mr. H. B. Trivedi |
The web-link is as follows: https://apar.com/investor/
A4: Yes. Shareholder can register their grievances at https://scores.sebi.gov.in
A5: The link to Grievance Redressal Policy for Employees is as follows: https://apar.com/wp-content/uploads/2023/03/Social_Policies/APAR-Grievance_Redressal_Policy_for_Employees.pdf
A6: 178 complaints were received (113 in Cable business, 61 in Oil business and 4 in Conductor business).
Customer complaints and feedback are received by the business development/ sales team and attended to by them and the respective manufacturing facility. Complaints are tracked till closure.
In the detailed monthly review meeting, the details of all the complaints and the resolution status are shared, and corrective actions discussed to eliminate such issues in future.
In addition, any stakeholder can also submit any grievance through email to ethics.taskforce@apar.com
A7: The link to Supplier Grievance handling Policy is as follows: https://apar.com/wp-content/uploads/2023/03/Supplier_Grievance_Handling_Policy.pdf
The Company has Supplier Grievance/Complaint redressal policy in Place.
Most of the complaints related to payments because of delay on work execution and some quality related issues.
Additionally, there were 4 complaints related to unloading of the material due to space constraints.
26. Overview of the entitys material responsible business conduct issues
Please indicate material responsible business conduct and sustainability issues pertaining to environmental and social matters that present a risk or an opportunity to your business, rationale for identifying the same, approach to adapt or mitigate the risk along-with its financial implications, as per the following format:
Sl. Material issue identified |
Indicate whether risk or opportunity (R/O) | Rationale for identifying the risk/opportunity | In case of risk, approach to adapt or mitigate | Financial implications of the risk or opportunity (Indicate positive or negative implications) |
1. Higher costs of energy | Risk | Increase in (a) energy consumption due to increased production (b) regular increase in rates of electricity grid (c) increase in rate of fossil fuels | A. Increasing share of Renewable Energy (RE): | Negative |
Our RE consumption has increased from 3.7% in FY 2022-23 to 7.3% in FY 2023-24 to 9.9% in FY 2024- 25, despite increased electricity requirement. | ||||
This was made possible due to commissioning of a wind-solar hybrid (3.30 MW wind-turbine and 2.80 MWp of solar energy) project in partnership with a leading supplier in June 2023. Another two similar projects are being commissioned which will ensure significant increase in share of renewable energy consumption in FY 2025-26. | ||||
B. In addition, we had conducted energy audit at all our plants during FY 2023-24, and most of the recommendations have been implemented. This will help in reduction of energy intensity. |
#APAR has been recognised as Great Place to Work successively for the second year in row, till the period ending January 2026. This certification is given to organisations post assessment and anonymous feedback from employees regarding their workplace experience, covering areas such as trust, camaraderie, fairness, respect, and credibility. $APAR is getting its facilities audited for Human Rights Excellence under the standard BEC 1500:2024 ^TUV SUD South Asia Private Limited has done the assessment of GHG scope-1 and scope-2 emissions for FY 2024-25. *Our financial auditor has assessed our CSR spends as per the policy, as part of annual report
APAR also obtained certification under various national and international standards, including ISO 14001, ISO 45001/ OHSAS 18001, ISO 9001 etc. These certifications also include assessment of the policies of the Company by independent external assessor. A summary of certifications received by APAR is provided against Question #4 in Section
P1: Businesses should conduct and govern themselves with integrity, and in a manner that is ethical, transparent, and accountable
P2: Business should provide goods and services in a manner that is sustainable and safe
P3: Businesses should respect and promote the well-being of all employees, including those in their value chains
P4: Businesses should respect the interests of and be responsive to all its stakeholders P5: Businesses should respect and promote human rights P6: Businesses should respect and make efforts to protect and restore the environment
P7: Businesses, when engaging in influencing public and regulatory policy, should do so in a manner that is responsible and transparent P8: Businesses should promote inclusive growth and equitable development P9: Businesses should engage with and provide value to their consumers in a responsible manner
SECTION C: PRINCIPLE WISE PERFORMANCE DISCLOSURE
PRINCIPLE 1: Businesses should conduct and govern themselves with integrity, and in a manner that is Ethical, Transparent and Accountable.
The principles of integrity, ethics, transparency, and accountability are essential to APARs long-term success. The APAR Code of Conduct (CoC) underpins the Companys dedication to ethical behaviour and integrity. It provides a framework for acting lawfully, honourably, and respectfully, ensuring fair treatment of all individuals and safeguarding those who raise concerns. The CoC applies not only to employees but also to suppliers, partners, and customers, all of whom are encouraged to voice concerns at any level within the organisation.
Policies at APAR serves as a strong set of internal controls. Bribery and corruption are prohibited in all business dealings, whether with public officials or private sector business partners. Clear guidelines in terms of Dos and Donts are provided in case of Conflict of Interest and for raising ethical issues. Agreements with suppliers and business partners are aligned with the Companys commitment to integrity in performance of the contract, including commitments not to violate anti-bribery laws. The Companys suppliers are also required to maintain integrity standards which are satisfactory to the Company and all suppliers need to subscribe and provide consent to the APARs Supplier Code of Conduct.
All existing and new employees of the Company are required to undergo offline and on-line trainings, and need to acknowledge their commitment to adhere to the Code of Conduct. Channels for reporting on integrity issues are available to the Companys employees. Employees are encouraged to speak up and report integrity and compliance concerns and to seek guidance. All reports received are subject to appropriate investigation, follow up, and brought to full closure; through a systematic process and tracking system.
The Whistle-blower Policy of the Company governs the reporting and investigation of alleged improper or illegal activities within the
Company as well as the protection afforded to those employees who report them (the whistle-blowers). In case of reported incidents, all reports are subject to appropriate investigation and are brought to full closure using systematic processes and tracking systems. The Company has an ethics committee in place. The contact details of all the members of ethics committee are available at the internal portal. In addition, an email id ethics.taskforce@apar.com, is in place for all stakeholders to raise their concerns.
The Company has an Internal Complaints Committee for POSH (Prevention of Sexual Harassment) as a part of the Prevention, Prohibition and Redressal Act, 2013. POSH training is mandatory for every employee. No POSH related complaint was made in FY 2024-25.
ESSENTIAL INDICATORS
1. Percentage coverage by training and awareness programmes on any of the Principles during the financial year:
Segment |
Total number of training & awareness programmes held | Topics/principles covered under the training and its impact | % of persons in respective category covered by the awareness programmes |
Board of | 13. Orientation and awareness sessions for the Directors of the | Principles 1,6 | 100% |
Directors |
Company are regularly organised, covering issues related to health & safety, environment, strategy, industry trends, ethics & governance and legal & regulatory matters. These matters are also regularly discussed and deliberated upon in Board meetings. | ||
In addition, as part of the familiarisation programme for Independent | |||
Directors, (i) Code for Independent Directors, (ii) Code of Conduct under Corporate Governance, and (iii) Code of Conduct under | |||
Insider Trading are also shared with Independent Directors. For convenience of the Directors of the Company, all the familiarisation programme activities are merged with the Board Meetings, Audit | |||
Committee Meetings and Risk Management Committee Meetings. Also, individual programmes are being conducted separately for them, as and when required. | |||
In addition, the Chairman of APAR had completed a specialised course on Business and Climate Change: Towards Net Zero Emissions from Cambridge Institute for Sustainability Leadership (CISL) in 2024. |
All the employees including those in key managerial positions, were imparted training on following Principles:
Principle |
Description |
Topics Covered in training |
Principle 1 |
Businesses should conduct and govern themselves with integrity, and in a manner that is ethical, transparent, and accountable |
APAR Code of Conduct Anti-Corruption & Anti Bribery Policy |
Fraud Prevention & Detection Policy | ||
Supplier Code of Conduct | ||
Principle 2 |
Business should provide goods and services in a manner that is sustainable and safe |
Goods & Services Policy |
Principle 3 |
Businesses should respect and promote the well-being of all employees, including those in their value chains |
Employee H&S Policy Health Care Coverage Policy Working Condition Policy Diversity, Equity and Inclusion Policy Employee Relation Policy Supplier Code of Conduct |
Principle 4 |
Businesses should respect the interests of and be responsive to all its stakeholders |
APAR Code of Conduct Supplier Code of Conduct |
Principle 5 |
Businesses should respect and promote human rights |
APAR Human Right Policy Child Labour/Forced Labour Prevention of Workplace Harassment Policy on POSH APAR Code of Conduct Supplier Code of Conduct |
Principle 6 |
Businesses should respect and make efforts to protect and restore the environment |
Water Policy Air Pollution Policy Materials, Chemicals and Waste Policy Biodiversity Policy Climate Change Policy Environment Policy |
Principle 7 |
Businesses, when engaging in influencing public and regulatory policy, should do so in a manner that is responsible and transparent |
APAR Code of Conduct |
Principle 8 |
Businesses should promote inclusive growth and equitable development |
Diversity, Equity and Inclusion Policy Employee Relation Policy |
Principle 9 |
Businesses should engage with and provide value to their consumers in a responsible manner |
Goods & Services Policy |
2. Details of fines/ penalties/ punishment/ award/ compounding fees/ settlement amount paid in proceedings (by the entity or by directors/ KMPs) with regulators/ law enforcement agencies/ judicial institutions, in the financial year, in the following format (Note: the entity shall make disclosures on the basis of materiality as specified in Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and as disclosed on the entitys website:
NGRBC Principle | Monetary Name of the regulatory/ enforcement agencies/ judicial institutions | Amount (In INR) | Brief of the Case | Has an appeal been preferred? (Yes/No) | |
Penalty/ Fine |
NA | Regional office of CGWB (Odisha) | 2,00,000 | Refer Note 1 | No |
Penalty/ Fine |
NA | Directorate General of Goods and Services Tax Intelligence (DGGI) | 1,15,47,372 | Refer Note 2 | No |
Penalty/ Fine Settlement |
NA | Federal Tax Authority, Abu Dhabi, UAE | AED 2,000 (INR 45,982.50) | Refer Note 3 | No |
Compounding Fees
NGRBC Principle | Non-Monetary Name of the regulatory/ enforcement agencies/ judicial institutions | Amount (In INR) | Brief of the Case | Has an appeal been preferred? (Yes/No) | |
Imprisonment | NA | NA | NA | NA | NA |
Punishment | NA | NA | NA | NA | NA |
Note 1: While obtaining NOC for ground water abstraction, authority observed non installation/installation of faulty digital water flow meter with telemetry system and NOC was granted subject to payment of penalty.
Note 2: Rule 89 (4) of the CGST Act, 2017 allows refund of accumulated ITC when such accumulation arises due to export made without payment of IGST under Bond/ LUT. We had imported inputs under Advance Authorisation claiming exemption of customs duty (including IGST). However, the contention of DGGI/authority was when exemption of IGST was claimed under Notification No.79/2017-Cus. on imports made under Advance Authorisation, the refund of IGST paid on other inputs and packing materials used therein can only be claimed under sub-rule (4B) of Rule 89 of CGST Rules, 2017 not based on formula given in Rule 89(4). If fact, there is no such non-obstante clause given in statute [or Rule 89(4B)] which takes precedence over any conflicting provision Rule 89(4). Principle Section 54 also does not make any distinction & confusion. This issue was agitated for the prior period in our case up to March 2022, and on representation to Govt. now this confusing rule 89(4A), 89(4B) and 96(10) got deleted from CGST Rules, 2017 vide Notification No.20/2024-C.T. dated 08.10.2024. Though we have strong prima facie case in favour, we calculated the differential amount between Rule 89(4) & Rule 89 (4B) and reversed the credit due to which the penalty has been levied. As we have now paid the interest and penalty, we are eligible to reclaim the credit that we had to reverse.
Note 3: Excess claim of a VAT input credit of AED 12,344.81, which has been corrected Suo-motto by the Subsidiary company by filing a revised return.
3. Of the instances disclosed in Question 2 above, details of the Appeal/Revision preferred in cases where monetary or non-monetary action has been appealed.
Case Details |
Name of the regulatory/ enforcement agencies/ judicial |
institutions | |
NA | NA |
4. Does the entity have an anti-corruption or anti-bribery policy? If yes, provide details in brief and if available, provide a web-link to the policy.
Yes. APAR has implemented a policy on Anti-Corruption & Anti Bribery (ACAB).
The objective of Anti-Corruption & Anti Bribery policy is to provide a guideline to prevent corruption and bribery and promote transparency, integrity, and accountability within the organisation that ensure:
Compliance with applicable anti-bribery laws;
Creating awareness about APARs emphasis on ethical business practices and its zero-tolerance approach towards conduct that is in breach of this Policy;
Effective Implementation of ACAB Policy by incident reporting, investigation and compliance.
The link to Anti-Corruption & Anti-Bribery policy is as follows: https://apar.com/wp-content/uploads/2024/01/Anti-Corruption-Anti-Bribery-Policy.pdf
APAR is committed to maintaining the highest ethical standards in all aspects of its operations. Our Code of Conduct requires that the Company, its employees, and anyone acting on behalf of the Company obey company policies and all applicable laws in any country where APAR operates, including specific anti-corruption laws.
In addition, the link to other policies related to Anti-Corruption & Anti-Bribery are as follows:
APAR Code of Conduct Policy: https://apar.com/wp-content/uploads/2023/03/Social_Policies/1.APAR_Code_of_Conduct.pdf
Whistle-Blower Policy: https://apar.com/wp-content/uploads/2023/03/Social_Policies/20.Whistle_Blower_Policy.pdf
Integrity is important for suppliers also, as they play a critical role in ensuring the integrity of the entire supply chain. We have implemented a Supplier Code of Conduct policy to maintain ethical business standards and a fair business environment. The link of the Supplier Code of Conduct policy is as follows: Supplier Code of Conduct Policy: https://apar.com/wp-content/uploads/2023/03/APAR_Supplier_Code_of_Conduct.pdf
5. Number of Directors/ KMPs/ employees/ workers against whom disciplinary action was taken by any law enforcement agency for the charges of bribery/ corruption:
FY 2024-25 | FY 2023-24 | |
Directors | Nil | Nil |
KMPs | Nil | Nil |
Employees | Nil | 1 |
Workers | Nil | Nil |
6. Details of complaints with regard to conflict of interest:
FY 2024-25 |
FY 2023-24 |
|||
KMPs |
Number | Remarks | Number | Remarks |
Number of complaints received in relation to issues | Nil | NA | Nil | NA |
of Conflict of Interest of the Directors | ||||
Number of complaints received in relation to issues | Nil | NA | Nil | NA |
of Conflict of Interest of the KMPs |
7. Provide details of any corrective action taken or underway on issues related to fines/ penalties/ action taken by regulators/ law enforcement agencies/ judicial institutions, on cases of corruption and conflicts of interest.
Not Applicable
8. Number of days of accounts payables ((Accounts payable *365)/ Cost of goods/ services procured) in the following format:
FY 2024-25 | FY 2023-24 | |
Number of days of accounts payables | 133.49 | [*] 135.65 |
9. Open-ness of business:
Provide details of concentration of purchases and sales with trading houses, dealers, and related parties along-with loans and advances & investments, with related parties, in the following format:
Parameter |
Metrics | FY 2024-25 | FY 2023-24 |
Concentration of | a) Purchases from trading houses as % of total purchases | 13.9% | 9.3% |
Purchases | b) Number of trading houses where purchases are made from | 877 | 1540 |
c) Purchases from top 10 trading houses as % of total | 81.8% | 62.9% | |
purchases from trading houses | |||
Concentration of Sales | a) Sales to dealers / distributors as % of total sales | 2.66% | [*] 2.39% |
b) Number of dealers / distributors to whom sales are made | 917 | [*] 809 | |
c) Sales to top 10 dealers / distributors as % of total sales to | 21.65% | [*] 22.90% | |
dealers / distributors | |||
Share of RPTs in | a) Purchases (Purchases with related parties / Total Purchases) | 0.04% | [*] 0.02% |
b) Sales (Sales to related parties / Total Sales) | 0.03% | 0.04% | |
c) Loans & advances (Loans & advances given to related | 2.23% | [*] 0.19% | |
parties / Total loans & advances) | |||
d) Investments (Investments in related parties / Total | 5.04% | 68.55% | |
Investments made) |
[*] number of FY 2023-24 updated
LEADERSHIP INDICATORS
1. Awareness programmes conducted for value chain partners on any of the Principles during the financial year:
Note: P1a
28% of supply chain partners were covered (by value of business done with such partners) under the awareness programmes during FY 2024-25.
Majority of our procurement is from large suppliers including Vedanta, S-Oil, Ergon Refining Inc., HPCL, JSW Steel, Sumitomo Metal Mining Co. Ltd., etc. They do not need any awareness programme and hence we did not reach out to them for such programmes.
2. Does the entity have processes in place to avoid/ manage conflict of interests involving members of the Board? (Yes/No) If Yes, provide details of the same.
Yes, the Company has a Code of Conduct, which is explicitly also applicable to APAR Directors, senior management and
Independent Directors. It provides clear guidelines for avoiding and disclosing actual or potential conflict of interest with the Company. The Company receives an annual declaration from its Board of Directors and senior management personnel on the entities they are interested in, and ensures requisite approvals, as required under the applicable laws are taken prior to entering into transactions with each entities.
The policy is available on the Companys website at https://apar.com/wp-content/uploads/2023/03/Social_Policies/1.APAR_
Code_of_Conduct.pdf
PRINCIPLE 2: Businesses should provide goods and services in a manner that is sustainable and safe.
Product Innovation & Research
APARs vision is to be a global leader in the energy infrastructure, transportation & telecommunication sectors by providing the best solutions & value creation for our stakeholders. The mission that drives us can be summed up in three words: tomorrows solutions today. APAR is committed to provide sustainable goods and services for a cleaner, greener tomorrow.
APARs commitment is customer focused R&D. The Companys speciality lies in delivering product performance in extreme environments; the Company engineers and manufactures cable, conductor and speciality oil that consistently outlast and outperform the competitions.
The Company has state-of-the-art laboratories, in each businesses, with more than 2000+ testing scope as per various national
& international standards. All its laboratories are accreditation by NABL (National Accredited Board for Laboratories) as per ISO
17025:2017. Certificates section at https://apar.com/apar-esg-report/ can be referred for list of NABL certifications across the plants.
The Company has implemented Goods & Services policy to provide guidelines on providing goods and services in a manner that is sustainable and safe. The policy can be accessed at the Companys website at https://apar.com/sustain_envt_policies_environment/.
ESSENTIAL INDICATORS
1. Percentage of R&D and capital expenditure (capex) investments in specific technologies to improve the environmental and social impacts of product and processes to total R&D and capex investments made by the entity, respectively.
Segment |
FY 2024-25 | FY 2023-24 | Details of improvements in environmental and social impacts |
R&D revenue | 0.09% | 0.11% | Our R&D investments, supported by our in-house NABL-accredited |
expenses | laboratories with a testing scope covering over 2000 parameters | ||
across various national and international standards, have led to the | |||
development of sustainable and high-performance products. Notable | |||
products include HR FR EBXL wires, MVCC conductors, energy-efficient | |||
AL59 conductors, and natural ester-based insulating fluids known for | |||
their high biodegradability and superior fire safety performance. These | |||
products not only align with global sustainability benchmarks but also | |||
enable our clients particularly in the infrastructure and utility sectors | |||
to meet green procurement norms, thereby amplifying environmental | |||
and social value across the value chain. | |||
R&D CapEx | 0.03% | 0.02% | Our capital expenditure has played a key role in scaling up sustainable |
manufacturing practices, minimising environmental impact, and | |||
promoting employee and community wellbeing. Key initiatives include | |||
large investments in renewable energy and replacement of existing | |||
machinery with more productive and energy efficient machineries, and | |||
CapEx on industry 2.0 initiatives to further improve the productivity. | |||
Significant investment in water conservation measures has resulted in | |||
46% reduction in water intensity over the last two years. Additionally, the | |||
rainwater harvesting system implemented at our cable manufacturing | |||
facility has contributed to recharging the local groundwater table, thus | |||
benefiting the surrounding community while enhancing APARs water | |||
resilience. | |||
Total CapEx | 2.90% | 2.19% |
Segment FY 2024-25 FY 2023-24 Details of improvements in environmental and social impacts
R&D revenue RS15.87 crore RS15.97 crore expenses R&D CapEx RS4.78 crore RS3.50 crore Total CapEx RS509.65 crore RS330.67 crore
. Describe the processes in place to safely reclaim your products for reusing, recycling and disposing at the end of life, for (a) Plastics (including packaging) (b) E-waste (c) Hazardous waste and (d) other waste.
Solid waste inventory is prepared for all the plants, and we manage and minimise waste through the 3R principle of Reduce,
Reuse and Recycle.
We manufacture mainly Cables, Conductors and Speciality Oil across our plants. The Cables & Conductors typically have a long life of 30+ years, and most of the material are recyclable and the users do the recycling to get value out of the material. In case of Oil, we ensure long life of oil through product innovation. However, used-oil finds its way to the unorganised sector where it is burnt in an uncontrolled manner for its inherent calorific value which causes the attendant emissions. We expect that over next few years, the infrastructure and required regulation will ensure adequate collection of used-oil for re-refining.
Following initiatives are implemented and practiced at APAR: Waste reduction
We manage waste reduction through implementation of various quality improvement processes, upgradation of the plant, regular trainings, six sigma implementation, and process monitoring.
Waste disposal
Plastic Waste - We ensure compliance with the Plastic Waste Management (PWM) Rules 2016, and follow the Extended Producer Responsibility (EPR) regulation to manage the downstream operations plastic packaging waste, and these are recycled through a certified re-cycler.
Waste recycle & re-use
Our conductor division re-cycles 100% aluminium waste. 100% of the plain copper scrap is directly recycled by the Company, and the tinned copper scrap is sold to authorised recyclers for further processing, in our Cable division.
The waste of GI wire/ aluminium wire or strip which is used as an armouring material for the cable, is directly used as a re-manufacturing armouring material for the new cable.
The waste of copper tape which is used as a screening material for the MV/ HV cables is used as a re-manufacturing material for the new cable.
We have replaced the packaging wooden drum/ reels with steel/ hybrid (made of steel frame & PP sheet) drums/ reels. These are re-used 6-7 times, before being sold as MS scrap for further re-cycling.
PTFE additives and PTFE grease -- PTFE pre-sintered scrap is converted into low molecular type PTFE additives by molecular scissoring using in-house E-beam and ultrahigh speed pulverisers. The PTFE micronised powders are used as additives in ink and resin industry and in grease applications for improving anti blocking and extreme pressure additives respectively.
E-Waste: We have tie-ups with certified e-waste recyclers who specialise in safely dismantling and processing electronic devices. The recyclers extract valuable materials such as metals, plastics, and glass, which can be reused in the manufacturing of new products.
Hazardous Waste: We are constantly exploring to reduce the amount of hazardous waste. All such waste is strictly kept under the limits prescribed in the CTO (Consent to Operate) of respective plant locations. The waste is provided to Govt. approved vendors for proper treatment.
4. Whether Extended Producer Responsibility (EPR) is applicable to the entitys activities (Yes / No). If yes, whether the waste collection plan is in line with the Extended Producer Responsibility (EPR) plan submitted to Pollution Control Boards? If not, provide steps taken to address the same.
Yes, EPR is applicable to the Company. We ensure compliance with the Plastic Waste Management (PWM) Rules 2016, and follow the Extended Producer Responsibility (EPR) regulation to manage the downstream operations plastic packaging waste, and these are recycled through a certified re-cycler.
5503 MT of plastic waste (3691 MT category-1 waste as Brand Owner, 1722 MT category-2 waste as Brand Owner, and 90 MT category-2 waste as Importer), as per the target provided, was recycled through authorised vendor during FY 2024-25.
LEADERSHIP INDICATORS
1. Has the entity conducted Life Cycle Perspective/Assessments (LCA) for any of its products (for manufacturing industry) or for its services (for service industry)? If yes, provide details in the following format?
APAR has successfully developed and published the EPDs (Environmental Product Declarations) on EPD HUB for our various products as detailed above. The report covers carbon footprint computation, verification, validation and certification over its lifetime by EPD Hub as per EN 15804+A2 & ISO 14025 / ISO 21930 standards.
Additionally, these EPD report can also be downloaded from https://manage.epdhub.com/ and search for APAR Industries
2. If there are any significant social or environmental concerns and/ or risks arising from production or disposal of your products/ services, as identified in the Life Cycle Perspective/ Assessments (LCA) or through any other means, briefly describe the same along-with action taken to mitigate the same.
There are no significant social or environmental concerns and/ or risks arising from disposal of our products/ services. However, production process results in GHG emission footprint.
We manufacture mainly Cables, Conductors and Speciality Oil across our plants. The Cables & Conductors typically have a long life of 30+ years, and most of the material are recyclable and the users do the recycling to get value out of the material. In case of Oil, we ensure long life of oil through product innovation. However, used-oil finds its way to the unorganised sector where it is burnt in an uncontrolled manner for its inherent calorific value which causes the attendant emissions. We expect that over next few years, the infrastructure and required regulation will ensure adequate collection of used-oil for re-refining. Plastic We ensure compliance with the Plastic Waste Management (PWM) Rules 2016, and follow the Extended Producer Responsibility (EPR) regulation to manage the downstream operations plastic packaging waste, and these are recycled through a certified re-cycler.
3. Percentage of recycled or reused input material to total material (by value) used in production (for manufacturing industry) or providing services (for service industry).
Indicate Input Material |
Recycled or re-used input material |
|
to total material |
||
FY 2024-25 | FY 2023-24 | |
Some of the input materials re-cycled/ reused in production process were as follows: Pinewood Pallets Grade I Reconditioned IBC 1000 Litre PVC Lumps and Chips HDPE on drum non virgin |
Total 3% of recycled or reused input material (by value) was used in production. | Total 4.1% of recycled or reused input material (by value) was used in production. |
LDPE on drum non virgin | ||
PVC Strap | ||
Refurbish lagging | ||
Recycled Drum | ||
Recycled PP Sheet | ||
Recycled PVC Filler | ||
Aluminium & Copper metal scraps etc. |
4. Of the products and packaging reclaimed at end of life of products, amount (in metric tonnes) reused, recycled, and safely disposed, as per the following format:
Parameter |
FY 2024-25 | FY 2023-24 | ||||
Re-used | Re-cycled | Safely disposed | Re-used | Re-cycled | Safely disposed | |
Plastic (including | 100% (5503 | 100% (3797 | ||||
packaging) | MT as per EPR) | MT) as per EPR | ||||
* | ||||||
E-waste | ||||||
Hazardous waste | ||||||
Other waste |
For packaging material, all the plastic sold in the domestic market, which forms part of packaging, is recycled in line with the EPR.
*3691 MT category-1 waste as Brand Owner, 1722 MT category-2 waste as Brand Owner, and 90 MT category-2 waste as Importer, as per the target provided, was recycled through authorised vendor during FY 2024-25.
APAR does not have any specific product to reclaim at the end of life, However, at the project and operation sites, there are systems in place to recycle, reuse and dispose in line with regulatory requirement for the above waste being generated during course of construction and operation.
As far as products are concerned, we manufacture mainly Cables, Conductors and Speciality Oil across our plants. The Cables & Conductors typically have a long life of 30+ years, and most of the material are recyclable and the users do the recycling to get value out of the material. In case of Oil, we ensure long life of oil through product innovation. However, used-oil finds its way to the unorganised sector where it is burnt in an uncontrolled manner for its inherent calorific value which causes the attendant emissions. We expect that over next few years, the infrastructure and required regulation will ensure adequate collection of used-oil for re-refining.
5. Reclaimed products and their packaging materials (as percentage of products sold) for each product category.
Indicate product category |
Reclaimed products and their packaging materials as % of total products sold in respective category |
Not Applicable | Not Applicable. Details of our products are mentioned under Q. 4 above. |
PRINCIPLE 3: Businesses should respect and promote the well-being of all employees, including those in their value chains.
Great place to work
APAR Industries has completed the assessment conducted by GPTW (Great Place to Work), India and is re-certified as a Great Workplace for the second year in row, till the period ending January 2026.
This certification is given to organisations that demonstrate a high level of trust, camaraderie, and positive workplace culture based on employee feedback and assessment.
It has enhanced APARs reputation as an employer of choice and helps attract and retain top talent.
Our people
APARs people are the key to its growth. One of its fundamental beliefs is that a group of passionate and empowered individuals can accomplish absolutely everything.
APARs corporate philosophy is to encourage practice to do what is right as a human being. It nurtures a cohesive team culture that inspires employees to actively participate in all organisational development initiatives with no limitation of opportunities which makes APAR an exciting place to be in.
APAR encourages employees to undertake fun-at-work initiatives so that they enjoy a sense of bonding within the Company.
Employee Care
APAR respects the right to freedom of association, participation, collective bargaining, and provides access to appropriate grievance redressal mechanisms.
The Companys policies provide and maintain equal opportunities for employment. Socio-economic background, race, caste, religion, ancestry, marital status, sex, age, nationality and disability have never been, and will never be a deciding factor for employment. The Companys corporate & factory locations do not have any child labor, forced labour or any form of involuntary labour, paid or unpaid.
The Companys priority is to provide a work environment that is safe, hygienic, humane, and which upholds the dignity of the employees. This ensures that employees feel safe and secure in discharging their responsibilities.
There is continuous skill and competence upgradation of employees through provision of access to necessary learning opportunities, on an equal and non-discriminatory basis to promote employee morale and career development.
Benefits to its employees include:
Long term service award
Benevolent fund for employees
Education assistance
Advance loan
Home loan interest subsidy
Employee wedding (premium car rental) policy
Mediclaim for employee & family members & GPA for employees
Annual medical checkup & hospital assistance
Ambulance service @ home
Free bus facility
Parental leaves
Flexi working hours
Hybrid model of work from home & work from office
Employee engagement
APAR engages with its people through direct interactions, feedback, newsletter, e-mails, employee engagement surveys, open-forum and exit interviews. All of its people are free and are motivated to provide their ideas, suggestions, and insights across strategy, operations, technology, and organisation.
Mentorship programme
The Company has a mentorship programme in place, which is designed to facilitate the senior leaders (identified as Mentors) in the Company to pass on their experience and expertise to the Mentees (High Potential -- HiPo employees) and develop them into the future leaders of the Company. This is a great opportunity for the senior leaders to pass on their legacy and give back to the Company in terms of knowledge & skills and strengthen the organisation further in the long run. Unlike similar learning initiatives like training programmes or online courses, mentoring utilises the current available resources that company already has in order to upgrade its workforce.
Learning & Development
For the Company to grow, its employees must grow and develop continuously. APAR offers learning and development opportunities for its employees across levels. These include training on:
Leadership development
Soft skills development
Technical training
Training on Human Right and other social issues
Specialised training on procurement
Training on Sustainability
IT awareness & Cyber Security programme
In addition, the Company had designed and implemented rigorous training programme for new joinees in the Companys LDC business, which includes training on Sales Basics, Product Basics, Sales field automation, Soft skills, Presentation skills etc.
ESSENTIAL INDICATORS
1. a) Details of measures for the well-being of employees
% of employees covered by
No. (B) | % (B/A) | No. (C) | % (C/A) | No. (D) | % (D/A) | No. (E) | % (E/A) | No. (F) | % (F/A) | ||
Permanent Employees | |||||||||||
Male | 1829 | 1829 | 100% | 1829 | 100% | NA | NA | 1829 | 100% | NA | NA |
Female | 227 | 227 | 100% | 227 | 100% | 227 | 100% | NA | NA | 111 | 49% |
Total |
2056 | 2056 | 100% | 2056 | 100% | 227 | 100% | 1829 | 100% | 111 | 49% |
Other than Permanent Employees | |||||||||||
Male | 0 | 0 | 0% | 0 | 0% | NA | NA | 0 | 0% | NA | NA |
Female | 0 | 0 | 0% | 0 | 0% | 0 | 0% | NA | NA | 0 | 0% |
Total |
0 | 0 | 0% | 0 | 0% | 0 | 0% | 0 | 0% | 0 | 0% |
b) Details of measures for the well-being of workers
% of workers covered by
No. (B) | % (B/A) | No. (C) | % (C/A) | No. (D) | % (D/A) | No. (E) | % (E/A) | No. (F) | % (F/A) | ||
Permanent Workers | |||||||||||
Male | 99 | 99 | 100% | 99 | 100% | NA | NA | 99 | 100% | NA | NA |
Female | 0 | 0 | 0% | 0 | 0% | 0 | 0% | NA | NA | 0 | 0% |
Total |
99 | 99 | 100% | 99 | 100% | 0 | 0% | 99 | 100% | 0 | 0% |
Other than Permanent Workers | |||||||||||
Male | 7501 | 7501 | 100% | 7501 | 100% | NA | NA | 0 | 0% | NA | NA |
Female | 80 | 80 | 100% | 80 | 100% | 80 | 100% | NA | NA | 41 | 51% |
Total |
7581 | 7581 | 100% | 7581 | 100% | 80 | 100% | 0 | 0% | 41 | 51% |
c) Spending on measures towards well-being of employees and workers (including permanent and other than permanent) in the following format
FY 2024-25 | FY 2023-24 | |
Cost incurred on well-being measures as a % of total revenue of the Company | 0.11% | 0.11% |
2. Details of retirement benefits, for Current FY and Previous Financial Year.
Benefits |
FY 2024-25 | FY 2023-24 | ||||
No. of employees covered as a % of total employees | No. of workers covered as a % of total workers | Deducted and deposited with the authority (Y/N/N.A.) | No. of employees covered as a % of total employees | No. of workers covered as a % of total workers | Deducted and deposited with the authority (Y/N/N.A.) | |
PF | 100% | 100% | Y | 100% | 100% | Y |
Gratuity | 100% | 100% | NA | 100% | 100% | NA |
ESI | 100% | 100% | Y | 100% | 100% | Y |
Others | 100% | 0% | Y | 100% | 0% | Y |
Superannuation | ||||||
(Managers & | ||||||
above, voluntary) |
3. Accessibility of workplaces
Are the premises/offices of the entity accessible to differently abled employees and workers, as per the requirements of the Rights of Persons with Disabilities Act, 2016? If not, whether any steps are being taken by the entity in this regard.
The Company is committed to promote and to have an inclusive and diverse workforce. Hence aspects of accessibility and equity are equally important and are considered.
All our facilities have ramps at entry locations and lobbies to facilitate movement through wheelchairs. In addition, provision for special toilets is made for specially-abled persons.
4. Does the entity have an equal opportunity policy as per the Rights of Persons with Disabilities Act, 2016? If so, provide a web-link to the policy.
Yes. APAR nurtures an inclusive culture that does not discriminate on the basis of religion, gender, caste or disabilities and has a policy for equal opportunity for all, as per the Rights of Persons with Disabilities Act, 2016.
The web-link to this policy is: https://apar.com/wp-content/uploads/2023/03/Social_Policies/8.Equal_Opportunity_Accessibility_Policy_for_Persons_ with_Disabilities.pdf
5. Return to work and Retention rates of permanent employees and workers that took parental leave.
Gender |
Permanent Employees |
Permanent Workers |
||
Return to work rate | Retention rate | Return to work rate | Retention rate | |
Male | 100% | 100% | 100% | 100% |
Female | 100% | 100% | NA | NA |
Total | 100% | 100% | 100% | 100% |
6. Is there a mechanism available to receive and redress grievances for the following categories of employees and worker? If yes, give details of the mechanism in brief.
Yes/No (If Yes, then give details of the mechanism in brief) |
|
Permanent Workers Other than Permanent |
Yes, the Company is committed to providing a safe and conducive work environment to all of its employees and workers, and has a mechanism to receive and redress grievances for its employees and stakeholders. Mechanism: |
Workers Permanent Employees |
a) Employees are encouraged to share their concerns with their reporting manager. An answer is expected within 48 hours from the reporting manager. |
Other than Permanent |
b) In case the employee is not satisfied with the answer of his reporting manager, or answer is not received within the stipulated time, the employee can present his case to the head of the department. |
Employees | An answer is expected within 3 days from the head of the department. |
c) In case the employee is not satisfied with the answer of head of the department, the aggrieved employee can request to forward his case to the Grievance Committee, which shall make its recommendations within 7 days. |
|
d) The final decision by the management is communicated to the employee. If no agreement is possible, the employee and management may refer the matter to voluntary arbitration. The Grievance Committee consists of 5 members across functions at locations out of which one of the members shall be Chairman of the Committee, nominated by the local management. Link to the Grievance Redressal Policy for employees is provided below |
|
a) Policy for Prevention of Sexual Harassment at Workplace (POSH), which can be accessed from the link: | |
b) Whistle-Blower Policy, which can be accessed from the link: | |
c) Employee Relations Policy, which can be accessed from the link: Over and above, the Company has works committee, safety committee, and canteen committee to manage and ensure a conducive work environment. Employee Satisfaction Survey was conducted to gauge the level of satisfaction of employees. |
7. Membership of employees and worker in association(s) or Unions recognised by the listed entity:
Gender |
FY 2024-25 | FY 2023-24 | ||||
Total employees/ workers in respective category (A) | No. of employees/ workers in respective category, who are part of association(s) or Union (B) | % (B / A) | Total employees/ workers in respective category (A) | No. of employees/ workers in respective category, who are part of association(s) or Union (B) | % (B / A) | |
Total Permanent Employees | ||||||
Male | 1829 | 0 | 0% | 1761 | 0 | 0% |
Female | 227 | 0 | 0% | 180 | 0 | 0% |
Total Permanent Workers | ||||||
Male | 99 | 0 | 0% | 104 | 0 | 0% |
Female | 0 | 0 | 0% | 0 | 0 | 0% |
The Company respects the right of employees to free association and union representation. During the year under review, there was no employee association and union representation in the Company. In respect to this we have an internal Works Committee as per the Industrial Disputes Rules 1957 Sub-section (1) of Section (3). This committee comprises of employees & workmen who are elected. This committee addresses to the concerns and issues raised by employees, takes collective decisions and maintains harmonious relationship between employer and workmen.
8. Details of training given to employees and workers
Safety is of paramount importance to the Company. All the plant person, including employees, workers and contract workers are imparted at least one training on H&S each year. The Companys contractual employees receive mandatory safety training before entering the premises and also get on-the-job training through the contractor. Skill development training is provided as per the TNI (Training Need Identification). Following types of skill-development trainings are imparted for skill upgradation: i. Functional/Technical training ii. Training on soft skills iii. On-the-job training The employees receive training through classroom as well as web-based training programmes. Various trainings are identified and conducted as per the training calendar, including operational/functional training, six sigma, soft skills and leadership development programmes which are derived from the performance appraisals and competency matrix.
Category |
FY 2024-25 |
FY 2023-24 |
||||||||
Total | On H&S issues |
On Skill |
Total | On H&S issues |
On Skill |
|||||
(A) | Upgradation |
(D) | Upgradation |
|||||||
No. (B) | % | No. (C) | % | No. (E) | % | No. (F) | % | |||
(B/A) | (C/A) | (E/D) | (F/D) | |||||||
Employees | ||||||||||
Male | 1829 | 1401 | 77% | 1059 | 58% | 1761 | 1527 | 87% | 979 | 56% |
Female | 227 | 165 | 73% | 121 | 53% | 180 | 147 | 82% | 73 | 41% |
Total |
2056 | 1566 | 76% | 1180 | 57% | 1941 | 1674 | 86% | 1052 | 54% |
Workers | ||||||||||
Male | 7600 | 7600 | 100% | 1134 | 15% | 6516 | 6516 | 100% | 1868 | 29% |
Female | 80 | 80 | 100% | 34 | 43% | 38 | 38 | 100% | 28 | 74% |
Total |
7680 | 7680 | 100% | 1168 | 15% | 6554 | 6554 | 100% | 1896 | 29% |
In addition, specialised training programmes were conducted for all procurement personnel in the Company, facilitated by top-tier external consultants. The training covered a range of topics including Strategic Sourcing, Business Partnering, Spend Analysis, Category Management, Supply Planning, Data Analytics, Innovation, P2P Procurement, Negotiations, Governance, and MIS. A total of 1,253 man-hours were delivered, with 172 participants attending the sessions.
9. Details of performance and career development reviews of employees and worker:
All employees participate in regular Performance and Career Development Reviews, facilitated through the Companys comprehensive Human Resource Management System (HRMS) portal. These reviews include structured discussions and periodic feedback sessions aimed at fostering individual growth and development. Additionally, High Potential (HiPo) employees are systematically identified to receive targeted support and opportunities for accelerated career progression.
To promote internal mobility and career advancement, APAR has implemented a well-defined Internal Job Posting (IJP) policy that encourages employees to explore new roles and opportunities within the organisation.
As per the 2022 Employee Satisfaction Survey, a significant majority of employees expressed high levels of satisfaction and a strong sense of belonging to APAR. This positive sentiment is further supported by a variety of employee-centric initiatives, including career development programmes and structured suggestion schemes, both of which contribute meaningfully to personal and professional growth.
APAR remains committed to nurturing talent, recognising potential, and creating a dynamic workplace that aligns employee aspirations with business goals.
Category |
FY 2024-25 | FY 2023-24 | ||||
Total (A) | No (B) | % (B/A) | Total (A) | No (B) | % (B/A) | |
Employees | ||||||
Male | 1829 | 1829 | 100% | 1761 | 1761 | 100% |
Female | 227 | 227 | 100% | 180 | 180 | 100% |
Total | 2056 | 2056 | 100% | 1941 | 1941 | 100% |
Workers | ||||||
Male | 7600 | 7600 | 100% | 6516 | 6516 | 100% |
Female | 80 | 80 | 100% | 38 | 38 | 100% |
Total |
7680 | 7680 | 100% | 6554 | 6554 | 100% |
10 Health and safety management Yes, we have implemented a robust health and safety management system across system: our business. a) Whether an occupational health All APARs manufacturing locations have been certified for OHSAS-18001/ ISO and safety management system 45001 for Occupational Health & Safety; undertakes regular safety audits to identify has been implemented by the hazardous acts; ensure compliance with standard operating procedures; and assess entity? (Yes/ No) the performance of the Companys safety measures. The certificates are uploaded at our website, and can be accessed through: https://apar.com/apar-esg-report/ under the Certificates tab.
We are also implementing a modern EHS platform which will offer automated workflows and immediate notifications to the relevant parties, seamless data flows across the organisation, organisation wide standardisation of processes, enhanced transparency and quick actions. It will have following modules:
Incident management
Risk Management, Safety Inspection & Audits
Change Management
Maintenance Safety
Health & Hygiene, and
Training & Documentation
Key Highlights:
No fatal accidents during FY 2024-25
Reduction in LTIFR (workers) from 1.94 (FY 2022-23) to 1.27 (FY 2023-24) to 1.13 (FY 2024-25)
ISO 45001 certification at all manufacturing locations
Regular conduct of safety audits at plants
Each manufacturing unit of APAR has its own unit-level safety committee, led by the unit or facility heads.
Each APAR plant has been equipped with the (a) safety & 5S committee (b) suggestion scheme (c) Kaizen (d) Safety engagement activities, and (e) a team of qualified H&S professionals at each manufacturing location.
11. Details of safety related incidents, in the following format
Safety Incident/Number |
Category | FY 2024-25 | FY 2023-24 |
Lost Time Injury Frequency Rate (LTIFR) (per one million-person hours | Employees | 0.36 | 0.31 |
worked) | Workers | 1.13 | 1.27 |
Total recordable work-related injuries | Employees | 1 | 1 |
Workers | 26 | 20 | |
No. of fatalities | Employees | 0 | 0 |
Workers | 0 | 0 | |
High consequence work-related injury or ill-health (excluding fatalities) | Employees | 0 | 1 |
Workers | 1 | 4 |
Key Highlights
No fatal accidents during FY 2024-25
Reduction in LTIFR (workers) from 1.94 (FY 2022-23) to 1.27 (FY 2023-24) to 1.13 (FY 2024-25)
12. Describe the measures taken by the entity to ensure a safe and healthy workplace.
Following measures are taken by APAR to ensure a safe & healthy workplace: a) Hazard identification, Risk Assessment and Management is done in accordance with Hazard Identification and Risk
Assessment (HIRA) Procedure. b) Hierarchy of controls is followed for application of risk control measures. Control Plans commensurate to risk are deployed before execution of job. No job is executed until risks are brought to acceptable range i.e. work permit system. c) Safety Committees are in place at various levels to review the adequacy of resources for safety and to provide support for safety management system deployment d) Deployment of safe and healthy system of work is assured through periodic safety audits and inspections across sites.
13. Number of Complaints on the following made by employees and workers: e) Suggestion and feedback scheme deployed at all levels for further improvement towards safe & healthy workplace.
FY 2024-25 | FY 2023-24 | |||||
Filed during the year | Pending resolution at the end of year | Remarks | Filed during the year | Pending resolution at the end of year | Remarks | |
Working | 0 | 0 | 1 | 0 | ||
Conditions | ||||||
Health & Safety | 0 | 0 | 1 | 0 |
During the reporting period, the Company did not receive any formal complaints related to Health & Safety (H&S) or working conditions from employees or workers. However, we recognise that continuous improvement is key to maintaining a safe and supportive work environment.
Formal feedback (through employee satisfaction surveys) and Informal feedback and suggestions for enhancing H&S practices and workplace conditions are encouraged through various internal communication channels and are reviewed regularly to identify and implement potential improvements.
APAR is re-certified as a Great Workplace for the second year in row, till the period ending January 2026. The GPTW (Great Place To Work) survey findings are studied, and action plans are made based on these findings. One such finding was the need to strengthen work-life balance, and 5-days workweek was implemented for all employees based in Offices including all the Branch Offices.
At the plant level, we are implementing a modern EHS platform which will offer automated workflows and immediate notifications to the relevant parties, seamless data flows across the organisation, organisation wide standardisation of processes, enhanced transparency and quick actions. It will have following modules:
Incident management
Risk Management, Safety Inspection & Audits
Change Management
Maintenance Safety
Health & Hygiene, and
Training & Documentation
Additionally, suggestions are encouraged at our regular safety committee meetings at the plants on issues such as working conditions and health & safety.
14. Assessments for the year:
% of your plants and offices that were assessed (by entity or statutory authorities or | |
third parties) | |
Working Conditions | 100% |
Health & Safety | 100% |
All of APARs manufacturing locations are covered under the ISO 45001/2018: Occupational Health and Safety Management Systems. Compliance to safe working conditions is an essential aspect of EHS management systems. In addition, all APAR units undergo periodic Environment, Health & Safety audits at all division to verify compliance with Standards.
15. Provide details of any corrective action taken or underway to address safety-related incidents (if any) and on significant risks/concerns arising from assessments of health & safety practices and working conditions.
During the reporting period, no major safety-related incidents were reported.
However, as part of APARs proactive approach to health and safety, periodic risk assessments and safety audits, such as Fatal & Serious Injury (FSI) prevention system, HIRA and incident reporting system are in-place. Accordingly, the corrective & preventive actions are implemented to mitigate the risk within the stipulated time frame.
The following initiatives are implemented to address safety-related risks: a) Fire Hydrant system to ensure the fire safety. b) Installation of retractable life line system for curing tank. c) Fall protection system for rooftops during the project and maintenance work at height. d) Additionally, approx. 400 numbers of safety Kaizen has been implemented under the suggestion schemes to make our people safe. e) Implementation of Flood management system to prevent plant property, including (i) construction of water collection pit
(ii) installation of heavy capacity water evacuation pumps along with flood gates to prevent flood during monsoon in plant premises. f) Provided safety railings and walkways in roof top solar panels for safe repairing and cleaning jobs etc. g) Regular training on safety: 439 training programmes on Occupational Health & Safety (OHS) were imparted during FY 2024-25.
LEADERSHIP INDICATORS
1. Does the entity extend any life insurance or any compensatory package in the event of death of (A) Employees (Y/N)
(B) Workers (Y/N).
Employees Yes Workers -- Yes
2. Provide the measures undertaken by the entity to ensure that statutory dues have been deducted and deposited by the value chain partners
The Company had taken following measures to ensure that statutory dues have been deducted and deposited by the value chain partners: a) GST: The finance department of the Company checks with the GST portal to ensure that the GST dues are deposited by our supply chain partners. This exercise is done every quarter. In case of any non-compliances, it is escalated to the concerned purchase manager for action. b) PF & ESIC of Contract Labours employed by our supply chain partners within APAR premises is checked thoroughly and monitored by APAR HR team. c) Majority of our sourcing is through top suppliers, who have their own internal checks and balances to ensure compliance and payment of all the statutory dues in time. d) For smaller suppliers, the Company has a system of vendor assessment/ audit during vendor on-boarding, wherein we take declaration from the suppliers that all statutory dues are paid in time. Additionally, vendors are sensitised on this topic through regular webinars.
3. Provide the number of employees/workers having suffered high consequence work-related injury/ ill-health/ fatalities (as reported in Q11 of Essential Indicators above), who have been rehabilitated and placed in suitable employment or whose family members have been placed in suitable employment:
Total no. of affected employees/ workers |
No. of employees/ workers that are | ||
FY 2024-25 | FY 2023-24 | rehabilitated and placed in suitable employment or whose family members have been placed in suitable employment FY 2024-25 FY 2023-24 | |
Employees | 0 | 1 | NA NA |
Workers | 1 | 4 | NA NA |
In all these cases, the employees & workers have re-joined work.
4. Does the entity provide transition assistance programmes to facilitate continued employability and the management of career endings resulting from retirement or termination of employment? (Yes/ No)
Yes.
We do provide opportunities to employees & workmen who have superannuated from the services of the Company.
The extended services of superannuated employees are used in the advisory roles or in the capacity of retainers with the organisation. These employees with their rich experience help the organisation to achieve the desired objective more effectively and efficiently.
5. Details on assessment of value chain partners:
% of value chain partners (by value of business done with such partners) that | |
were assessed | |
Working Conditions | * 100% |
Health & Safety practices | * 100% |
100% of our suppliers are assessed for Working Conditions, and Health & Safety through vendor assessment/ audit at the time of vendor on-boarding. *All traders and manufacturing suppliers having insignificant supply values are not included.
6. Provide details of any corrective actions taken or underway to address significant risks/ concerns arising from assessments of health and safety practices and working conditions of value chain partners.
In case of any non-compliance, the matter is taken up with the supplier immediately. The suppliers need to take corrective actions and are on-boarded only when the corrective actions are implemented.
PRINCIPLE 4: Businesses should respect the interests of and be responsive to all its stakeholders.
The Company has a wide variety of stakeholders and has been consciously engaging with them to understand their requirements.
Many of the Companys key stakeholders, including customers, investors, suppliers, and employees have been increasingly asking about performance on sustainability parameters. This has helped the Company to determine its priorities on areas of sustainability that are material to its business success.
ESSENTIAL INDICATORS
1. Describe the processes for identifying key stakeholder groups of the entity.
Our stakeholders are those individuals or organisations who have an interest in, and/ or whose actions impact our ability to execute our strategy. Our stakeholders play an integral role in our journey and we recognise the need to partner with them and understand their concerns to run and manage our businesses. Our process of stakeholder engagement involves identifying key internal and external stakeholders followed by analysing the impact of each stakeholder groups on our business and vice versa.
2. List stakeholder groups identified as key for your entity and the frequency of engagement with each stakeholder group.
Group |
identified as Vulnerable & Marginalised Group (Yes/No) | (E-mail, SMS, Newspaper, Pamphlets, Advertisement, Community Meetings, Notice Board, Website), Other | engagement (Annually/ Half yearly/ Quarterly / others please specify) |
engagement including key topics and concerns raised during such engagement |
Shareholders |
No | Annual General Meeting, Stock Exchange Disclosures, Quarterly and Half yearly Results Publication, E-mail Communications, Letters, Press Release, Complaints and Resolutions | AGM - Annual H/ Y Results - Half yearly Q/ Y Results - Quarterly Others - Ongoing |
Financial Results, Dividends, Induction of Board members, Changes in shareholding, Companys growth plan etc. |
Employees |
No | Training & Awareness programmes, In-house APAR Engage magazines, Goal setting, Performance appraisal, Meetings, Exit interviews, Wellness initiatives, Grievance Mechanism Functioning, E-mail, Intranet, Circulars etc. | Regular |
KRA setting, Performance Management, Improvement areas, Training and awareness, Brand communication, Health & Safety engagement etc. |
Customers |
No | Awareness Programmes, Distributor/ Retailer/ meets, APAR Plant visits, Trade body membership, Complaints management, Conferences, Website etc. | Regular |
Target setting, Product quality & availability, New product launches etc. |
Suppliers |
No | Awareness Programmes, Plant visits, Trade association meets, Seminars, Grievance handing mechanism etc. | Regular |
Delivery schedule, Product & Service quality, Payments, ESG consideration (sustainability, safety checks, compliances, ethical behaviour) etc. |
Government |
No | Meetings with local administration/ state government authorities through seminars on need basis, emails and meetings, Regulatory audits/ inspections etc. | Need basis |
Discussions with regard to various regulations, amendments, inspections, approvals and assessments; Govt. Policies etc. |
Community |
No | Community visits and projects, partnership with local charities, volunteerism, seminars/ conferences | Regular |
Training & Employment, Water management, Community development, Livelihood support, disaster relief etc. |
LEADERSHIP INDICATORS
1. Provide the processes for consultation between stakeholders and the Board on economic, environmental, and social topics or if consultation is delegated, how is feedback from such consultations provided to the Board.
In the Board Meetings, feedback/ internal audit reports are discussed, and progress on various sustainability (ESG) parameters are shared. Suggestions from the Board Members are implemented.
2. Whether stakeholder consultation is used to support the identification and management of environmental, and social topics (Yes / No). If so, provide details of instances as to how the inputs received from stakeholders on these topics were incorporated into policies and activities of the entity.
Yes. We engage with our stakeholders regularly on sustainability related issues.
Employees are actively encouraged to give their suggestions and participate in the implementation thereof.
Awareness programmes on environmental and social topics are conducted regularly for our employees and suppliers.
These awareness programmes provide a platform to discuss the environmental and social issues with the stakeholders, and accordingly the inputs received from stakeholders are discussed, debated and implemented where feasible.
In addition, prominent customers send us detailed questionnaires on the progress of our sustainability initiatives, to which we regularly respond. This also gives us a detailed understanding of their expectations.
Platforms such as CDP and EcoVadis give us a clear indication of the expectations from a global standpoint, which enable us to fine-tune our policies and practices.
3. Provide details of instances of engagement with, and actions taken to, address the concerns of vulnerable/ marginalised stakeholder groups.
APAR follows an integrated development approach which specifically targets the disadvantaged, vulnerable and marginalised stakeholders. It has been the Companys constant endeavour to focus on inclusive and collaborative growth.
Employment: APAR management always looks forward to offering merit-based employment to the historically disadvantaged sections of society including scheduled castes/ tribes, other backward classes at all the plant locations.
Employment Generation: We have tied up with Sri Nityanand Educational Trust Sanchalit Govardhan Skill Development Centre, Wada (District: Palghar, Maharashtra). The Centre is dedicated to generating employment opportunities for tribal youth by equipping them with technical skills through various short-term courses affiliated with the National Institute of Open Schooling (NIOS).
Over the past three years, 81 tribal youths (24, 39 and 18 students in years 2022, 2023 and 2024 respectively) have been trained and are now employed across different companies. Notably,13 youths are currently employed with APARs Cable Division, contributing across multiple departments.
Additionally, 18 trainees are presently undergoing industrial training with APAR, gaining hands-on experience and preparing for future employment opportunities.
In addition, 84% of our total contract workforce at plants belong to SC, ST or OBC category; and 38% of our employees at plants belong to SC, ST or OBC category.
92% of our contract workforce, and 45% of our employees are from rural and/ or semi-urban areas.
Inclusion of person with disabilities (PwDs): APAR is committed to including persons with disabilities in our employment ecosystem and workforce. Presently, there are four differently abled employees (two men and two women), and four differently abled workers at APAR.
We are focusing to improve women workers participation in our factory shop floors. The count of women workers has increased from 7 (in FY 2022-23) to 38 (in FY 2023-24) to 80 (in FY 2024-25).
The overall employee diversity has increased from 8.3% (in 22-23) to 9.3% (in 23-24) to 11.0% (in 24-25).
Procurement: APAR is responsible member of the local communities where it has its plants, and the focus is on increasing local procurement where possible.
Water security: 61,616 KL of RWH (Rainwater Harvesting) was done during FY 2024-25 through aquifer recharge. It will improve the water table and ensure water security for both APAR and the neighbourhood communities.
PRINCIPLE 5: Businesses should respect and promote human rights.
The Company is committed to support the principles contained within the Universal Declaration of Human Rights, the UN Guiding Principles on Business and Human Rights, the OECD Guidelines for Multinational Enterprises, the ILO Core Conventions on Labour Standards, the UK Modern Slavery Act and other similar laws and principles.
Towards this the Company had implemented many policies, including:
APAR Code of Conduct
Child & Forced Labour Policy
Human Rights Policy
Policy on POSH
Policy for Prevention of Workplace Harassment
Working Condition Policy
Grievance Redressal Policy for Employees
Whistle-Blower Policy
Flexible Working Hours Policy
These policies are available at Companys website at https://apar.com/sustain_envt_policies/ under Social Policies tab.
Regular training is being conducted to make all employees aware of these issues.
In addition, human right issues form an integral part of Companys new supplier on-boarding assessment and APARs Supplier Code of Conduct to which each supplier need to agree and provide consent.
Respect for the dignity of the individual and for the importance of each individuals Human Rights forms the basis of the behaviours
, the Company expects of every individual who works for us, either as an employee or indirectly or through its supply chain. The Company does not accept any form of discrimination, harassment or bullying within APAR or its supply chain. These include requiring suppliers to take measures to avoid any form of forced, bonded or compulsory labour (or any other kind of modern slavery or human trafficking).
ESSENTIAL INDICATORS
1. Employees and workers who have been provided training on human rights issues and policy(ies) of the entity, in the following format:
Total (A) | No. of persons | % (B/A) | Total (C) | No. of persons | % (D/C) | |
covered (B) | covered (D) | |||||
Employees | ||||||
Permanent | 2056 | 2056 | 100% | 1941 | 1941 | 100% |
Other than | 0 | 0 | 0% | 0 | 0 | 0% |
Permanent | ||||||
Total Employees |
2056 | 2056 | 100% | 1941 | 1941 | 100% |
Workers | ||||||
Permanent | 99 | 99 | 100% | 104 | 64 | 62% |
Other than | 7581 | 7581 | 100% | 6554 | 4297 | 66% |
Permanent | ||||||
Total Workers |
7680 | 7680 | 100% | 6658 | 4361 | 66% |
All our employees are provided training on the APAR Code of Conduct, which cover key human rights issues. In addition, regular webinars are conducted which covers topic such as human rights, child labour, forced labour, harassment, POSH
(Prevention on Sexual Harassment), etc.
2. Details of minimum wages paid to employees and workers, in the following format:
The Company is paying more than the minimum wage to all its employees and workers.
The wage rates in scheduled employments differ across states, sectors, skills, regions, and occupations owing to various factors. Hence, there is no single uniform minimum wage rate across the country and the revision cycle differs for each state.
However Minimum wages are paid and adhered by the Company as per the minimum wage notification issued by the respective Central and State bodies for different establishments under the Minimum Wages Act and Rules.
Category |
FY 2024-25 | FY 2023-24 | ||||||||
Total (A) | Equal to Minimum | More than | Total (D) | Equal to Minimum | More than | |||||
Wage | Minimum Wage | Wage | Minimum Wage | |||||||
No. (B) | % (B/A) | No. (C) | % (C/A) | No. (E) | % (E/D) | No. (F) | % (F/D) | |||
Employees | ||||||||||
Permanent | ||||||||||
Male | 1829 | 0 | 0% | 1829 | 100% | 1761 | 0 | 0% | 1761 | 100% |
Female | 227 | 0 | 0% | 227 | 100% | 180 | 0 | 0% | 180 | 100% |
Other than Permanent | ||||||||||
Male | 0 | NA | NA | NA | NA | 0 | NA | NA | NA | NA |
Female | 0 | NA | NA | NA | NA | 0 | NA | NA | NA | NA |
Workers | ||||||||||
Permanent | ||||||||||
Male | 99 | 0 | 0% | 99 | 100% | 104 | 0 | 0% | 104 | 100% |
Female | 0 | NA | NA | NA | NA | 0 | NA | NA | NA | NA |
Other than Permanent | ||||||||||
Male | 7501 | 0 | 0% | 7501 | 100% | 6516 | 0 | 0% | 6516 | 100% |
Female | 80 | 0 | 0% | 80 | 100% | 38 | 0 | 0% | 38 | 100% |
3. Details of remuneration/ salary/ wages, in the following format: a) Median remuneration/wages:
Segment |
Male | Female | ||
Number | Median remuneration/ salary/ wages of respective category | Number | Median remuneration/ salary/ wages of respective category | |
Board of Directors (BoD) | 5 | 7,50,000 | 2* | 4,62,500 |
Key Managerial Personnel | 4 | 72,985,403 | 0 | NA |
Employees other than BoD and | 1829 | RS900,000 CTC p.a. | 227 | RS578,000 CTC p.a. |
KMP | ||||
Workers | 99 | RS518,219 CTC p.a. | 0 | NA |
*Note: Smt. Nina Kapasis (Independent Director Non-Executive) term expired on May 29, 2024. b) Gross wages paid to females as % of total wages paid by the entity, in the following format:
FY 2024-25 | FY 2023-24 | |
Gross wages paid to females as % of total wages | 6.44% | 5.93% |
4. Do you have a focal point (Individual/Committee) responsible for addressing human rights impacts or issues caused or contributed to by the business? (Yes/No)
Yes. The Company has following committees for addressing human right issues:
1. Ethics Committee -- Ethics Committee can be reached by sending email at ethics.taskforce@apar.com
2. Grievance Committee
3. Works Committee
5. Describe the internal mechanisms in place to redress grievances related to human rights issues.
The Company seeks to conduct business in a manner that respects the human rights and dignity of people. The Companys Code of Conduct demonstrates its commitment towards the preservation of human rights across the value chain. The Company believes that a sustainable organisation rests on ethics and respect for human rights. The Company promotes awareness of the importance of respecting human rights within its value chain and discourages instances of abuse. The Company has constituted the following Committees to take care of human rights issues: a) Ethics Taskforce This Committee is responsible for addressing all unethical issues, including human rights, violation of APAR Code of Conduct, integrity, financial wrongdoing, harassment, discrimination, victimisation, malpractices etc. b) Grievance Committee This committee addresses the grievances raised by employees & workmen incl. human rights issue, mainly grievances against canteen facilities, working conditions, harassments, facilities, OT, leave etc. This consists of five members across functions at locations, and the Chairman is nominated by the local management. c) Works Committee The Company has an internal Works Committee as per the Industrial Disputes Rules 1957 Sub-section (1) of Section (3). This committee comprises of employees & workmen who are elected. This committee addresses the concerns and issues raised by employees, takes collective decisions and maintains harmonious relationship between employer and workmen.
The Company has implemented a Human Rights Policy, which can be accessed from the below link: https://apar.com/wp-content/uploads/2023/03/Social_Policies/13.Human_Rights_Policy.pdf The Grievance redressal policy for Employees can be accessed from below link: https://apar.com/wp-content/uploads/2023/03/Social_Policies/APAR-Grievance_Redressal_Policy_for_Employees.pdf
6. Number of Complaints on the following made by employees and workers:
Category |
FY 2024-25 | FY 2023-24 | ||||
Filed during the year | Pending resolution at the end of year | Remarks | Filed during the year | Pending resolution at the end of year | Remarks | |
Sexual Harassment | 0 | 0 | 0 | 0 | ||
Discrimination at | 0 | 0 | 0 | 0 | ||
workplace | ||||||
Child Labour | 0 | 0 | 0 | 0 | ||
Forced Labour/ | 0 | 0 | 0 | 0 | ||
Involuntary Labour | ||||||
Wages | 0 | 0 | 0 | 0 | ||
Other human rights | 0 | 0 | 0 | 0 | ||
related issues |
The relationship between the Company and its employees/ workers is harmonious. As such, the employees/ workers voice their suggestions on an ongoing basis and these are discussed and implemented as per merit. Accordingly, there are no formal complaints.
7. Complaints filed under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, in the following format:
FY 2024-25 | FY 2023-24 | |
Total Complaints reported under Sexual Harassment on of Women at Workplace | 0 | 0 |
(Prevention, Prohibition and Redressal) Act, 2013 (POSH) | ||
Complaints on POSH as a % of female employees / workers | 0% | 0% |
Complaints on POSH upheld | 0 | 0 |
8. Mechanisms to prevent adverse consequences to the complainant in discrimination and harassment cases.
APAR has implemented various policies to ensure prevention of adverse consequences to the complainant. These are (a) Whistle-Blower Policy: APARs Whistle-Blower Policy provides for the following protection:
Whistle-Blower complaint is a protected disclosure and the complainant can choose to remain anonymous.
The investigating officer has to protect the identity of the Whistle-Blower.
The Whistle-Blower is protected against any adverse action not limited to harassment, unfair termination of employment, demotion, suspension and biased behaviour on account of Whistle-Blower.
(b) POSH policy
It provides following protection:
The POSH Committee has a women member to provide additional comfort to the victim.
The parties (victim and the alleged harasser) are advised to refrain from communication with each other in all possible ways, during the period of investigation.
The Company is determined to prevent retaliation, victimisation, additional harassment, intimidation, humiliation, character assassination or reprisal in any manner of the complainant or any witnesses. In certain cases, the identity of the complainant is kept confidential.
(c) Policy for Prevention of Workplace Harassment: It provides the following protection:
Any retaliation or threat of retaliation against any complainant is considered as a violation of the Code of Conduct of the Company and will necessitate appropriate disciplinary action.
9. Do human rights requirements form part of your business agreements and contracts? (Yes/ No)
Yes.
Human rights requirement is a part of APAR Supplier Code of Conduct, which makes it integral to all agreements & contracts. We have initiated the process of getting our Suppliers (and service providers) read, understand, and accept (by signing) the
APAR Supplier Code of Conduct. The link to Companys Supplier Code of Conduct is as below: https://apar.com/wp-content/uploads/2023/03/APAR_Supplier_Code_of_Conduct.pdf
10. Assessments for the year:
% of your plants and offices that were assessed | |
(by entity or statutory authorities or third parties) | |
Child Labour | 100% |
Forced Labour/Involuntary Labour | 100% |
Sexual Harassment | 100% |
Discrimination at workplace | 100% |
Wages | 100% |
Other human rights related issues |
Approx. 33% of our revenue is from exports and majority of this is to US and European customers who have very stringent requirements from their supply chain on these aspects. Our overseas customers regularly conduct audits in our plant and take declaration from us on human right compliances including discrimination, child labour, forced labour, sexual harassment, workplace harassment, working hours, minimum wages etc.
In addition, APAR is also getting its facilities audited for Human Rights Excellence under the standard BEC 1500:2024. One facility at Rabale is already certified.
11. Provide details of any corrective actions taken or underway to address significant risks/ concerns arising from the assessments at Question 9 above.
We have not found any major concern
LEADERSHIP INDICATORS
1. Details of a business process being modified/ introduced as a result of addressing human rights grievances/ complaints.
During the reporting period, no business processes have been modified or introduced for addressing human rights grievances/ complaints.
2. Details of the scope and coverage of any Human rights due-diligence conducted.
Our overseas customers regularly conduct audits in our plant and take declaration from us on human right compliances including discrimination, child labour, forced labour, sexual harassment, workplace harassment, working hours, minimum wages etc. In addition, APAR is also getting its facilities audited for Human Rights Excellence under the standard BEC 1500:2024. One facility at Rabale is already certified.
3. Is the premise/ office of the entity accessible to differently abled visitors, as per the requirements of the Rights of Persons with Disabilities Act, 2016?
Yes.
All our facilities have ramps at entry locations and lobbies to facilitate wheelchairs.
4. Details on assessments of value chain partners:
% of value chain partners (by value of business done with such partners) that were assessed | |
Child Labour | 100% suppliers were assessed on these parameters through self-assessment either (a) in |
Forced Labour/Involuntary Labour | the form of their own published ESG reports (b) through signing of APAR Supplier Code |
of Conduct to comply the above parameters. | |
Sexual Harassment | |
Additionally, we sensitise the suppliers through regular awareness webinars (12 webinars/ | |
Discrimination at workplace | |
workshops were conducted for suppliers during FY 2024-25 covering a total of 187 | |
Wages | suppliers) on key social & environmental issues. |
Other human rights related issues | |
Vendor assessment while on-boarding/ audit: The parameters are assessed while vendor | |
on-boarding, and only the suppliers who declare adherence to above parameters are on- | |
boarded, and all human right assessments are in place from the very beginning. |
5. Provide details of any corrective actions taken or underway to address significant risks/ concerns arising from the assessments at Question 4 above.
In case of any non-compliance, the matter is taken up with the supplier immediately. The suppliers need to take corrective actions and are on-boarded only when the corrective actions are implemented.
PRINCIPLE 6: Businesses should respect and make efforts to protect and restore the environment.
Environmental management
The Company has implemented adequate steps for protecting the environment. These include: a) Increasing the share of RE (Renewable Energy) -- A wind-solar hybrid (3.30 MW wind-turbine and 2.80 MWp of solar energy) project was commissioned in partnership with a leading supplier in June 2023 which has increased the share of renewable energy consumption from 3.7% in FY 2022-23 to 7.3% in FY 2023-24 to 9.9% in FY 2024-25. Another two similar projects are being commissioned which will ensure significant increase in share of renewable energy consumption by FY 25-26. b) Focus to reduce water consumption, increasing re-cycling of water through ETP/ STP, and augmenting the RWH (Rain Water Harvesting) efforts. Due to this, not only the water footprint intensity, but our absolute water footprint also has been coming down since last two years despite significant increase in production. c) Working to reduce Energy Intensity through various productivity measures, six sigma trainings, efficiency improvement initiatives etc. d) Focusing on electrification -- shifting away from fossil-fuel based energy. e) Reduction of wastes plastic waste management through EPR, and minimising waste, re-cycling of waste, and safe disposal through proper channels.
APAR has implemented a range of environmental management policies, including those addressing air pollution, biodiversity, climate change, environmental protection, goods and services, materials, chemicals and waste, and water. These policies reflect APARs commitment to responsible and sustainable operations, and can be accessed at Companys website at https://apar.com/ sustain_envt_policies_environment/ under Environment Policies tab.
APAR has published its Task Force on Climate-related Financial Disclosures (TCFD) report, demonstrating a comprehensive approach to managing climate-related risks and opportunities. The report includes a thorough review of both physical and transition risks associated with climate change.
We conducted scenario analysis (in alignment with TCFD guidelines, SSP1-RCP2.6 and NGFS Net-Zero by 2050 were considered for low-emission scenarios, and SSP5-RCP8.5 considered for a high-emission scenario) to assess the potential long-term impacts under different climate futures and assigned identified climate risks to relevant business functions to ensure accountability and integration across the organisation. This holistic approach underscores APARs commitment to climate resilience and sustainable business practices. Our TCFD (Task Force on Climate-Related Financial Disclosures) Report can be accessed from the link https://apar.com/ apar-esg-report/ under TCFD Report tab. APAR is also inspiring its supply chain partners by conducting regular sustainability awareness webinars for them. 12 such webinars/ workshops were conducted during FY 2024-25 covering 187 suppliers.
ESSENTIAL INDICATORS
1. Details of total energy consumption (in Joules or multiples) and energy intensity, in the following format:
Parameter |
Unit | FY 2024-25 | FY 2023-24 |
From renewable sources |
|||
Total electricity consumption (A) wind-solar hybrid | MWH | 12,571 | 5,267 |
Total fuel consumption (B) | MWH | - | - |
Energy consumption through other sources (C) solar | MWH | 6,067 | 5,713 |
Total energy consumed from renewable sources (A+B+C) | MWH | 18,638 | 10,980 |
From non-renewable sources |
|||
Total electricity consumption (D) | MWH | 168,839 | 138,620 |
Total fuel consumption (E) | MWH | 150,444 | 100,258 |
Energy consumption through other sources (F) | MWH | - | - |
Total energy consumed from non-renewable sources (D+E+F) | MWH | 319,283 | 238,878 |
Total energy consumed (A+B+C+D+E+F) | MWH | 337,921 | 249,858 |
Energy intensity per rupee of turnover (Total energy consumption/ | MWH/RS Cr | 18.19 | 15.47 |
turnover in rupees) | |||
Energy intensity per million USD adjusted for PPP (Total energy | MWH/ million USD | [*3] 37.57 | [*4] 35.39 |
consumed / Revenue from operations adjusted for PPP) | |||
Energy intensity in terms of physical output [*1] | MWH/ MT | 0.54 | [*2] 0.49 |
[*1] 98% of APARs scope-1 & scope-2 emissions are on account of our Cable & Conductor businesses. Hence these numbers are considered.
[*2] Cable production numbers updated to reflect the production of Al & Cu conductors.
[*3] PPP rate taken from https://www.imf.org/external/datamapper/PPPEX@WEO/OEMDC/IND as per SEBI guidelines. PPP value as of May 12, 2025 for India is 20.66.
[*4] Denominator converted to USD million.
Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes, name of the external agency.
The energy consumption, fuel consumption, and other energy consumptions are assessed by external independent third-party assurance agency (part of GHG Scope-1 and Scope-2 emission assurance), every year including FY 2023-24 (by M/s DNV
Business Assurance India Private Limited, India), and FY 2024-25 (by TUV SUD South Asia Private Limited).
2. Does the entity have any sites/ facilities identified as designated consumers (DCs) under the Performance, Achieve and Trade (PAT) Scheme of the Government of India? (Y/N).
If yes, disclose whether targets set under the PAT scheme have been achieved. In case targets have not been achieved, provide the remedial action taken, if any
No
3. Provide details of the following disclosures related to water, in the following format:
Parameter |
FY 2024-25 | FY 2023-24 |
Water withdrawal by source (in KL) | ||
(i) Surface water | 40,094 | 38,261 |
(ii) Groundwater | 319,941 | 324,351 |
(iii) Third party water | 3,658 | 13,527 |
(iv) Seawater/ desalinated water | ||
(v) Others | ||
Total volume of water withdrawal (KL) (i + ii + iii + iv + v) | 363,693 | 376,139 |
Total volume of water consumption (KL) | 363,693 | 376,139 |
Water intensity per Crore Rupee of turnover (Water consumed/ turnover) |
19.6 | 23.3 |
Water footprint intensity (KL/ RSCr. turnover) | 16.26 | 19.48 |
Water footprint intensity (KL/ Product in MT) | [*1] 0.43 | [*1] 0.55 |
Water intensity per million USD adjusted for Purchasing Power Parity (PPP) (Total water | [*3] 40.4 | [*4] 53.3 |
consumption/ Revenue from operations adjusted for PPP) (KL/ USD million) | ||
Water intensity in terms of physical output (KL water/ MT production) [*1] | 0.53 | [*2] 0.67 |
Water footprint = Water withdrawal minus Rainwater Harvesting (RWH) done by the Company
[*1] 89% of APARs water withdrawal is on account of our Cable & Conductor businesses. Hence these numbers are considered. [*2] Cable production numbers updated to reflect the production of Al & Cu conductors.
[*3] PPP rate taken from https://www.imf.org/external/datamapper/PPPEX@WEO/OEMDC/IND as per SEBI guidelines. PPP value as of May 12, 2025 for India is 20.66.
[*4] Denominator converted to USD million.
Owing to the various sustained initiatives implemented by APAR, including demand reduction through process improvements, increased recycling through Sewage and Effluent Treatment
Plants (ETP and STP) and Rainwater Harvesting (RWH),
(a) the overall absolute water consumption has gone down from 376139 KL to 363693 KL in FY 2024-25
(b) the water intensity in terms of APARs turnover has gone down from 26.9 to 23.3 to 19.6 (see chart on left side), and
(c) the water intensity in terms of output (MT) has gone down from 0.98 to 0.67 to 0.53 (see chart on right side).
Over the past three years, APAR has made consistent progress in reducing water intensity through dedicated efforts and continuous improvement. Although achieving further reductions is becoming increasingly challenging, APAR remains committed to sustainability and has set an target of an additional 2% reduction for the upcoming year.
Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes, name of the external agency.
No.
4. Provide the following details related to water discharged:
Parameter |
FY 2024-25 | FY 2023-24 |
Water discharge by destination and level of treatment (in KL) | ||
(i) To Surface water | NA | NA |
No treatment | NA | NA |
With treatment please specify level of treatment | NA | NA |
(ii) To Groundwater | NA | NA |
No treatment | NA | NA |
With treatment please specify level of treatment | NA | NA |
(iii) To Seawater | NA | NA |
No treatment | NA | NA |
With treatment please specify level of treatment | NA | NA |
(iv) Sent to third-parties | NA | NA |
No treatment | NA | NA |
With treatment please specify level of treatment | NA | NA |
(v) Others | NA | NA |
No treatment | NA | NA |
With treatment please specify level of treatment | NA | NA |
Total water discharged (KL) | NA | NA |
Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes, name of the external agency.
No
05. Has the entity implemented a mechanism for Zero Liquid Discharge? If yes, provide details of its coverage and implementation.
Yes. All units of APAR are ZLD (Zero Liquid Discharge). We manage and ensure zero liquid discharge through demand side and supply side management of water.
Demand Side Management
Treatment and management of wastewater is done through ETP and STP across the plants. Industrial wastewater generated in the plant is treated in Effluent Treatment Plant (ETP) and reused in the plant as feed to the cooling towers and domestic effluent in Sewage Treatment Plant (STP) which is further used in toilets flushes & gardening inside the plant.
All the plants of APAR operate in line with the CTO (Consent to Operate) conditions.
With these advanced water treatment and wastewater management systems, we ensure no industrial wastewater is discharged into the environment.
Supply Side Management
APAR has created rainwater harvesting potential through extensive investments in its Rainwater Harvesting (RWH) initiatives.
61,616 KL of RWH was done during FY 2024-25.
6. Please provide details of air emissions (other than GHG emissions) by the entity, in the following format:
Parameter ^ |
unit | FY 2024-25 | FY 2023-24 |
NOx (NO ) | µg/ m3 | 23.9 | 34.5 |
2 | |||
Sox (SO ) | µg/ m3 | 32.6 | 27 |
2 | |||
Particulate matter (PM) | |||
PM10 | µg/ m3 | 89 | 94 |
PM2.5 | µg/ m3 | 41.8 | 50.4 |
Persistent organic pollutants (POP) | µg/ m3 | NA | NA |
Volatile organic compounds (VOC) | |||
H ) | µg/ m3 | BDL(MDL: 1:0) | BDL(MDL: 1:0) |
Benzene (C 6 6 |
|||
H ) | µg/ m3 | BDL(MDL<1) | BDL(MDL: 0.1) |
Benzo(a)pyrene (C 20 12 |
|||
Hazardous air pollutants (HAP) | |||
Lead (Pb) | µg/ m3 | BDL(MDL: 0.5) | BDL(MDL: 0.5) |
Arsenic (As) | µg/ m3 | <8 | BDL(MDL: 1:0) |
Nickel (Ni) | µg/ m3 | <8 | BDL(MDL<7) |
Others | |||
Carbon Monoxide (CO) | mg/ m3 | 0.82 | 0.79 |
Amonia (NH ) | µg/ m3 | 29.4 | BDL(MDL: 5.0) |
3 | |||
) | µg/ m3 | 21.4 | BDL(MDL<19.6) |
Ozone (O 3 |
^ The emissions values stated above, are the highest concentration of parameters among our all plants.
Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes, name of the external agency.
Yes. Data measured by approved laboratories of respective Pollution Control Boards (PCBs). Name of external certifying agencies are: (a) Unistar Environmental & Research Labs Pvt. Ltd.; (b) Idma Laboratories Limited; (c) Sadekar Enviro Engineers Pvt. Ltd.
7. Provide details of greenhouse gas emissions (Scope 1 and Scope 2 emissions) & its intensity, in the following format:
Our organisational boundary covers all our manufacturing plants in India and in UAE, our offices, and warehouses, and all such emission sources under our operational control.
Parameter |
Unit |
FY 2024-25 | FY 2023-24 |
tCO e | 39,329 | 25,998 | |
Total Scope 1 emissions (Break-up of the GHG into CO 2, CH4, N2O, |
2 | ||
HFCs, PFCs, SF 6, NF3, if available) |
|||
tCO e | 122,479 | 98,910 | |
Total Scope 2 emissions (Break-up of the GHG into CO 2, CH4, N2O, |
2 | ||
HFCs, PFCs, SF 6, NF3, if available) |
|||
Total Scope 1 and Scope 2 emissions per rupee of turnover | tCO RS Cr | 8.71 | 7.73 |
2e/ | |||
Total Scope 1 and Scope 2 emission intensity per million USD turnover | tCO | [*3] 17.99 | [*4] 17.69 |
2e/ million | |||
adjusted for Purchasing Power Parity (PPP) (Total Scope 1 and Scope 2 | USD | ||
GHG emissions / Revenue from operations adjusted for PPP) | |||
Total Scope 1 and Scope 2 emission intensity in terms of physical output | tCO | 0.260 | [*2] 0.248 |
2e/ MT | |||
[*1] |
[*1] 98% of APARs scope-1 & scope-2 emissions are on account of our Cable & Conductor businesses. Hence these numbers are considered.
[*2] Cable production numbers updated to reflect the production of Al & Cu conductors.
[*3] PPP rate taken from https://www.imf.org/external/datamapper/PPPEX@WEO/OEMDC/IND as per SEBI guidelines. PPP value as of May 12, 2025 for India is 20.66.
[*4] Denominator converted to USD million.
considered. The intensity has increased slightly due to the change in product mix.
APAR has undertaken a target of 5% reduction in GHG emissions intensity for FY 25-26 w.r.t. FY 2024-25.
Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes, name of the external agency.
Yes. The Scope-1 and Scope-2 emissions are assessed by external independent third-party assurance agency each year, including FY 2023-24 and FY 2024-25.
The name of the agency for FY 2024-25 is TUV SUD South Asia Private Limited.
08 Does the entity have any project related to reducing Green House Gas emission? If Yes, then provide details.
We have been working consistently towards lowering our carbon footprint through various initiatives. We have implemented several GHG reduction projects and many more are under implementation. Some of the examples are: a) Increasing the share of RE (Renewable Energy) -- A wind-solar hybrid (3.30 MW wind-turbine and 2.80 MWp of solar energy) project was commissioned in partnership with a leading supplier in June 2023 which has increased the share of renewable energy consumption from 3.7% in FY 2022-23 to 7.3% in FY 2023-24 to 9.9% in FY 2024-25. Another two similar projects are being commissioned by 2nd quarter of FY 25-26, which will ensure significant increase in share of renewable energy consumption in FY 25-26. b) Working to reduce Energy Intensity through various productivity measures, six sigma trainings, efficiency improvement initiatives etc. c) Focusing on electrification -- shifting away from fossil-fuel based energy d) Conducting detailed energy audits at all the manufacturing facilities in India and implementation of the findings.
9. Provide details related to waste management by the entity, in the following format:
Parameter |
FY 2024-25 | [*2] FY 2023-24 |
Total waste generated in MT | ||
Plastic waste (A) | 714.99 | 499.07 |
E-waste (B) | 2.27 | 0.29 |
Bio-medical waste (C) | 0.02 | 0.02 |
Construction and demolition waste (D) | 16.03 | 152.83 |
Battery waste (E) | 0.02 | 1.13 |
Radioactive waste (F) | Nil | Nil |
Parameter |
FY 2024-25 | [*2] FY 2023-24 | ||
Other Hazardous waste, if any (G) | Effluent Sludge | 12.36 | Effluent Sludge | 9.65 |
Waste Oil | 77.10 | Waste Oil | 173.22 | |
Oil Soaked Cotton/ Spent Clay | 244.74 | Oil Soaked Cotton/ Spent | 235.08 | |
Aluminium Dross/ Tin/ Enamel | 95.90 | Clay | ||
Residual | Aluminium Dross/ Tin/ | 1381.03 | ||
Druid (Cable) | 1251.53 | Enamel Residual | ||
Fly-ash | 6.76 | Druid (Cable) | 22.86 | |
Fly-ash | 5.24 | |||
Other Non-hazardous waste generated, | MS scrap | 2119.18 | MS scrap | 1848.54 |
if any (H) | ||||
Paper waste | 807.49 | Paper waste | 478.21 | |
Electrical waste | 43.81 | Electrical waste | 7.03 | |
Wooden waste | 2215.27 | Wooden waste | 1367.99 | |
Copper waste | 333.52 | Copper waste | 166.38 | |
Alu. Cond. waste | 2933.04 | Alu. Cond. waste | 393.44 | |
XLPE/ PVC/ PE | 1453.05 | XLPE/ PVC/ PE | 1071.18 | |
Total (A+B+C+D+E+F+G+H) | 12330 MT | 7814 MT |
Waste intensity per rupee of turnover | 0.66 MT/ INR Cr. turnover | 0.49 MT/ INR Cr. turnover |
(Total waste generated / Revenue from | ||
operations) | ||
Waste intensity per million USD turnover | [*3] 1.37 | 1.11 |
adjusted for Purchasing Power Parity | ||
(PPP) (Total waste generated / Revenue | ||
from operations adjusted for PPP) (MT/ | ||
USD million) | ||
Waste intensity in terms of physical | [*1] 0.02 | 0.02 |
output Waste intensity (optional) the | ||
relevant metric may be selected by the | ||
entity * | ||
For each category of waste generated, total waste recovered through recycling, re-using or other recovery operations (in MT) | ||
Category of waste | ||
(i) Recycled | 12050 | 7410 |
(ii) Re-used | - | - |
(iii) Other recovery operations | - | - |
Total | 12050 | 7410 |
For each category of waste generated, total waste disposed by nature of disposal method (in MT) | ||
Category of waste | ||
(i) Incineration | 245 | 235 |
(ii) Landfilling | 35 | 168 |
(iii) Other disposal operations | ||
Total | 280 | 403 |
[*1] 98% of APARs scope-1 & scope-2 emissions are on account of our Cable & Conductor businesses. Hence these numbers are considered.
[*2] Waste numbers for FY 2023-24 changed slightly to reflect accurate picture.
[*3] PPP rate taken from https://www.imf.org/external/datamapper/PPPEX@WEO/OEMDC/IND as per SEBI guidelines. PPP value as of May 12, 2025 for India is 20.66.
Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes, name of the external agency.
No.
10. Briefly describe the waste management practices adopted in your establishments. Describe the strategy adopted by your Company to reduce usage of hazardous and toxic chemicals in your products and processes and the practices adopted to manage such wastes.
APARs waste management practices focus on minimising waste generation at the source, promoting reuse and recycling, and ensuring safe disposal of residual waste. We have implemented segregation at source, partnered with authorised recyclers, and adopted circular economy principles wherever feasible.
Hazardous waste: Hazardous waste is managed in compliance with applicable regulations, and as per the limits prescribed in the CTO (Consent To Operate) at respective plant locations, including secure storage, proper labelling, and disposal through certified agencies to ensure minimal environmental impact.
Plastic Waste: We ensure compliance with the Plastic Waste Management (PWM) Rules 2016, and follow the Extended Producer Responsibility (EPR) approach to manage the downstream operations plastic packaging waste, and these are recycled through a certified re-cycler. 5503 MT of plastic was recycled during the reporting period as per EPR target.
Waste recycle & re-use: Our conductor division re-cycles 100% aluminium waste. 100% of the plain copper scrap is directly recycled by the Company, and the tinned copper scrap is sold to authorised recyclers for further processing, in our
Cable division.
E-Waste: We have tie-ups with certified e-waste recyclers who specialise in safely dismantling and processing electronic devices. The recyclers extract valuable materials such as metals, plastics, and glass, which can be reused in the manufacturing of new products.
11. If the entity has operations/ offices in/ around ecologically sensitive areas (such as national parks, wildlife sanctuaries, biosphere reserves, wetlands, biodiversity hotspots, forests, coastal regulation zones etc.) where environmental approvals/ clearances are required, please specify details in the following format:
Sl |
Location of operations/ offices | Type of operations | Whether the conditions of environmental approval / clearance are being complied with? (Y/N) If no, the reasons thereof and corrective action taken, if any. |
NA | NA | NA | NA |
12. Details of environmental impact assessments of projects undertaken by the entity based on applicable laws, in the current financial year:
Name and brief details of project |
EIA Notification No. | Date | Whether conducted by independent external agency (Yes / No) | Results communicated in public domain (Yes / No) | Relevant Web link |
NA | NA | NA | NA | NA | NA |
13. Is the entity compliant with the applicable environmental law/ regulations/ guidelines in India; such as the Water (Prevention and Control of Pollution) Act, Air (Prevention and Control of Pollution) Act, Environment protection act and rules thereunder (Y/N). If not, provide details of all such non-compliances, in the following format:
Sl |
Specify the law / regulation / guidelines which was not complied with | Provide details of the non-compliance | Any fines / penalties / action taken by regulatory agencies such as pollution control boards or by courts | Corrective action taken, if any |
NA | NA | NA | NA | NA |
LEADERSHIP INDICATORS
1. Water withdrawal, consumption and discharge in areas of water stress (in kilolitres) For each facility/ plant located in areas of water stress, provide the following information:
(i) Name of the area (ii) Nature of operations Not Applicable
(iii) Water withdrawal, consumption and discharge in the following format:
Parameter |
FY 2024-25 | FY 2023-24 |
Water withdrawal by source (in KL) | NA | NA |
(i) Surface water | NA | NA |
(ii) Groundwater | NA | NA |
(iii) Third party water | NA | NA |
(iv) Seawater/ desalinated water | NA | NA |
(v) Others | NA | NA |
Total volume of water withdrawal (KL) - Sum of (i) to (v) | NA | NA |
Total volume of water consumption (KL) | NA | NA |
Water intensity per rupee of turnover (Water consumed / turnover) | NA | NA |
Water intensity (optional) the relevant metric may be selected by the entity | NA | NA |
Water discharge by destination and level of treatment (in KL) | NA | NA |
(i) To Surface water | NA | NA |
No treatment | NA | NA |
With treatment please specify level of treatment | NA | NA |
(ii) To Groundwater | NA | NA |
No treatment | NA | NA |
With treatment please specify level of treatment | NA | NA |
(iii) To Seawater | NA | NA |
No treatment | NA | NA |
With treatment please specify level of treatment | NA | NA |
(iv) Sent to third-parties | NA | NA |
No treatment | NA | NA |
With treatment please specify level of treatment | NA | NA |
(v) Others | NA | NA |
No treatment | NA | NA |
With treatment please specify level of treatment | NA | NA |
Total water discharged (KL) | NA | NA |
Note: Indicate if any independent assessment/ evaluation/ assurance has been carried out by an external agency? (Y/N) If yes, name of the external agency.
Not Applicable, as none of our facility/plant is located in areas of water stress
2. Please provide details of total Scope 3 emissions & its intensity, in the following format: (WIP)
Parameter |
unit | FY 2024-25 | FY 2023-24 |
tCO e | 46,67,283 | 44,48,196 | |
Total Scope 3 emissions [*1] (Break-up of the GHG into CO 2, CH4, |
2 | ||
N | |||
2O, HFCs, PFCs, SF6, NF3, if available) | |||
Total Scope 3 emissions per Crore rupee of turnover | tCO RS Cr. | 251.19 | 275.38 |
2e/ |
[*1] Scope-3 emissions are on account of emissions from Category-1 (Purchased Goods & Services), which constitutes over 80% of our overall Scope-3 emissions.
Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes, name of the external agency.
Yes. Independent Assessment by external agency was done for Scope-3 Catergory-1 emission for FY 2023-24 by M/s DNV
Business Assurance India Private Limited, India.
3. With respect to the ecologically sensitive areas reported at Question 10 of Essential Indicators above, provide details of significant direct & indirect impact of the entity on biodiversity in such areas along-with prevention and remediation activities.
Not Applicable
4. If the entity has undertaken any specific initiatives or used innovative technology or solutions to improve resource efficiency, or reduce impact due to emissions/ effluent discharge/ waste generated, please provide details of the same as well as outcome of such initiatives, as per the following format: WIP
Sl Initiative undertaken |
Details of the initiative (Web-link, if any, may be provided along-with summary) |
1 Industry 4.0 | Industry 4.0 is being implemented at our Cables facilities. It will result in |
& Quality | a) increased productivity |
initiatives | b) improved operational efficiency |
c) enhanced product quality | |
d) reduce re-work and enhance employee safety |
5. Does the entity have a business continuity and disaster management plan? Give details in 100 words/ web link.
We have a BCP to ensure continuity of our business operations during unforeseen disruptions. It outlines procedures to respond to a disaster situation and resources necessary to maintain critical business functions and minimise the impact of disruptions such as natural disasters or cyberattacks. Periodic risk assessments are undertaken to assess the probability of occurrence and impact of occurrence of a disaster situation. Based on this assessment, mitigating action is undertaken and emergency response plans, communication protocols, backup systems, and recovery strategies are put in place accordingly. By proactively identifying potential risks and developing contingency measures, we can mitigate financial losses, protect reputation, and sustain operations in adverse conditions. Regular testing, training, and updating of the BCP to ensure its effectiveness and adaptability to evolving circumstances is in place.
6. Disclose any significant adverse impact to the environment, arising from the value chain of the entity. What mitigation or adaptation measures have been taken by the entity in this regard?
The Company has started evaluation of vendors on environmental parameters through vendor assessment/ audits, including ensuring implementation of ISO 14001:2015 by Supplier, for all new vendors.
APAR conducts regular webinars for its suppliers to sensitise them towards the environment by showcasing its own journey, achievements, and initiatives taken towards environmental protection. 12 such webinars were conducted covering 187 suppliers during FY 2024-25.
We have also started estimating our Scope-3 GHG emissions to try and manage these emissions. Most of the Scope-3 GHG emissions come from Category-1 (Purchased Goods & Services). Towards that we are steadily increasing the use of aluminium and copper scrap to reduce embedded emissions. We also started procurement of green aluminium from Vedanta (RESTORA) in small quantities during FY 2024-25.
We have identified our top 100 suppliers in each of our three businesses, and have actively started engaging with them and taking action to reduce our Scope-3 emission in partnership with our supply chain.
7. Percentage of value chain partners (by value of business done with such partners) that were assessed for environmental impacts.
100% of major suppliers (this does not include traders and manufacturing suppliers having insignificant supply values) are assessed for environmental impacts parameters through
(a) vendor assessment at the time of vendor on-boarding, and
(b) self-declaration by the vendor by signing APARs Supplier Code of Conduct.
PRINCIPLE 7: Businesses, when engaging in influencing public and regulatory policy, should do so in a manner that is responsible and transparent.
Advocacy, aid and corporate responsibility bodies
As the Company remains committed towards its vision, it maintains active memberships & collaborations with industry trade associations. APAR leverages this engagement to advance further initiatives aimed at making the industry even more sustainable.
ESSENTIAL INDICATORS
1. a) Number of affiliations with trade and industry chambers/ associations.
11 b) List the top 10 trade and industry chambers/ associations (determined based on the total members of such body) the entity is a member of/affiliated to:
Sl |
Name of the trade and industry chambers/ associations | Reach of trade and industry chambers/ associations (State/ National) |
1 | Cable and Conductor Manufacturers Association of India (CACMAI) | National |
2 | EEPC India (Formerly Export Engineering Promotion Council) | National |
3 | Indian Electrical & Electronics Manufacturers Association (IEEMA) | National |
4 | IMC Chamber of Commerce and Industry | National |
5 | Electrical Research & Development Association (ERDA) | National |
6 | BIS and IEC Technical Committee | National/ International |
7 | CIGRE (The International Council on Large Electric Systems) | International |
8 | Manufacturers of Petroleum Specialities Association (MPSA) | National |
9 | Confederation of Indian Industry | National |
10 | Indian Transformer Manufacturers Association (ITMA) | National |
11 | ICDC (Indian Copper Development Centre) | National |
2. Provide details of corrective action taken or underway on any issues related to anti-competitive conduct by the entity, based on adverse orders from regulatory authorities:
Name of authority |
Brief of the case | Corrective action taken |
NA | NA | NA |
LEADERSHIP INDICATORS
1. Details of public policy positions advocated by the entity:
Sl |
Public policy advocated | Method resorted for such advocacy | Whether information available in public domain (Yes/ No) ? | Frequency of review by Board (Annually/ Half yearly/ Quarterly/ Others please specify) | Web link, if available |
NA | NA | NA | NA | NA |
PRINCIPLE 8: Businesses should promote inclusive growth and equitable development
At APAR, we recognise that long-term business success is closely linked to the well-being of the communities in which we operate. As a manufacturing company with multiple plants across India, APAR is committed to promoting inclusive growth by ensuring that its operations contribute meaningfully to the social and economic development of surrounding regions.
We actively recruit local talent including from marginalised and underrepresented communities, and invest in skilling initiatives to enhance their employability. We have tied up with Sri Nityanand Educational Trust Sanchalit Govardhan Skill Development Centre, Wada (District: Palghar, Maharashtra). The Centre is dedicated to generating employment opportunities for tribal youth by equipping them with technical skills through various short-term courses affiliated with the National Institute of Open Schooling (NIOS). Over the past three years, 81 tribal youths (24, 39 and 18 students in years 2022, 2023 and 2024 respectively) have been trained and are now employed across different companies. Notably, 13 youths are currently employed with APARs Cable Division, contributing across multiple departments.
We generate employment in rural and semi-urban areas. 92% of our contract workforce, and 45% of our employees are from rural and/ or semi-urban areas. In addition, 84% of our total contract workforce at plants belong to SC, ST or OBC category; and 38% of our employees at plants belong to SC, ST or OBC category.
APAR has undertaken several initiatives that demonstrate our commitment to equitable development. For instance, during FY 2024 25, rainwater harvesting (RWH) of 61,000 KL was done at our Khatalwada plant. This initiative was driven by a dual objective: to reduce our dependence on freshwater withdrawal and to enhance the local water table, thereby contributing to long-term water security for both APAR and the surrounding communities.
Plantation drive at Khatalwada Gram Panchayat
Additionally, in order to provide quality healthcare to all sections of society, APAR and its promoters have been involved in setting up hospitals and supporting accessible healthcare all across India.
Dharmsinh Desai Memorial Methodist (DDMM) Heart Institute is a super speciality hospital in Nadiad, dedicated for Cardiovascular care. It combines state-of-the-art facilities with compassionate care and makes this available to people of all walks of life - both from
Gujarat and the surrounding regions.
Set-up in 1993, the institute carries out open heart surgeries, angiographies and angioplasties with a prolific success rate, and a focus to treating patients who are below the poverty line.
APAR has also set up Dharmsinh Desai University (DDU) at Nadiad, which provides education in technical and other areas (diploma and degree courses) to students at a nominal cost.
The highlights are:
First autonomous technical college of Gujarat in 1990
Integrated BE + MBA programme was started in 1994
First autonomous college to become deemed university and then university through this evolution
Our first NBA accreditation was in 1998
ISO:9001 standard certified
ESSENTIAL INDICATORS
1. Details of Social Impact Assessments (SIA) of projects undertaken by the entity based on applicable laws, in the current financial year:
Name and |
SIA Notification | Date of | Whether conducted by | Results communicated in Relevant Web |
|
brief details of project |
No. | notification | independent external agency (Yes / No) | public domain (Yes / No) | link |
Not Applicable, as there were no projects that required SIA as per law during the reporting period |
|||||
However, we keep a track of the impact on beneficiaries of our CSR programme. Please refer our CSR spending for FY 2024- |
|||||
25. |
2. Provide information on project(s) for which ongoing Rehabilitation and Resettlement (R&R) is being undertaken by your entity, in the following format:
Sl |
Name of the project for which R&R is ongoing | State | District | No. of Project Affected Families (PAFs) | % of PAFs covered by R&R | Amounts paid to PAFs in the FY (in INR) |
Not Applicable |
03. Describe the mechanisms to receive and redress grievances of the community.
At all our manufacturing locations, we ensure that there is regular engagement on a pro-active basis with the local communities and their representatives.
As such there are no long-standing grievances at any of our locations.
In addition, any stakeholder can also submit any grievance through email to ethics.taskforce@apar.com
4. Percentage of input material (inputs to total inputs by value) sourced from suppliers:
FY 2024-25 | FY 2023-24 | |
Directly sourced from MSMEs/ small producers | 4.5% | 4.5% |
Sourced directly from within India | 61.4% | 58.3% |
5. Job creation in smaller towns Disclose wages paid to persons employed (including employees or workers employed on a permanent or non-permanent / on contract basis) in the following locations, as % of total wage cost.
Location |
FY 2024-25 | FY 2023-24 |
Rural | 34% | 25% |
Semi-urban | 20% | 5% |
Urban | 3% | 3% |
Metropolitan | 43% | 67% |
(Place categorised as per RBI Classification System - rural / semi-urban / urban / metropolitan)
LEADERSHIP INDICATORS
1. Provide details of actions taken to mitigate any negative social impacts identified in the Social Impact Assessments (Reference: Question 1 of Essential Indicators above):
Details of negative social impact identified Corrective action taken
There is no negative impact.
APAR and its promoters have been contributing to the society much before the mandatory requirement of CSR spend was enforced. In addition, the spend by the promoters far exceeds the 2% that APAR spends on CSR.
2. Provide the following information on CSR projects undertaken by your entity in designated aspirational districts as identified by government bodies:
Sl |
Entity Name |
District | Amount spent (INR) |
1 | Annam, Mumbai | Maharashtra, Mumbai | 10,00,000 |
2 | Vishwanidam Public Charitable Trust, Rajkot | Gujarat, Rajkot | 3,50,000 |
3 | Sanskrutik Vikas Mandal, Umargam | Gujarat, Valsad | 3,00,000 |
4 | Shree Kutch Kathiawar Rajput Seva Samaj, Gandhinagar | Gujarat, Gandhinagar | 4,00,000 |
5 | Moritha Lions Charitable Trust, Surat | Gujarat, Surat | 50,000 |
6 | Annamrita Foundation | Maharashtra, Mumbai | 55,00,000 |
7 | Human Capital for Third Sector (Katalyst Project) | Maharashtra, Mumbai | 5,23,430 |
8 | Rotary Club of Bombay Pier (Rotary Foundation (India)) | Maharashtra, Mumbai | 26,06,210 |
9 | Office of The Chief Medical Officer Health & Family Welfare, Kathua | Jammu & Kashmir, Kathua | 19,02,200 |
District, Government of Jammu & Kashmir | |||
10 | Rawa Academy, Odisha (Adruta Children Home) | Odisha, Khorda | 20,00,000 |
11 | Muktangan Education Trust, Mumbai | Maharashtra, Mumbai | 10,00,000 |
12 | Rotary Club of Bombay Pier (Rotary Foundation (India)) | Maharashtra, Mumbai | 1,04,16,667 |
13 | Rotary Club of Bombay Pier (Rotary Foundation (India)) | Maharashtra, Mumbai | 25,20,000 |
14 | Sri Nityanand Educational Trust, Wada | Maharashtra, Palghar | 36,00,000 |
15 | Sri Nityanand Educational Trust, Wada | Maharashtra, Palghar | 13,73,000 |
16 | Federation of Industries Association (FIA), Silvassa | Dadra & Nagar Haveli | 10,00,000 |
17 | Federation of Industries Association (FIA), Silvassa | Dadra & Nagar Haveli | 5,00,000 |
18 | Gram Panchayat Office, Raghunathpali | Odisha, Jharsuguda | 5,66,406 |
19 | Gram Panchayat Office, Lapanga | Odisha, Sambalpur | 5,47,520 |
20 | Gram Panchayat Khatalwada | Gujarat, Valsad | 12,00,000 |
21 | Gram Panchayat Dhodipada, Tal. Umargam | Gujarat, Valsad | 12,00,011 |
22 | Gram Panchayat Manekpur, Tal. Umargam | Gujarat, Valsad | 15,00,000 |
23 | Shri Sanstha, New Delhi | NCT, New Delhi | 2,51,000 |
24 | Adimahesh Seva Foundation, Ahmedabad | Gujarat, Ahmedabad | 5,00,000 |
25 | DDMM Heart Institute (GMCC Care & Research Society), Nadiad | Gujarat, Kheda | 2,20,00,000 |
26 | Sri Nityanand Educational Trust, Wada | Maharashtra, Palghar | 16,80,000 |
27 | Sri Nityanand Educational Trust, Wada | Maharashtra, Palghar | 7,55,000 |
28 | Sri Nityanand Educational Trust, Wada | Maharashtra, Palghar | 16,50,000 |
29 | Dharmsinh Desai University (DDU), Nadiad | Gujarat, Kheda | 8,35,00,000 |
TOTAL |
15,03,91,444 |
3. (a) Do you have a preferential procurement policy where you give preference to purchase from suppliers comprising marginalised/ vulnerable groups? (Yes/No)
Not Applicable.
(b) From which marginalised/ vulnerable groups do you procure?
Not Applicable
(c) What percentage of total procurement (by value) does it constitute?
Not Applicable
4. Details of the benefits derived and shared from the intellectual properties owned or acquired by your entity (in the current financial year), based on traditional knowledge:
Sl |
Intellectual Property based on traditional knowledge | Owned/ Acquired (Yes/ No) | Benefit shared (Yes/ No) | Basis of calculating benefit share |
Not Applicable |
5. Details of corrective actions taken or underway, based on any adverse order in intellectual property related disputes wherein usage of traditional knowledge is involved.
Not Applicable
6. Details of beneficiaries of CSR Projects:
Sl |
CSR Project | No. of persons benefitted from CSR projects | % of beneficiaries from vulnerable and marginalised groups |
1 | Dharmsinh Desai University (DDU) | 5,000 | 100% |
2 | ND Desai Faculty of Medical Science and Research | 4,175 | 100% |
3 | Dharmsinh Desai Methodist Memorial Hospital | 28,958 | 100% |
4 | Govardhan Skill Centre | 2,234 | 100% |
5 | Annamrita Foundation | 5,500 | 90% |
PRINCIPLE 9: Businesses should engage with and provide value to their consumers in a responsible manner
This principle is part of APARs corporate social responsibility (CSR) and governance frameworks, and it encompasses several key aspects, such as: a) Ethical Practices: APAR provides clear, truthful information about our products and services, and avoid any misleading advertisements. We ensure pricing is fair and reflects the true value of our product or service. b) Product and Service Quality and Responsible Innovation:
APARs vision is to be a global leader in the energy infrastructure, transportation & telecommunication sectors by providing the best solutions & value creation for our stakeholders. The mission that drives us can be summed up in three words: tomorrows solutions today. APAR is committed to provide sustainable goods and services for a cleaner, greener tomorrow.
APARs commitment is customer focused R&D. The Companys speciality lies in delivering product performance in extreme environments; the Company engineers and manufactures cable, conductor and speciality oil that consistently outlast and outperform the competitions.
The Company has state-of-the-art laboratories, in each business, with more than 2000+ testing scope as per various national & international standards. All its laboratories are accreditation by NABL (National Accredited Board for Laboratories) as per ISO
17025:2017. Certificates section at https://apar.com/apar-esg-report/ can be referred for list of NABL certifications across the plants.
The Company has implemented Goods & Services policy to provide guidelines on providing goods and services in a manner that is sustainable and safe. The policy can be accesses at the Companys website at https://apar.com/sustain_envt_policies_environment/.
In accordance with the above, some of our customised solutions include:
Mareech cable/ Torpedo cable
Tactical cable for army
Pressure tight and non-pressure tight cables up to 60 BAR for ship building
In-house development of 5xxx series aluminium alloy wire rods and wires
Development of 8xxx series compact conductor
First of its kind fire resistant biodegradable transformer oil NE premium with superior oxidation stability, having oxidative life 4 times more than any other product
Nanofluids for engine oil applications in forklifts which extends the life of the engine oil by approx. 8% as compared to the conventional mineral oil-based engine oils of similar performance
Fuel additives of biodegradable type for diesel applications with a fuel saving of 5 to 7% in field performance
Turnkey solutions for re-conductoring with HTLS, live line installation with OPGW
APAR is the first Indian company to manufacture E-beam (HR FR EBXL) wires which can take 40% extra loading for continuous use as compared to the competing products. In case of over-load during emergencies, our HR FR EBXL wires are safer. These cables have improved fire-retardancy due to high oxygen & temperature index, and also self-extinguishing and does not spread fire. These are provided with highly improved insulation, incl. cross linking by electron beam radiation, which causes our cables to have extended life span, thereby future-proofing houses with fix and forget for 50 years period (up to approx. 2 times of normal cable).
APAR is the first Indian manufacturer to produce MVCC (Medium Voltage Covered Conductors). These are insulated by a covering made of speciality polymer insulating material(s) as protection against accidental contacts with grounded parts such as tree branches etc. Such covered conductors reduce interruptions by contact of tree branches or creepers, cause negligible leakage current on surface, provide increased safety in high density populated locations, protect big birds and animals like peacocks, flamingos, elephants etc., increase the power distribution network reliability, reduce power interruptions and outages.
Some of APARs new offerings include products such as Fire Protekt, Alum AnuShakti etc. c) Sustainability: We are committed to minimise negative environmental impacts through sustainable practices in production, packaging, and distribution. We track and report on various environmental and social impact indicators. d) Data Privacy & Security: We safeguard consumers personal data and use it responsibly, complying with relevant privacy laws and regulations. Please refer our Data Privacy policy at https://apar.com/wp-content/uploads/2023/04/03_Data_Privacy_
Policy-WS.pdf
ESSENTIAL INDICATORS
1. Describe the mechanisms in place to receive and respond to consumer complaints and feedback.
Customer complaints and feedback are received by the business development/ sales team, and attended to by them and the respective manufacturing facility. Complaints are tracked till closure.
In the detailed monthly review meeting, the details of all the complaints and the resolution status is shared, and corrective actions discussed to eliminate such issues in future.
Also, most of our customers are large companies who has sophisticated processes for usage of our products, and as such do not require any specific interventions from our side. However, as a part of our stakeholder involvement process, we periodically engage with our value chain through webinars/ seminars and safe & responsible usage is often a part of those engagements.
3. Mechanisms in place to inform consumers of any risk of disruption/ discontinuation of essential services
Sine we are a B2B company, we have constant interactions with our customers. Any risk of disruption or disruption is immediately communicated to them, as service levels are specified in every contract.
However, as a part of our stakeholder involvement process, we periodically engage with our value chain through webinars/ seminars and risk of disruption/ discontinuance of products/ services is often a part of those engagements.
4. Does the entity display product information on the product over and above what is mandated as per local laws? (Yes/
No/ Not Applicable).
If yes, provide details in brief. Did your entity carry out any survey with regard to consumer satisfaction relating to the major products/ services of the entity, significant locations of operation of the entity or the entity as a whole? (Yes/ No)
Not Applicable
For and on behalf of Board of Directors
Sd/-Mumbai, May 14, 2025 Kushal N Desai
Chairman & Managing Director
DIN: 00008084
#ARStart#
TO THE MEMBERS OF APAR INDUSTRIES LIMITED
REPORT ON THE AUDIT OF THE STANDALONE FINANCIAL STATEMENTS
OPINION
We have audited the accompanying Standalone Financial Statements of APAR Industries Limited (the Company), which comprise the Standalone Balance Sheet as at March 31, 2025, the Standalone Statement of Profit and Loss (including Other Comprehensive Income), the Standalone Statement of
Changes in Equity and the Standalone Statement of Cash Flows for the year then ended and notes to the Standalone Financial
Statements, including a summary of material accounting policies and other explanatory information (hereinafter referred to as
Standalone Financial Statements).
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid Standalone
Financial Statements give the information required by the
Companies Act, 2013 (the Act) in the manner so required and give a true and fair view in conformity with the Indian Accounting
Standards prescribed under Section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended, (Ind AS) and other accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2025 the net profit and total comprehensive income, changes in equity and its cash flows for the year ended on that date.
BASIS FOR OPINION
We conducted our audit of the Standalone Financial Statements in accordance with the Standards on Auditing (SAs) specified under Section 143(10) of the Companies Act, 2013. Our responsibilities under those Standards are further described in the Auditors Responsibilities for the Audit of the Standalone Financial Statements section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India together with the independence requirements that are relevant to our audit of the Standalone Financial Statements under the provisions of the Companies Act, 2013 and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion on the Standalone Financial Statements.
KEY AUDIT MATTERS
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the
Standalone Financial Statements of the current period. These matters were addressed in the context of our audit of the
Standalone Financial Statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. We have determined the matters described below to be the key audit matters to be communicated in our report.
INFORMATION OTHER THAN THE STANDALONE FINANCIAL STATEMENT AND AUDITORS REPORT THEREON
The Companys Management and Board of Directors is responsible for the Other Information. The Other Information comprises the information included in the Management
Discussion and Analysis, Boards Report including Annexures to that Boards Report, Business Responsibility and Sustainability Report, Corporate Governance and Shareholders Information, but does not include the Standalone Financial Statements, Consolidated Financial Statements, and our Auditors report thereon.
Our opinion on the Standalone Financial Statements does not cover the Other Information and we do not express any form of assurance conclusion thereon.
In connection with our audit of the Standalone Financial
Statements, our responsibility is to read the Other Information identified above when it becomes available and, in doing so, consider whether the Other Information is materially inconsistent with the Standalone Financial Statements, or our knowledge obtained in audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. When we read the other information, if we conclude that there is a material misstatement therein, we are required to communicate the matter to those charged with governance.
RESPONSIBILITIES OF MANAGEMENT AND
THOSE CHARGED WITH GOVERNANCE FOR
THE STANDALONE FINANCIAL STATEMENTS
The Companys Management and Board of Directors are responsible for the matters stated in Section 134(5) of the Companies Act, 2013 with respect to the preparation of these Standalone Financial Statements that give a true and fair view of the financial position, financial performance (including other comprehensive income), changes in equity and cash flows of the Company in accordance with the Ind AS and other accounting principles generally accepted in
India, including the accounting Standards specified under Section 133 of the Companies Act, 2013. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgements and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the Standalone Financial Statements that give a true and fair view and are free from material misstatement, whether due to fraud or error; In preparing the Standalone Financial Statements, the
Management and Board of Directors is responsible for assessing the Companys ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so; The Management and the Board of Directors are also responsible for overseeing the Companys financial reporting process;
AUDITORS RESPONSIBILITIES FOR THE AUDIT OF STANDALONE FINANCIAL STATEMENTS
Our objectives are to obtain reasonable assurance about whether the Standalone Financial Statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditors report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these Standalone Financial Statements.
As part of an audit in accordance with SAs, we exercise professional judgement and maintain professional scepticism throughout the audit. We also: Identify and assess the risks of material misstatement of the
Standalone Financial Statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control;
Obtain an understanding of internal controls relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under Section 143(3) (i) of the Companies Act, 2013, we are also responsible for expressing our opinion on whether the Company has adequate internal financial controls system in place and the operating effectiveness of such controls; Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by Management and Board of Directors; Conclude on the appropriateness of Management and Board of Directors use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Companys ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our Auditors report to the related disclosures in the Standalone Financial Statements or, if such disclosures are inadequate, to modify our opinion.
Our conclusions are based on the audit evidence obtained up to the date of our Auditors report. However, future events or conditions may cause the Company to cease to continue as a going concern;
Evaluate the overall presentation, structure and content of the Standalone Financial Statements, including the disclosures, and whether the Standalone Financial
Statements represent the underlying transactions and events in a manner that achieves fair presentation.
Materiality is the magnitude of misstatements in the Standalone
Financial Statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the Standalone Financial Statements may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the Standalone Financial Statements.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the Standalone Financial Statements of the current period and are therefore the key audit matters. We describe these matters in our Auditors report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS
1. As required by the Companies (Auditors Report) Order, 2020 (the Order), issued by the Central Government of India in terms of sub-Section (11) of Section 143 of the Companies Act, 2013, we give in the Annexure A, a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.
2. As required by Section 143(3) of the Act, we report that:
(a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit.
(b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books.
(c) The Balance Sheet, the Statement of Profit and Loss (including Other Comprehensive Income), the
Statement of Changes in Equity and the Cash Flow Statement dealt with by this Report are in agreement with the relevant books of account.
(d) In our opinion, the aforesaid Standalone Financial
Statements comply with the Indian Accounting
Standards specified under Section 133 of the Act, read with the Companies (Indian Accounting Standards) Rules, 2015, as amended.
(e) On the basis of the written representations received from the directors as on March 31, 2025 taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2025 from being appointed as a director in terms of Section
164(2) of the Act.
(f) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate Report in Annexure B. Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the Companys internal financial controls with reference to Standalone Financial Statements.
(g) With respect to the other matters to be included in the Auditors Report in accordance with the requirements of Section 197(16) of the Act, as amended.
In our opinion and to the best of our information and according to the explanations given to us, the remuneration paid by the Company to its directors during the year is in accordance with the provisions of
Section 197 read with Schedule V to the Companies Act, 2013.
(h) With respect to the other matters to be included in the Auditors Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us: i. The Company has disclosed the impact of pending litigations on its financial position in its Standalone Financial Statements Refer Note
53 to the Standalone Financial Statements; ii. The Company did not have any long-term contracts including derivatives contracts for which there were any material foreseeable losses; iii. There has been no delay in transferring amounts, required to be transferred, to the
Investor Education and Protection Fund by the Company; iv. i. The Management has represented that, to the best of its knowledge and belief, (Refer Note No. 58(v)) no funds (which are material either individually or in aggregate) have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other person(s) or entity(ies), including foreign entities ("Intermediaries"), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries; ii. The Management has represented, that, to the best of its knowledge and belief, (Refer Note No. 58(vi)) no funds (which are material either individually or in aggregate) have been received by the Company from any person(s) or entity(ies), including foreign entities (Funding Parties), with the understanding, whether recorded in writing or otherwise, that the Company shall, whether, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate
Beneficiaries) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries; and iii. Based on such audit procedures that we have considered reasonable and appropriate in the circumstances; nothing has come to our notice that has caused us to believe that the representations under sub-clause (i) and (ii) of Rule 11 (e) contain any material misstatement; v. The final dividend paid by the Company during the year in respect of F.Y 2023-2024 is in accordance with Section 123 of the Act to the extent it applies to payment of Dividend;
As stated in Note no. 21 to the Financial Statements, the Board of Directors of the
Company have proposed final dividend for the year which is subject to the approval of the members at the ensuing Annual General
Meeting. The dividend proposed is in accordance with Section 123 of the Act to the extent it applies to declaration of dividend; vi. Based on our examination, which included test checks, the Company has used accounting software for maintaining its books of account which has the feature of recording audit trail (edit logs) facility and the same has operated throughout the year for all relevant transactions recorded in the respective software. Further, during the course of our audit we did not come across any instances of audit trail feature being tampered with. Additionally, the audit trail has been preserved by the Company as per the statutory requirement for record retention.
For C N K & Associates LLP
Chartered Accountants
Firm Registration No.: 101961W/W-100036
Himanshu Kishnadwala
Partner
Place: Mumbai Membership No.: 037391 Date: May 14, 2025 UDIN: 25037391BMLFUK2388
Annexure A to the Independent Auditors Report
[Referred to in paragraph 1 under Report on Other Legal and Regulatory Requirements section of our report of even date]
To the best of our information and according to the explanations provided to us by the Company and the books of account and records examined by us in the normal course of audit, we state that:
(i) In respect of the Companys Property, Plant and Equipment and Intangible Assets: (a) (A) The Company has maintained proper records showing full particulars, including quantitative details and situation of Property, Plant and Equipment; (B) The Company has maintained proper records showing full particulars of intangible assets; (b) The Company has a plan to undertake physical verification of the Property, Plant and Equipment in a phased manner such that the entire Property,
Plant and Equipment is covered over a period of three years. In accordance with the said plan, the Company has, during the year, verified the Property, Plant and Equipment of Head Office and one of its divisions. In our opinion the frequency of verification is reasonable. The discrepancies noticed on such verification, which were not material, have appropriately been dealt with in the books of account;
(c) Except for title deeds of one of a residential flat, which, due to the restrictions in the by-laws of the Cooperative society, cannot be registered in the name of Company, the title deeds of all immovable properties
(other than properties where the Company is the lessee and the lease agreements are duly executed in favour of the Company) disclosed in the Standalone
Financial Statements included in Property, Plant and Equipment, are held in the name of the Company as at the balance sheet date;
(d) The Company has not revalued its Property, Plant and Equipment (including right-of-use assets) and intangible assets or both during the year;
(e) As disclosed in note no. 58(i) of the Standalone Financial Statements, the Company does not have any proceedings initiated or pending against it for holding any benami property under the Benami Transactions
(Prohibition) Act, 1988 and rules made thereunder;
(ii) (a) The inventory (except goods in transit and stock lying at job worker premises) has been physically verified by the Management at the end of the year. In our opinion, the frequency of verification is reasonable. Considering the size of the Company and nature of its operations, the coverage and procedures are adequate. The discrepancies noticed on physical verification of inventory did not exceed 10% or more for each class of inventory and the same have been appropriately dealt with in the books of account; (b) The Company has working capital limits sanctioned from banks exceeding RS5 crore, on the basis of security of current assets.
The quarterly returns/statements filed by the
Company are broadly in agreement with the books of account and no material unreconciled discrepancies have been observed. Refer Note
No. 27(ii) to the Standalone Financial Statements; (iii) (a) The Company has made investments in, provided guarantee or security and has granted loans or advances in the nature of loans, secured or unsecured, to Companies, Firms, Limited
Liability Partnerships or any other parties:
(A) During the year, the Company has made investment in a subsidiary and an associate which are mentioned below:
Particulars |
Aggregate amount during the year (RS in crore) | Balance outstanding as at March 31, 2025 (RS in crore) |
Investment in | 1.03 | 2.72 |
Subsidiary | ||
Investment in | 3.80 | 11.79 |
Associate |
(B) The Company has granted loans to parties other than subsidiaries, joint ventures and associates, the details are mentioned below:
Particulars |
Aggregate amount during the year (RS in crore) | Balance outstanding as at March 31, 2025 (RS in crore) |
Loan to | 1.38 | 2.78 |
employees |
APARt from the above the Company has not given any loan to any Company, Firm, LLP or other parties;
(b) In our opinion, the investments made, guarantees given and the terms and conditions of the loans provided are, prima facie, not prejudicial to the
Companys interest;
(c) In respect of loans granted by the Company, the schedule of repayment of principal and payment of interest has been stipulated and receipt of the same are regular;
Name of Statute |
Nature of Dues | Amounts (RS in Crore) | Period to which the amount relates | Forum from where the dispute is pending |
The Central Sales Tax | Value Added Tax/ Sales | 0.13 | 1998-99, 2001-02 to | Comm. Tax Officer |
Act, 1956 | Tax/ Central Sales Tax/ | 2004-05 and 2011-12 | ||
Entry Tax | 0.06 | 2011-12 and 2012-13 | Dy. Comm. (appeal) | |
0.13 | 2016-17 and 2017-18 | Joint Comm.(appeal) | ||
0.12 | 2013-14, 2017-18 | Addl. Commissioner | ||
5.43 | 2002-03, | Commissioner | ||
2004-05, | ||||
2006-07, | ||||
2011-12 to 2013-14 | ||||
0.62 | 2006-07, | Tribunal | ||
2008-09, | ||||
2009-10 | ||||
Central Excise Act, | Excise duty (Including | |||
1944 | interest and penalty | 2.38 | 2007-12 to 2012-17 | Comm. (Appeals) |
thereon) | 0.02 | 2017-18 | Comm. (Appeals) | |
Goods & Service | Goods and Service Tax | 1.18 | 2019-20 | Comm. (Appeals) |
Tax Act, 2017 | 0.36 | 2017-2021 | Comm. (Appeals) | |
Customs Act,1962 | Customs Duty | 0.86 | 1999-1999 | Tribunal |
0.72 | 1999-2006 | High Court | ||
Income Tax Act | Income Tax | 30.74 | 2015-16 to 2021-22 | Comm. of Income Tax |
Appeals |
(d) In respect of the loans granted by the Company, there is no amount which is overdue for more than ninety days; (e) There are no loans that have fallen due during the year which have been renewed or extended or fresh loans granted to settle the overdue of existing loans given to same parties; (f) The Company has not granted any loans or advances in the nature of loans, either repayable on demand or without specifying any terms or period of repayment; (iv) The Company has complied with the provisions of
Sections 185 and 186 of the Companies Act, 2013 in respect of grant of loans, making investments and providing guarantees and securities, as applicable;
(v) The Company has not accepted any deposits or amounts which are deemed to be deposits within the provisions of Sections 73 to 76 or any other relevant provisions of the Companies Act, 2013 and the rules framed there under. Therefore, reporting under clause 3(v) of the Order is not applicable to the Company for the year under audit; (vi) We have broadly reviewed the cost records maintained by the Company pursuant to the
Companies (Cost Records and Audit) Rules, 2014, as amended and prescribed by the Central Government under sub-section (1) of Section 148 of the Act, and are of the opinion that, prima facie, the prescribed cost records have been made and maintained by the Company. We have, however, not made a detailed examination of these accounts and records with a view to determine whether they are accurate or complete;
(vii) (a) In our opinion, the Company has been generally regular in depositing undisputed statutory dues, including Goods and Service tax, Provident Fund, Employees State Insurance, Income Tax, Sales tax, Service Tax, Duty of Customs, Duty of Excise, Value Added Tax, Cess and other material statutory dues applicable to it with the appropriate authorities. There were no undisputed amounts payable in respect of Goods and Service tax, Provident Fund, Employees State Insurance, Income Tax, Sales Tax, Service Tax, Duty of Customs, Duty of Excise, Value Added Tax, Cess and other material statutory dues to the extent applicable to the Company, in arrears as at March 31, 2025 for a period of more than six months from the date they became payable;
(b) On the basis of our examination of records and according to the information and explanations given to us, the particulars of statutory dues that have not been deposited on account of any dispute are as under:
(viii) As disclosed in note no. 58(vii) of the Standalone Financial Statements, there are no transactions which are not recorded in the books of account which have been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961;
(ix) On the basis of examination of records and according to the information and explanation given to us: (a) The Company has not defaulted in repayment of loans or other borrowings or in the payment of interest thereon to any lender;
(b) As disclosed in note no. 58(viii) of the Standalone Financial Statements, the Company is not declared wilful defaulter by any bank or financial institution or other lender;
(c) On an examination of records of the Company, we report that the term loans were applied for the purpose for which the loans were obtained; (d) We report that the Company has not utilised funds raised on short-term basis for long-term purposes; (e) The Company has not taken any funds from any entity or person on account of or to meet the obligations of its subsidiaries, associates or joint ventures;
(f) The Company has not raised loans during the year on the pledge of securities held in its subsidiaries, joint ventures or associate companies; (x) (a) The Company has not raised moneys by way of initial public offer or further public offer including debt instruments during the year. Hence, reporting under clause 3(x)(a) of the Order is not applicable to the
Company for the year under audit;
(b) The Company has not made any preferential allotment or private placement of shares or fully, partly or optionally convertible debentures during the year under review. Therefore, clause 3(xiv) of the order is not applicable to the Company for the year under audit; (xi) (a) There are no instances of fraud by the Company or on the Company noticed or reported during the year;
(b) No report under sub-section (12) of Section 143 of the Companies Act has been filed by the auditors in Form ADT-4 as prescribed under rule 13 of Companies (Audit and Auditors) Rules, 2014 with the Central Government, during the year and up to the date of this report;
(c) As represented to us by the management, there are no whistle blower complaints received by the Company during the year; (xii) The Company is not a Nidhi Company and hence reporting under clause 3(xii) of the Order is not applicable to the
Company for the year under audit;
(xiii) The Company is in compliance with Section 177 and 188 of the Companies Act, 2013 where applicable, for all transactions with the related parties and the details of related party transactions have been disclosed in the Standalone Financial Statements as required by the applicable Accounting Standards;
(xiv) (a) In our opinion, the Company has an adequate internal audit system commensurate with the size and nature of its business; (b) We have considered the internal audit reports of the Company in determining the nature, timing and extent of our audit procedures;
(xv) The Company has not entered into any non-cash transactions with its directors or persons connected with him. Accordingly, reporting under clause 3(xv) of the Order is not applicable to the Company for the year under audit;
(xvi) (a) In our opinion, the Company is not required to be registered under Section 45-IA of the Reserve Bank of India Act, 1934 and therefore, clause 3(xvi) (a), (b) and (c) of the Order is not applicable to the Company;
(b) In our opinion, there is no Core Investment Company within the Group (as defined in the Core Investment Companies (Reserve Bank) Directions, 2016) and accordingly reporting under clause 3(xvi) (d) of the
Order is not applicable to the Company for the year under audit; (xvii) The Company has not incurred cash losses in the financial year under audit and in the immediately preceding financial year; (xviii) There has been no resignation of the statutory auditors during the year and accordingly, reporting under clause 3(xviii) of the Order is not applicable to the Company for the year under audit;
(xix) On the basis of the financial ratios, ageing and expected dates of realisation of financial assets and payment of financial liabilities, other information accompanying the Standalone Financial Statements, our knowledge of the
Board of Directors and Management plans and based on our examination of the evidence supporting the assumptions, nothing has come to our attention, which causes us to believe that any material uncertainty exists as on the date of the Audit Report indicating that the Company is not capable of meeting its liabilities existing at the date of balance sheet as and when they fall due within a period of one year from the balance sheet date;
We, however, state that this is not an assurance as to the future viability of the Company. We further state that our reporting is based on the facts up to the date of the audit report and we neither give any guarantee nor any assurance that all liabilities falling due within a period of one year from the balance sheet date, will get discharged by the Company as and when they fall due; (xx) Except for an unspent amount of RS 0.40 crore in respect of ongoing projects, which has since been transferred to a special account in compliance with provisions of Section
135(6), the Company has spent the amounts required to be spent in terms of provisions of Section 135 of the Companies Act, 2013.
For C N K & Associates LLP
Chartered Accountants
Firm Registration No. 101961W/W-100036
Himanshu Kishnadwala
Partner
Place: Mumbai Membership No.: 037391 Date: May 14, 2025 UDIN: 25037391BMLFUK2388
Annexure B to the Independent Auditors Report
[Referred to in paragraph 2 f) under Report on Other Legal and Regulatory Requirements section of our report of even date]
Report on the Internal Financial Controls with reference to the aforesaid Standalone Financial Statements under clause (i) of sub-Section 3 of Section 143 of the Companies Act, 2013 (the Act)
Opinion
We have audited the internal financial controls with reference to Standalone Financial Statements of APAR Industries Limited
(the Company) as of March 31, 2025 in conjunction with our audit of the Standalone Financial Statements of the Company for the year ended on that date;
In our opinion, the Company has, in all material respects, adequate internal financial controls with reference to Standalone Financial Statements and such internal financial controls were operating effectively as at March 31, 2025, based on the internal financial controls with reference to Standalone Financial Statements criteria established by the Company considering the essential components of internal control stated in the Guidance
Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of
India (the Guidance Note);
MANAGEMENTS RESPONSIBILITY FOR INTERNAL FINANCIAL CONTROLS
The Companys management and the Board of Directors are responsible for establishing and maintaining internal financial controls based on the internal financial controls with reference to Standalone Financial Statements criteria established by the Company considering the essential components of internal control stated in the Guidance Note. These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to companys policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.
AUDITORS RESPONSIBILITY
Our responsibility is to express an opinion on the Companys internal financial controls with reference to Standalone Financial Statements based on our audit. We conducted our audit in accordance with the Guidance Note and the Standards on Auditing, prescribed under Section 143(10) of the Companies
Act, 2013 to the extent applicable to an audit of internal financial controls with reference to Standalone Financial Statements.
Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls with reference to Standalone Financial Statements were established and maintained and whether such controls operated effectively in all material respects; Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls with reference to Standalone Financial Statements and their operating effectiveness. Our audit of internal financial controls with reference to Standalone Financial Statements included obtaining an understanding of such internal financial controls, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the Auditors judgement, including the assessment of the risks of material misstatement of the Standalone Financial
Statements, whether due to fraud or error;
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Companys internal financial controls with reference to Standalone Financial Statements;
MEANING OF INTERNAL FINANCIAL
CONTROLS WITH REFERENCE TO
STANDALONE FINANCIAL STATEMENTS
A companys internal financial controls with reference to
Standalone Financial Statements is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of Standalone Financial Statements for external purposes in accordance with generally accepted accounting principles. A companys internal financial controls with reference to Standalone Financial Statements include those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the
Company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of Standalone Financial Statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorisations of management and directors of the Company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the Companys assets that could have a material effect on the
Standalone Financial Statements.
INHERENT LIMITATIONS OF INTERNAL
FINANCIAL CONTROLS WITH REFERENCE
TO STANDALONE FINANCIAL STATEMENTS
Because of the inherent limitations of internal financial controls with reference to Standalone Financial Statements, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls with reference to Standalone
Financial Statements to future periods are subject to the risk that the internal financial controls with reference to Standalone Financial Statements may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
For C N K & Associates LLP
Chartered Accountants
Firm Registration No.: 101961W/W-100036
Himanshu Kishnadwala
Partner
Place: Mumbai Membership No.: 037391 Date: May 14, 2025 UDIN: 25037391BMLFUK2388
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