bloom dekor ltd Directors report


To the Members(s)

The Board of Directors hereby submits the report of the business and operations of your Company ("the Company" or "Bloom"), along with the audited financial statements, for the financial year ended March 31, 2023.

Financial Results:

(Rs in Lakh)

Particulars

F.Y. 2022-23 F.Y. 2021-22
Revenue From Operations 1,097.22 2,141.30
Other Income 10.98 0.95

Total Income

1,108.20 2,142.26
Operating Expenditure Before Finance Cost, Depreciation And Amortization 1,519.13 4,137.29

Earnings Before Finance Cost, Depreciation And Amortization (EBITDA)

(410.93) (1,995.03)
Less: Finance Costs 18.53 481.96
Less: Depreciation And Amortization Expense 68.78 142.55

Profit / (Loss) Before Tax

(498.24) (2,619.54)
Less: Tax Expense (748.71) (599.23)

Profit / (Loss) After Tax

2,146.70 (2,020.32)

YEAR AT A GLANCE: Financial Performance:

The net revenue from operations decreased to 1,097.22 lakhs as against 2,141.30 lakhs in the previous year showing a downward trend of 48.76% due to decrease in domestic sales of Laminates and Door. The loss before Tax for the current year is 498.24 lakhs as against the loss before tax of 2,619.54 lakhs in the previous year. The profit after tax stood at 2,146.70 lakhs as compared to loss after tax of previous year of 2,020.32 lakhs.

FUTURE OUTLOOK:

The Company has repaid entire dues to Bank and focused on the reduction of administrative cost. Moreover, Company has shifted its manufacturing plant at new premises on rent basis located in Gandhinagar. The Company will continue manufacturing activity of doors Division and trading of laminates. With the reduction in the cost and focusing on manufacturing doors and trading of laminates, the Company expect better financial result in the upcoming years.

DIVIDEND:

Your Directors regret to declare any dividend for the financial year 2022-23 (previous year Nil).

Shareholders are informed that pursuant to the provisions of Investor Education and Protection Fund Authority

(Accounting, Audit, Transfer and Refund) Rules, 2016 ("the Rules") the final dividend declared for the financial year

2014-15, which remained unclaimed for a period of seven years has been credited to the IEPF. The corresponding shares on which dividend was unclaimed for seven consecutive years were also transferred as per the procedure set out in the Rules. For details of dividend and/or shares transferred to IEPF and for claiming the same, kindly visit the weblink: https://www.bloomdekor.com/investors/#1603970309262-d8de9015-9c48.

AMOUNT TRANSFERRED TO RESERVE:

During the year, the Company has not apportioned any amount to other reserve. The profit earned during the year has been carried to the Balance sheet of the Company.

CHANGE IN NATURE OF BUSINESS:

During the year, your Company has not changed its business or object and continues to be in the same line of business as per main object of the Company.

SHARE CAPITAL: Authorized Capital

The present Authorized Capital of the Company is 10,00,00,000 divided into 10000000 Equity Shares of 10/- each.

Issued, Subscribed & Paid-up Capital

The present Issue, Subscribed & Paid-up Capital of the Company is 685.00 Lakh divided into 6850000 Equity Shares of 10.00 each.

During the year under review, there was no change took place in the authorized and paid-up share capital of the Company.

BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL: Constitution of Board:

The composition of Board complies with the requirements of the Companies Act, 2013 ("Act"). Further, in pursuance of Regulation 15(2) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"), the

Company is exempted from requirement of having composition of Board as per Regulation 17 of Listing Regulations. None of the Directors of Board is a member of more than ten Committees or Chairperson of more than five committees across all the Public companies in which they are Director. The necessary disclosures regarding Committee positions have been made by all the Directors. None of the Director of the Company is serving as a Whole-Time Director in any Listed Company and is holding position of Independent Director in more than 3 Listed Company. Neither any of the Director of the Company is holding position as Director in more than 7 listed entities nor any of the Director of the Company serve as Independent Director in more than 7 listed entities. The Board of the Company comprises four Directors out of which one is Promoter Executive Director and one is Promoter Non-Executive Director and two are Non-Promoter Non-Executive Independent Directors. The Board comprise following Directors;

No. of Committee^

Name of Director

Category Cum Designation Date of Appointment at current Term Total Directorship~ in which Director is Member in which Director is Chairperson No. of Shares held as on March 31, 2023

Dr. Sunil

Managing Director August 10, 2189480

Gupta

(Promoter) 2018 1 2 - Equity Shares

Mrs. Rupal

Non-Executive Director 542959

Gupta

(Promoter) June 30, 2020 1 1 - Equity Shares

Mr. Mayur Parikh$

Non-Executive Independent Director September 27, 2019 8 7 3 -

Ms. Pooja Shah

Non-Executive Independent Director August 28, 2021 3 6 2 -

^ Committee includes Audit Committee and Shareholders Grievances Committee across all Public Companies. ~ Excluding Foreign Companies, Section 8 Companies & struck off Companies. $ Acting as the Chairperson of the Board.

Disclosure by Directors:

The Directors on the Board have submitted notice of interest under Section 184(1) i.e. in Form MBP 1, intimation under Section 164(2) i.e. in Form DIR 8 and declaration as to compliance with the Code of Conduct of the Company. None of the Directors of the Company is disqualified for being appointed as Director as specified in Section 164 (2) of the Companies Act, 2013.

Board Meeting:

Regular meetings of the Board are held at least once in a quarter, inter-alia, to review the quarterly results of the Company. Additional Board meetings are convened, as and when require, to discuss and decide on various business policies, strategies and other businesses. The Board meetings are held at corporate office of the Company. During the year under review, Board of Directors of the Company met 5 (Five) times, viz May 27, 2022, June 22, 2022, August 12, 2022, November 9, 2022 and February 11, 2023. The gap between two consecutive meetings was not more than one hundred and twenty days as provided in section 173 of the Act. The details of attendance of each Director at the Board Meeting and Annual General Meeting are given below;

Name of Director

Dr. Sunil Gupta Mrs. Rupal Gupta Ms. Pooja Shah Mr. Mayur Parikh
Number of Board Meeting held 5 5 5 5
Number of Board Meetings Eligible
5 5 5 5
to attend
Number of Board Meeting attended 5 2 5 5
Presence at the previous AGM Yes Yes No No

Independent Directors:

In terms of Section 149 of the Companies Act, 2013 and rules made there under, the Company had two Non-Promoter Non-Executive Independent Directors in line with the Companies Act, 2013. Further, both the Independent Directors of the Company had registered themselves in the Independent Directors Data Bank. A separate meeting of Independent Directors was held on February 11, 2023 to review the performance of Non-Independent Directors, Board as whole and performance of Chairperson of the Company including assessment of quality, quantity and timeliness of flow of information between Company management and Board. The terms and conditions of appointment of Independent Directors and Code for Independent Director are incorporated on the website of the Company at www.bloomdekor.com. The Company has received necessary declaration from each independent director under Section 149 (7) of the Companies Act, 2013 that they meet the criteria of independence laid down in Section 149 (6) of the Companies Act, 2013.

Key Managerial Personnel:

During the year 2022-23, the Company had Dr. Sunil Gupta as Managing Director and Mr. Tushar Donda as Company Secretary and Compliance officer who were acting as Key Managerial Personnel in accordance with Section 203 of the Companies Act, 2013. However, Mrs. Falguni Rajanbhai Shah, was appointed as Chief Financial Officer of the Company with effect from May 04, 2023. As on date of this report, the Company has Dr. Sunil Gupta as Managing Director, Mr. Tushar Donda as Company Secretary and Compliance officer and Mrs. Falguni Rajanbhai Shah as Chief Financial Officer; acting as Key Managerial Personnel in accordance with Section 203 of the Companies Act, 2013.

Information on Directorate:

In accordance with the provisions of the Articles of Association and Section 152 of the Companies Act, 2013, Mrs. Rupal Sunil Gupta, Non-executive Director of the Company retires by rotation at the ensuing annual general meeting. She, being eligible, has offered herself for re-appointment as such and seeks re-appointment. The Board of Directors recommend her re-appointment as such on the Board.

The relevant details, as required under Regulation 36 (3) of SEBI (Listing Obligations and Disclosure Requirements)

Regulations, 2015 ("SEBI Listing Regulations") and Secretarial Standard II on General Meeting, of the person seeking reappointment as Director is annexed to the Notice convening the thirty second annual general meeting.

PERFORMANCE EVALUATION:

The Board of Directors has carried out an annual evaluation of its own performance, board committees and individual directors pursuant to the provisions of the Companies Act, 2013 in the following manners;

o The performance of the board was evaluated by the board, after seeking inputs from all the directors, on the basis of the criteria such as the board composition and structure, effectiveness of board processes, information and functioning etc.

o The performance of the committees was evaluated by the board after seeking inputs from the committee members on the basis of the criteria such as the composition of committees, effectiveness of committee meetings, etc.

o The board and the nomination and remuneration committee reviewed the performance of the individual directors on the basis of the criteria such as the contribution of the individual director to the board and committee meetings like preparedness on the issues to be discussed, meaningful and constructive contribution and inputs in meetings, etc.

o In addition, the Chairperson was also evaluated on the key aspects of his role.

Separate meeting of independent directors was held on February 11, 2023 to evaluate the performance of non-independent directors, performance of the board as a whole and performance of the Chairperson, taking into account the views of executive directors and non-executive directors. Performance evaluation of independent directors was done by the entire board, excluding the independent director being evaluated.

DIRECTORS RESPONSIBILITY STATEMENT:

Pursuant to section 134(5) of the Companies Act, 2013, the board of directors, to the best of their knowledge and ability, confirm that:

a) In preparation of annual accounts for the year ended March 31, 2023, the applicable accounting standards have been followed and that no material departures have been made from the same;

b) The Directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit or loss of the Company for that year;

c) The Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

d) The Directors had prepared the annual accounts for the year ended March 31, 2023 on going concern basis.

e) The Directors had laid down the internal financial controls to be followed by the Company and that such Internal Financial Controls are adequate and were operating effectively; and

f) The Directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

COMMITTEES OF BOARD:

The Board of Directors, in line with the requirement of the act, has formed various committees, details of which are given hereunder.

A. Audit Committee:

The Company has formed audit committee in line with the provisions Section 177 of the Companies Act, 2013. Audit Committee meeting is generally held once in quarter for the purpose of recommending the quarterly/half yearly/ yearly financial result and the gap between two meetings did not exceed one hundred and twenty days. Additional meeting is held for the purpose of reviewing the specific item included in terms of reference of the Committee. During the year under review, Audit Committee met 5 (Five) times on May 27, 2022; June 22, 2022; August 12, 2022, November 9, 2022 and February 11, 2023.

The composition of the Committee and the details of meetings attended by its members are given below:

Number of meetings during the financial year 2022-23

Name of Members

Category Designation in Committee Held Eligible to attend Attended
Independent

Mr. Mayur Parikh

Chairperson 5 5 5
Director
Executive

Dr. Sunil Gupta

Member 5 5 5
Director
Independent

Ms. Pooja Shah

Member 5 5 5
Director

The Statutory Auditor and Internal Auditor of the Company are invited in the meeting of the Committee wherever requires. Chief Financial Officer of the Company is a regular invitee at the Meeting. Further, the Company Secretary of the Company is acting as Secretary to the Audit Committee. Mr. Mayur Parikh, the Chairperson of the Committee did not attend last Annual General Meeting of the Company held on September 2, 2022 due to certain emergency. Recommendations of Audit Committee, wherever/whenever given, have been accepted by the Board of Directors.

Vigil Mechanism:

The Company has established a vigil mechanism and accordingly framed a Whistle Blower Policy. The policy enables the employees to report to the management instances of unethical behavior, actual or suspected fraud or violation of

Companys Code of Conduct. Further the mechanism adopted by the Company encourages the Whistle Blower to report genuine concerns or grievances and provide for adequate safe guards against victimization of the Whistle Blower who avails of such mechanism and also provides for direct access to the Chairperson of the Audit Committee, in exceptional cases. The functioning of vigil mechanism is reviewed by the Audit Committee from time to time. None of the Whistle blowers has been denied access to the Audit Committee of the Board. The Whistle Blower Policy of the Company is available on the website of the Company at https://www.bloomdekor.com/pdf/WhistleBlowerPolicy.pdf.

B. Nomination and Remuneration Committee:

The Company has formed Nomination and Remuneration committee in line with the provisions of Section 178 of the Companies Act, 2013. Nomination and Remuneration Committee meetings are generally held for identifying the persons who are qualified to become Directors and may be appointed in senior management and recommending their appointments and removal. Further, the committee shall also meet as and when the need arises for review of Managerial Remuneration. During the year under review, Nomination and Remuneration Committee met twice on June 22, 2022 and February 11, 2023.

Number of meetings during the financial year 2022-23

Name of Members

Category Designation in Committee Held Eligible to attend Attended

Mr. Mayur Parikh

Independent Director Chairperson 2 2 2

Mrs. Rupal Gupta

Non-Executive Director Member 2 2 1

Ms. Pooja Shah

Independent Director Member 2 2 2

Nomination and Remuneration Policy:

Nomination and Remuneration Policy in the Company is designed to create a high-performance culture. It enables the Company to attract motivated and retained manpower in competitive market, and to harmonize the aspirations of human resources consistent with the goals of the Company. The Company pays remuneration by way of salary, benefits, perquisites and allowances to its Executive Directors and Key Managerial Personnel. Annual increments are decided by the Nomination and Remuneration Committee within the salary scale approved by the members and are effective from April 1, of each year. a. Policy on Appointment of Directors, Key Managerial Personnel and Senior Management Personnel: o The policy is formulated to identify and ascertain the integrity, qualification, expertise and experience of the person for appointment as Director, Key Managerial Personnel and Senior Management personnel and recommend to the Board for his / her appointment. o A person should possess adequate qualification, expertise and experience for the position he/ she is considered for appointment. o In case of appointment of Independent Director, the Committee shall satisfy itself with regard to the independent nature of the Director vis-?-vis the Company so as to enable the Board to discharge its function and duties effectively. b. Policy on remuneration of Director, KMP and Senior Management Personnel:

The Companys remuneration policy is driven by the success and performance of Director, KMP and Senior

Management Personnel vis-?-vis the Company. The Companys philosophy is to align them with adequate compensation so that the compensation is used as a strategic tool that helps us to attract, retain and motivate highly talented individuals who are committed to the core value of the Company. The Company follows mixed of fixed pay, benefits and performance based variable pay. The Company pays remuneration by way of salary, benefits, perquisites and allowance. The remuneration and sitting fees paid by the Company are within the salary scale approved by the Board and Shareholders. The Nomination and Remuneration Policy, as adopted by the Board of Directors, is placed on the website of the Company at www.bloomdekor.com and is annexed to this Report as Annexure A.

Remuneration of Directors: (Amount in Lakh)

Name of Directors

Designation Salary Sitting Fees Perquisite Total

Dr. Sunil Gupta

Managing Director 33.25 - 3.74 36.99

Mrs. Rupal Gupta

Non-Executive Director - 0.10 - 0.10

Mr. Mayur Parikh

Independent Director - 0.44 - 0.44

Ms. Pooja Shah

Independent Director - 0.44 - 0.44

C. Stakeholders Grievance & Relationship Committee:

The Company has constituted Stakeholders Grievance & Relationship Committee mainly to focus on the redressal of Shareholders / Investors Grievances, if any, like Transfer / Transmission / Demat of Shares; Loss of Share Certificates; Non-receipt of Annual Report; Dividend Warrants; etc.

During the year under review, Stakeholders Grievance & Relationship Committee met 2 (Two) times on May 27, 2022 and August 12, 2022. The composition of the Committee and the details of meetings attended by its members are given below:

Number of meetings during the financial year 2022-23

Name of Members

Category Designation in Committee Held Eligible to attend Attended

Mr. Mayur Parikh

Independent Director Chairperson 2 2 2

Dr. Sunil Gupta

Executive Director Independent Member 2 2 2

Ms. Pooja Shah

Director Member 2 2 2

Company Secretary and Compliance officer of the Company provides secretarial support to the Committee.

During the year under review, the Company had received Twenty-Eight (28) complaints from the Shareholders and the same were resolved within time. There was no complaint pending for resolution as on March 31, 2023.

PUBLIC DEPOSITS:

The Company has not accepted any deposits from Shareholders and Public falling within the ambit of Section 73 of the Companies Act, 2013 and rules made there under. There were no deposits, which were claimed and remained unpaid by the Company as on March 31, 2023.

PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS:

Details of Loans, Guarantees and Investments covered under the provisions of Section 186 of the Companies Act, 2013 are given in the notes to the Financial Statement for the year ended on March 31, 2023.

WEB LINK OF ANNUAL RETURN:

The link to access the Annual Return is https://www.bloomdekor.com/wp-content/uploads/2023/06/Annual-Return-2022-23.pdf.

TRANSACTIONS WITH RELATED PARTIES:

Particulars of contracts or arrangements with related parties referred to in Section 188(1) of the Companies Act, 2013, in the prescribed Form AOC-2 is annexed to this Report as Annexure B.

INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY:

The details on Internal Financial Control and their adequacy are provided in Management Discussion and Analysis Report.

MAINTENANCE OF COST RECORDS:

In terms of Section 148 of the Companies Act, 2013 read with Companies (Cost records and audits) Rules, 2014, the Company is not required to maintain the cost records and accordingly the Company has not maintained the Cost record.

MATERIAL CHANGES AND COMMITMENT:

There are no other material changes and commitments, affecting the financial position of the Company, that have occurred between the ends of financial year of the Company i.e. March 31, 2023 to the date of this Report. However, the registered Office of the Company had been shifted from "Block No 267, Village Oran, Tal Prantij, Sabarkantha 383 205, Gujarat, India" to "Survey No. 275, At & Post: Dhanap, N. H. No. 8, Opp. Ambemata Temple, Tal. & Dist.: Gandhinagar - 382 355, Gujarat, India" with effect from September 2, 2022 vide Special resolutions passed at the Annual General Meeting of the Company held on September 2, 2022 through Video Conferencing ("VC") / Other Audio-Visual Means ("OAVM"). Stakeholders are further requested to refer Note Nos. 45 to 50 to Standalone Financial Statement for the year ended on March 31, 2023 for impact of by the various qualification reported by the Statutory Auditors on the Company and its financial position.

PARTICULAR OF EMPLOYEES:

The ratio of the remuneration of each whole-time director to the median of employees remuneration as per Section

197(12) of the Companies Act, 2013, read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is annexed to this Report as Annexure C.

The statement containing names of top ten employees in terms of remuneration drawn and the particulars of employees as required under Section 197(12) of the Act read with Rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is provided in a separate annexure forming part of this report. Further, the report and the accounts are being sent to the Members excluding the aforesaid annexure. In terms of Section 136 of the Act, the said annexure is open for inspection Members of the Company.

SEXUAL HARASSMENT OF WOMEN AT WORKPLACE:

To foster a positive workplace environment, free from harassment of any nature, we have adopted policy on prevention, prohibition and Redressal of Sexual harassment at workplace and has duly constituted an Internal Complaints Committee in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules thereunder. During the year under review, there were no incidences of sexual harassment reported.

RISK MANAGEMENT:

A well-defined risk management mechanism covering the risk mapping and trend analysis, risk exposure, potential impact and risk mitigation process is in place. The objective of the mechanism is to minimize the impact of risks identified and taking advance actions to mitigate it. The mechanism works on the principles of probability of occurrence and impact, if triggered. A detailed exercise is being carried out to identify, evaluate, monitor and manage both business and non-business risks.

ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO:

Information on conservation of energy, technology absorption, foreign exchange earnings and outgo, as required to be disclosed under section 134(3)(m) of the Act read with the Companies (Accounts) Rules, 2014, are provided as an

Annexure D.

CORPORATE GOVERNANCE:

Your Company strives to incorporate the appropriate standards for corporate governance. However, pursuant to Regulation 15(2) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 the Company is not required to mandatorily comply with the provisions of certain regulations of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and therefore the Company has not provided a separate report on Corporate Governance. However, Company is complying with few of the exempted regulations voluntarily and details of same are provided in this report under the respective heading.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

Management Discussion and Analysis Report for the year under review, as stipulated under Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, is presented in a separate section forming part of this Annual Report.

STATUTORY AUDITOR AND THEIR REPORT:

M/s. Parikh & Majmudar, Chartered Accountants (Firm Registration No. 107525W) were re-appointed as Statutory Auditors of your Company at the Thirty first Annual General Meeting held on September 02, 2022, for a term of five consecutive years. The Report given by the Auditors on the financial statement of the Company is part of this Annual Report. There have been few qualifications given by the Statutory Auditors in their Report. (1) In respect of outstanding trade payables in foreign currency, the Management state that the Company is in the process of evaluating appropriate course of action for compliance with Foreign Exchange Management Act, 1999 and any other applicable law on account of delay in payment of above dues. (2) In respect of accumulated losses and material uncertainty about the going concern, the Company has taken major steps to reduce the cost and as a measure it has also repaid entire dues to the Bank. Moreover, the Company will continue manufacturing activity of doors Division and laminates division on outsourcing basis. (3) One Time Settlement (OTS) with Punjab National Bank (PNB) and Bajaj Finserv was done for reducing the debt burn on the Company. the difference of settlement amounts have been shown as income in the Statement of Profit and loss, and is reflected as an "Exceptional Item" in the Statement of Profit and loss for the year ended on March 31,

2023.

(4) The company has entered in to Asset Purchase Agreement of its Laminate unit (which includes total land and building) with Greenlam Industries Limited dated June 21, 2022 for a consideration of 3,600 Lakhs ( 1,811 Lakhs for sale of land and building and 1,789 Lakhs for sale of Movable assets.) The Profit on sale the said Business Assets of 3,119.02 Lakhs has been shown as income in the Statement of Profit and loss and has been reflected as an

"Exceptional Item" in the Statement of Profit and loss for the year ended on March 31, 2023.

(5) In respect of provision of Tax on exception income arrised in financial year 2022-23, based on the Legal Opinion obtained by the management and Statement of Total Income for the year under review provided to us, the company proposes to set off the balance of carried forward losses against the capital gains arising during the year at the time of filling of return of income. Consequently, the Company estimates that no Provision for Income tax is required to be provided for the year under review, and accordingly the provision for tax has not been made in the books of accounts and the auditors have relied upon the legal opinion provided by the management of the company.

SECRETARIAL AUDITOR AND THIEIR REPORT:

The Company has appointed Mr. Anand Lavingia, Practicing Company Secretaries, to conduct the secretarial audit of the Company for the financial year 2022-23, as required under Section 204 of the Companies Act, 2013 and Rules thereunder. The Secretarial Audit Report for the financial year 2022-23 is annexed to this report as an Annexure E. secretarial Auditor has mentioned in his report that the Company has not appointed Chief Financial Officer (Key Managerial Personnel) under Section 203 of the Companies Act, 2013. In this regard, the Management submit that the Company incurred huge loss in the past years and was undertaken reducing the numbers of employees. However, as a measure of cost reduction, Company was not able to find the suitable candidate at appropriate cost. Accordingly, the Chief Financial Officer was not appointed. However, the Company has appointed Mrs. Falguni Shah as Chief Financial Officer of the Company w.e.f. May 4, 2023.

REPORTING OF FRAUD:

The Auditors of the Company have not reported any fraud as specified under Section 143(12) of the Companies Act, 2013.

INDIAN ACCOUNTING STANDARDS (IND AS) IFRS CONVERGED STANDARDS:

Your Company had adopted Ind AS with effect from April 1, 2017 pursuant to Ministry of Corporate Affairs notification dated February 16, 2015 notifying the Companies (Indian Accounting Standard) Rules, 2015. Your Company has provided Ind AS Financials for the year ended March 31, 2023 along with comparable as on March 31, 2022. COMPLIANCE WITH THE PROVISIONS OF SECRETARIAL STANDARD 1 AND SECRETARIAL STANDARD 2:

The applicable Secretarial Standards, i.e. SS-1 and SS-2, relating to ‘Meetings of the Board of Directors and ‘General Meetings, respectively, have been duly complied by your Company.

GENERAL DISCLOSURE:

Your Directors state that the Company has made disclosures in this report for the items prescribed in section 134 (3) of the Act and Rule 8 of The Companies (Accounts) Rules, 2014 and other applicable provisions of the act and listing regulations, to the extent the transactions took place on those items during the year. Your Directors further state that no disclosure or reporting is required in respect of the following items as there were no transactions on these items during the year under review or they are not applicable to the Company; (i) Details relating to deposits covered under Chapter V of the Act; (ii) Issue of Equity Shares with differential rights as to dividend, voting or otherwise; (iii) Issue of shares (including sweat equity shares) to employees of the Company under any scheme save and ESOS; (iv) Annual Report and other compliances on Corporate Social Responsibility; (v) There is no revision in the Board Report or Financial Statement; (vi) No significant or material orders were passed by the Regulators or Courts or Tribunals which impact the going concern status and Companys operations in future; (vii) Information on subsidiary, associate and joint venture companies.

APPRECIATIONS AND ACKNOWLEDGEMENT:

Your Directors wish to place on record their sincere appreciation for significant contributions made by the employees at all levels through their dedication, hard work and commitment during the year under review. The Board places on record its appreciation for the support and co-operation your Company has been receiving from its suppliers, distributors, retailers, business partners and others associated with it as its trading partners. Your Company looks upon them as partners in its progress and has shared with them the rewards of growth. It will be your Companys endeavor to build and nurture strong links with the trade based on mutuality of benefits, respect for and co-operation with each other, consistent with consumer interests. Your Directors also take this opportunity to thank all Shareholders, Clients, Vendors, Banks, Government and Regulatory Authorities and Stock Exchanges, for their continued support.

Registered office:

For and on behalf of Board of Directors
Survey No. 275, At & Post: Dhanap N. Bloom Dekor Limited
H. No. 8, Opp. Ambemata Temple CIN: L20210GJ1992PLC017341
Gandhinagar 382355

 

Rupal Gupta Dr. Sunil Gupta

Date: June 22, 2023

Non-Executive Director Managing Director

Place: Ahmedabad

DIN 00012611 DIN 00012572