DIRECTORS REPORT FOR THE FINANCIAL YEAR ENDED 31st MARCH, 2023
To
The Shareholders Century Enka Limited
The Directors present the 57th Annual Report together with audited financial
statements (Standalone & Consolidated) of the Company for the financial year ended 31st
March, 2023 (Period under review).
FINANCIAL HIGHLIGHTS
Particulars |
Standalone |
Consolidated |
|
FY 2023 |
FY 2022 |
FY 2023 |
Net Revenue from Operations |
2,07,205 |
2,09,783 |
2,07,205 |
Profit before Depreciation, Finance Cost, Exceptional Items and Tax |
16,137 |
28,492 |
16,137 |
Add/(Less): |
|
|
|
Depreciation |
(4,122) |
(3,962) |
(4,122) |
Finance Cost |
(235) |
(124) |
(235) |
Share in Loss of Associate (net of tax) |
- |
- |
(12) |
Taxation(Net) |
(2,736) |
(5,990) |
(2,736) |
Net Profit |
9,044 |
18,416 |
9,032 |
DIVIDEND
Based on the performance of the Company, the Board of Directors recommended dividend at
the rate of 100% (i.e., 10 per equity share of 10/- each) for the period under review
(previous year dividend at the rate of 100% i.e., 10 per equity share of 10/- each). In
terms of the amendment made under the Income Tax Act, 1961, by the Finance Act, 2020,
dividend paid or distributed by the Company shall be taxable in the hands of shareholders
at applicable rates of tax and the Company shall withhold tax at source appropriately.
unpaid/unclaimed dividend
Equity shares in respect of which dividend remained unpaid/ unclaimed for a period of
seven consecutive years shall be transferred to the Investor Education and Protection Fund
(IEPF) Authority within the timeline laid down by the Ministry of Corporate Affairs
(MCA), Government of India. The dividend of said equity shares shall also be transferred
to the IEPF Authority. However, shareholders can claim the equity shares as well as
dividend from the IEPF Authority in accordance with the procedure prescribed under the
Companies Act, 2013 and rules made thereunder (the Act).
The Company has already been transferred equity shares along with dividend for the
financial year ended 31st March, 2015 to the IEPF
Authority. For the financial year ended 31st March, 2016, the dividend and
equity shares shall be transferred to the IEPF Authority, after the Annual General
Meeting, within the timeline laid down under the Act.
DIVIDEND DISTRIBUTION POLICY
In terms of provisions of Regulation 43A of the Securities and Exchange Board of India
(Listing Obligations & Disclosure Requirements) Regulations, 2015, (Listing
Regulations), the Company has formulated a Dividend Distribution Policy. The Board of
Directors recommended dividend for the financial year based on criteria specified in
Dividend Distribution Policy of the Company.
The said policy is hosted on the website of the Company and can be accessed at
https://www.centuryenka.com/pdf/policies/dividend- distribution-policy.pdf
TRANSFER TO GENERAL RESERVES
The Board of Directors of the Company has decided not to transfer any amount to the
General Reserves, for the financial year ended 31st March, 2023.
OVERVIEW AND THE STATE OF THE COMPANYS
AFFAIRS
Course of Business-
On a standalone basis, net revenue from operations is lower at 2,07,205 lacs compared
to 2,09,783 lacs, mainly on account of lower volumes in both the products, Nylon Filament
Yarn (NFY) and Nylon Tyre Cord Fabric (NTCF). The profit before interest, depreciation,
and tax (PBIDT) is lower at 16,137 lacs compared to 28,492 lacs in last year. The net
profit is lower at 9,044 lacs compared to 18,416 lacs in last year. On consolidated
basis, the net profit for the year is 9,032 Lacs.
Excise Duty Demand
The Customs, Excise and Service Tax Appellate Tribunal (Appellate Tribunal), vide its
order dated 20th December, 2019, in the Companys appeal against the order of
the Commissioner of Central Excise Raigadh, upheld the denial of the benefit of
Notification No. 6/2000 CE dated 1st March, 2000 and remanded the proceedings
to the Commissioner of Central Excise with a direction to compute the correct assessable
value, allow the permissible deductions, determine the excise duty payable and allow the
credit of CENVAT/ MODVAT.
The Company has preferred an appeal against the order of the Appellate Tribunal
upholding the denial of benefit of Notification No. 6/2000 dated 1st March,
2000 before the Honble Supreme Court of India on 22nd February, 2020. The
Honble Supreme Court of India tagged the matter with other appeals involving dispute of
the similar nature. An application has been filed for stay on the recovery of Interest and
penalty.
The Commissioner, pursuant to the aforesaid order of the Appellate Tribunal, passed an
order dated 8th September, 2020, recomputed the excise duty, and confirmed the
duty demand of 7.30 crores, (as against the original demand of 229.27 crores) with the
interest thereon and imposed equal amount of penalty.
The Department of Central Excise has filed an appeal on 22nd January, 2021
before the Appellate Tribunal against the order of Commissioner dated 8th
September, 2020 for not following the procedure in recomputing the differential excise
duty, granting CENVAT/MODVAT credit and permissible expenditure.
The Company has been advised by legal experts that it has a reasonably good case to
succeed before the Honble Supreme Court.
EXPANSION AND MODERNISATION
During the year, the expansion project for increasing the capacities of Nylon Tyre Cord
Fabric (NTCF) and Draw Texturizing Yarn (DTY) commissioned. Polyester Tyre Cord Fabric
(PTCF) and additional Mother Yarn capacity will commission in FY 2024. Additional Capex is
planned on modernization, generation of renewable energy, energy conservation, safety and
building the infrastructure.
CHANGE IN THE NATURE OF BUSINESS
During the period under review, there was no change in the nature of business of the
Company.
CONSOLIDATED FINANCIAL STATEMENTS
In accordance with the Companies Act, 2013 (the Act) read with the Companies
(Accounts) Rules, 2014, Listing Regulations and IND AS 110 - Consolidated Financial
Statements and IND AS 28 - Investment in Associates/Joint Ventures, the Audited
Consolidated Financial Statements forms integral part of this Annual Report.
REPORT ON PERFORMANCE OF SUBSIDIARIES, ASSOCIATES AND JOINT VENTURE COMPANIES
During the period under review, ABREL Century Energy Limited became associate of the
Company.
In accordance with the provisions of Section 129(3) of the Act, read with the Companies
(Accounts) Rules, 2014, the performance and financial position of ABREL Century Energy
Limited is as under:
Latest Audited Balance Sheet Date |
2nd May, 2023 |
Number of shares held as on Balance Sheet date |
88,47,800 |
Amount of Equity Investment |
Rs.884.78 Lacs |
Extent of Holding (%) |
26% |
Net Worth attributed to shareholding as per latest audited Balance
Sheet |
873 Lacs |
Net Profit / (Loss) for the year |
Rs. (45.03) Lacs |
Considered in consolidation |
11.70 Lacs |
Not considered in consolidation |
Rs.33.33 Lacs |
ENVIRONMENT
This comprises risks associated with environmental pollution through the discharge of
waste and emissions, which may cause damage to the local ecology and environment. During
the year, consumption of water, fuel and resources was within prescribed State Pollution
Control Board (SPCB) limit. Generation and treatment of wastewater, hazardous waste and
gaseous emission was within SPCB norms. The Company has well-organized Environment
Management System certified for ISO 14001:2015 standard. Both the plant sites of the
Company are environment compliant in terms of environment regulations. The details about
Environment, Health & Safety (EHS) have been provided elsewhere in the Report.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS & OUTGO
Information on Conservation of Energy, Technology Absorption and Foreign Exchange
Earnings & Outgo as required to be disclosed pursuant to Section 134(3)(m) of the Act
read with the Companies (Accounts) Rules, 2014, are set out in a separate statement and
attached hereto as Annexure-I and forming part of the Report.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT
The Management Discussion and Analysis Report for the period under review as stipulated
under Regulation 34 of the Listing Regulations, forms an integral part of the Annual
Report. It comprises details about the performance of the Company, industry structure and
risk management etc.
CORPORATE GOVERNANCE
The Board of Directors reaffirmed their continued commitment towards good corporate
governance practices. Corporate Governance principles form an integral part of the core
values of the Company. The Company has complied with the provisions relating to corporate
governance. The Corporate Governance Report for the period under review, as stipulated
under Regulation 34 of the Listing Regulations, is presented in a separate section, and
forms an integral part of the Annual Report.
POLICY ON DIRECTORS APPOINTMENT, REMUNERATION & OTHER RELATED MATTERS
Nomination and Remuneration Committee formulated a policy name as Nomination,
Remuneration and succession Policy. The main objective of the policy is to lay down
criteria for:
a) identification of persons who are qualified to become Directors, Key Managerial
Personnel and Senior Management Personnel.
b) determining qualifications, positive attributes and independence of a director.
c) remuneration of Directors, Key Managerial Personnel, Senior Management Personnel
& other employees
d) evaluation of the performance of the Board, Committees and individual Directors and
recommend to the board, all remuneration, in whatever form, payable to senior management.
The Companys remuneration strategy is market-driven and aims at attracting and
retaining high caliber talent. The strategy is in consonance with the existing industry
practice and is directed towards rewarding performance, based on review of achievements,
on a periodical basis.
The said policy is hosted on the website of the Company and can be accessed at
https://www.centuryenka.com/pdf/policies/nomination-
remuneration-and-succession-policy.pdf
Further, the details of remuneration and criteria for non-executive & executive
directors disclosed in the Corporate Governance Report, which forms an integral part of
the Annual Report.
ANNUAL EVALUATION BY THE BOARD OF ITS OWN PERFORMANCE, ITS COMMITTEES, AND INDIVIDUAL
DIRECTORS
Pursuant to the provisions of the Act and the Listing Regulations, the Board of
Directors has carried out an annual evaluation of its own performance, Independent
Directors, Non-Executive Directors, Executive Director, and the Chairperson of the Board.
The evaluation framework for assessing the performance of the Directors of the Company
comprises contributions at meetings and strategic perspective or inputs regarding the
growth and performance of the Company, among others.
The Nomination and Remuneration Committee and the Board have laid down the way in which
formal annual evaluation of the performance of the Board and Individual Directors has to
be made. It includes circulation of evaluation forms to respective Directors for
evaluation of the Board and its Committees, Independent Directors / Non-Executive
Directors / Executive Directors, and the Chairperson of the Company. The Board expressed
satisfaction on the overall functioning of the Board and its Committees and is satisfied
with the contribution of directors, in their respective capacities, which reflected
overall engagement of individual directors.
DECLARATION OF INDEPENDENCE BY THE INDEPENDENT DIRECTORS
Necessary declarations have been obtained from Independent Directors that they meet the
criteria of independence as prescribed under Section 149(6) of the Act and Regulation
16(1)(b) & Regulation 25(8) of Listing Regulations. The Independent Directors have
also confirmed that they have complied with Schedule IV of the Act and the Companys Code
of Conduct. In the Boards opinion, there has been no change in the circumstances which
may affect the status of Independent Directors of the Company and the Board is satisfied
of the integrity, expertise and experience (including proficiency in terms of Section
150(1) of the Act and applicable rules thereunder) of all Independent Directors. In terms
of Section 150 read with Rule 6 of the Companies (Appointment and Qualification of
Directors) Rules, 2014, all the Independent Directors of the Company have registered their
names in the databank of Independent Directors maintained with the Indian Institute of
Corporate Affairs.
DIRECTORS RESPONSIBILITY STATEMENT
The audited financial statements for the period under review are in conformity with the
requirements of the Act and the applicable Accounting Standards. The financial statements
reflect fairly the form and substance of transactions carried out during the period under
review and reasonably present the Companys financial condition and results of operations.
Pursuant to Section 134(3)(c) read with Section 134(5) of the Act, the Board of
Directors, to the best of its knowledge and ability, confirm that:
• in the preparation of the annual accounts, the applicable accounting standards
had been followed along with proper explanation relating to material departures;
• they had selected such accounting policies and applied them consistently and
made judgments & estimates, which 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 of the Company for that period;
• they had taken proper and sufficient care for the maintenance of adequate
accounting records in accordance with the provisions of the Act for safeguarding the
assets of the Company and for preventing and detecting fraud and other irregularities;
• they had prepared the annual accounts on a going concern basis;
• they had laid down internal financial controls to be followed by the Company and
that such internal financial controls were adequate and operating effectively; and
• they had devised proper systems to ensure compliance with the provisions of all
applicable laws and that such systems were adequate and operating effectively.
DIRECTORS AND KEY MANAGERIAL PERSONNEL Appointment/Re-appointment of Directors &
Key Managerial Personnel
In accordance with the provisions of section 152 and other applicable provisions, if
any, of the Act read with the Companies (Appointment & Qualification of Directors)
Rules, 2014, and the Articles of Association of the Company, Mrs. Rajashree Birla (DIN:
00022995), Director of the Company, is liable to retire by rotation at the ensuing Annual
General Meeting (AGM) and, being eligible, has offered herself for reappointment. Brief
profile of Mrs. Rajashree Birla forms part of the notice convening the 57th AGM
to be held on Thursday, 24th August, 2023. The Board recommended her
re-appointment in ensuing AGM.
There are no further changes in Directors and Key Managerial Personnel during the
period under review.
Key Managerial Personnel
Following are the Key Managerial Personnel of the Company:
Mr. Suresh Sodani - Managing Director (MD)
Mr. Krishna G. Ladsaria - Chief Financial Officer (CFO)
Mr. Rahul Dubey - Company Secretary (CS)
Meetings of Board of Directors
During the period under review, 6 (six) Board meetings were held. The details thereof
are furnished in the Corporate Governance Report. The intervening gap between the meetings
was within the period prescribed under the Act and the Listing Regulations.
During the period under review, a meeting of the independent Directors was held on 16th
March, 2023.
Details of Committees of Directors
The Company has six Board-level Committees, which have been established in compliance
with the relevant provisions of applicable laws and statutes:
• Audit Committee
• Nomination and Remuneration Committee
• Stakeholders Relationship Committee
• Corporate Social Responsibility Committee
• Risk Management Committee
• Share Transfer Committee
The composition of aforesaid Committees, number of meetings held of each Committee,
during the period under review, and meetings attended by each member of the Committee are
provided in Corporate Governance Report and forms an integral part of the Annual Report.
The recommendations of the Committees, as and when made to the Board, have been
accepted by Board.
PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES
There are no transactions with related parties which require disclosure under Section
134(3)(h) of the Act read with Rule 8(2) of the Companies (Accounts) Rules, 2014.
LOANS, INVESTMENTS AND GUARANTEES BY THE COMPANY
There are no loans or guarantees given or securities provided by the Company to any
entity, under Section 186 of the Act. However, the Company has invested surplus fund of
the Company in inter Corporate Deposits after due compliance with the provisions of the
Act.
INTERNAL FINANCIAL CONTROLS
The Company has put in place adequate internal control systems that are commensurate
with the size of its operations. internal control systems and procedures are periodically
reviewed to keep pace with the Companys operations. The internal Auditor monitors and
evaluates the efficacy and adequacy of internal control system in the Company, its
compliance with operating systems, accounting procedures and policies at all locations of
the Company. Based on the report of internal auditors, the process owners undertake
corrective action in their respective areas and thereby strengthen the controls.
Significant audit observations and corrective actions thereon are presented to the Audit
Committee of the Board.
PUBLIC DEPOSITS
The Company has not accepted any deposits from the public during the financial year
ended 31st March, 2023 and there are no outstanding deposits in terms of the
Companies (Acceptance of Deposits) Rules, 2014.
COMPLIANCE OF SECRETARIAL STANDARDS
The Company is in compliance with the Secretarial Standards issued by the institute of
Company Secretaries of india and notified by the Ministry of Corporate Affairs of India.
RISK MANAGEMENT
Pursuant to the requirement of Listing Regulations, the Company has constituted Risk
Management Committee, which is mandated to review the risk management plan/process of the
Company. Risk evaluation and management is an ongoing process within the organization. The
Company has comprehensive Risk Management Policy which is periodically reviewed by the
Risk Management Committee. The composition and terms of reference of the Risk Management
Committee are provided in the Corporate Governance Report, which forms an integral part of
the Annual report.
The Risk Management Policy is available on the website of the Company and can be
accessed at https://www.centuryenka.com/pdf/ risk-management-policy.pdf
VIGIL MECHANISM/WHISTLE BLOWER POLICY
The Company promotes ethical behaviour in all its business activities and has put in
place a mechanism for reporting illegal and unethical behaviours. The Company has a Vigil
Mechanism/Whistle Blower policy under which employees are free to report any actual or
potential violation of our code, policies or laws. During the year under review, no
employee was denied access to the Audit Committee.
We have a Code of Conduct and Vigil Mechanism/Whistle Blower Policy in place through
which we promote highest standards of professionalism, honesty, integrity and ethical
behaviour in all our business activities.
The policy on Vigil Mechanism/ Whistle Blower is available on the website of the
Company and can be accessed at https://www.
centuryenka.com/pdf/policies/vigil-mechanism-whistle-blower-policy. pdf
PREVENTION OF SEXUAL HARASSMENT OF WOMEN AT WORKPLACE
The Company has zero tolerance for sexual harassment at workplace and has adopted a
policy on prevention, prohibition and redressal of sexual harassment at workplace in line
with the provisions of the Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013 and the Rules made thereunder for prevention and
redressal of complaints of sexual harassment at workplace.
The Company is committed to providing equal opportunities without differentiating race,
caste, sex, religion, colour, nationality, disability etc. All women associate (permanent,
temporary, contractual and trainees) along with any women visiting the Companys office
premises or women service providers are covered under this policy. All employees are
treated with dignity with a view to maintain a work environment free of sexual harassment
whether physical, verbal or psychological.
The Company has complied with provisions relating to the constitution of Internal
Complaints Committee under the Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013 to redress and resolve any complaints received
regarding sexual harassment at the workplace.
The details of complaints received, disposed of, and pending during the period under
review are given below:
• No. of complaints received: 1
• No. of complaints disposed of: 0
• No. of complaints pending: 1 *
• Complaint has been disposed of within the prescribed timelines, after the end of
the reporting period i.e., 31st March, 2023, before the date of this report.
CORPORATE SOCIAL RESPONSIBILITY
In terms of the provisions of Section 135 of the Act read with the Companies (Corporate
Social Responsibility Policy) Rules, 2014, the Board of Directors of the Company has
constituted a Corporate Social Responsibility (CSR) Committee. The composition and terms
of reference of the CSR Committee is provided in the Corporate Governance report, which
forms an integral part of the Annual Report.
The particulars required to be disclosed pursuant to the Companies (Corporate Social
Responsibility Policy) Rules, 2014 are given in Annexure-II and forming part of this
Report.
The CSR Policy of the Company is available on its website and can be accessed at
https://www.centuryenka.com/csr/
The Chief Financial Officer has given a certificate to the Board that the funds
disbursed have been utilised for the purposes and in the manner as approved by the Board.
ANALYSIS OF REMUNERATION
The disclosure pursuant to Section 197(12) read with Rule 5 of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, regarding the ratio of
the remuneration of each Director to the median employees remuneration and such other
details as specified in aforesaid rule is annexed herewith as Annexure-III and forming
part of this Report.
PARTICULARS OF EMPLOYEES
Disclosures pertaining to remuneration and other details as required under Section
197(12) of the Act read with the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014, are attached as Annexure-IV and forming part of the report. In
accordance with the aforesaid provisions, the names and other particulars of employees
drawing remuneration in excess of the limits set out in the aforesaid rules forms part of
this Report.
None of the employees listed in the said Annexure is a relative of any Director of the
Company. None of the employees hold (by himself or along with his/her spouse and dependent
children) more than two percent (2%) of the equity shares of the Company.
AUDITORS Statutory Auditors
Pursuant to the provisions of section 139 of the Act, read with the Companies (Audit
and Auditors) Rules, 2014, as amended from time to time, M/s. KKC & Associates LLP,
(formerly, Khimji Kunverji & Co. LLP, Chartered Accountants, (ICAI Firm Registration
No. FRN 105146W/ W100621) were appointed as Statutory Auditors of the Company to hold
office for a term of 5 (five) consecutive years from the conclusion of 55th
Annual General Meeting (AGM) until the conclusion of the 60th AGM and
confirmation of shareholder of the Company has been obtained in the 55th AGM
held on 13th August, 2021.
Cost Auditors
Pursuant to the provisions of section 148 of the Act read with the Companies (Cost
Records and Audit) Rules, 2014, as amended, notifications/circulars issued by the Ministry
of Corporate Affairs from time to time, the cost accounts and records are duly prepared
and maintained by the Company.
The Board of the Company in its meeting held on 11th May, 2022 has
re-appointed M/s Dhananjay V. Joshi & Associates, Cost Accountants, as a Cost Auditor
of the Company for the FY 2023 for auditing the cost records of Nylon and Polyester
products of the Company as covered under the aforesaid laws.
Further, M/s Dhananjay V. Joshi & Associates, Cost Accountants have been
re-appointed to undertake the Cost Audit of the Company for the financial year ending on
31st March, 2024.
Pursuant to Section 148(3) of the Act read with Rule 14 of Companies (Cost Records and
Audit) Rules, 2014, the remuneration payable to the Cost Auditor is required to be
ratified by the members of the Company and accordingly, a resolution seeking the
ratification for the remuneration payable to M/s Dhananjay V. Joshi & Associates, Cost
Accountants for the financial year ending on 31st March, 2024 is included in
the Notice convening the 57th AGM to be held on 24th August, 2023.
The cost audit report given by M/s Dhananjay V. Joshi & Associates, Cost
Accountants, Cost Auditor for the FY 2022 was filed with the Ministry of Corporate Affairs
on 29th August, 2022.
Secretarial Auditors
Pursuant to the provisions of Section 204 of the Act and the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, the Company had appointed M/s. Sanjay
Sangani & Co., Company Secretaries in practice (CP No.-3847), to undertake the
Secretarial Audit of the Company for the financial year ending 31st March,
2023. The Secretarial Audit Report for the period under review is annexed herewith as
Annexure-V and forming part of the report. There is one remark/observation in the
Secretarial Audit Report for the period under review which is self-explanatory in nature.
Further, M/s. Sanjay Sangani & Co., Company Secretaries in practice (CP No. 3847),
have been re-appointed to undertake the Secretarial Audit of the Company for the financial
year ending on 31st March, 2024.
The Secretarial Compliance Report for the period under review, in relation to
compliance of all applicable SEBI regulations/circulars/ guidelines issued thereunder,
pursuant to requirement of regulation 24A of the Listing Regulations, is available on the
website of the Company and can be accessed at https://www.centuryenka.com/pdf/
annual-secretarial-compliance-report-2023.pdf
REPORTING OF FRAUDS BY AUDITORS
During the period under review, the Statutory Auditors, Cost Auditors and the
Secretarial Auditors have not reported any instances of fraud committed against the
Company by its officers and employees to the Audit Committee under section 143(12) of the
Act.
ANNUAL RETURN
Pursuant to Section 134(3)(a) and Section 92 of the Act read with Rule 12(1) of the
Companies (Management and Administration) Rules, 2014, the Annual Return of the Company as
on 31st March, 2023 in Form MGT-7 is available on the website of the Company
and can be accessed at https://www.centuryenka.com/investor-relations/index.
html#parentHorizontalTab6:ChildVerticalTab_212
MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY
There have been no material changes and commitments affecting the financial position of
the Company which have occurred between the end of the financial year of the Company to
which the financial statements relate and the date of this report.
SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS
IMPACTING THE GOING CONCERNS STATUS AND COMPANYS OPERATIONS IN FUTURE
The Company has not received any significant and material orders passed by the
regulators or courts or tribunals impacting the going concern status and the Companys
operations in future.
INTEGRATED REPORT (IR) INCLUDING BUSINESS RESPONSIBILITY & SUSTAINABILITY REPORT
(BRSR)
Pursuant to SEBI Circular SEBI/HO/CFD/CMD-2/P/CIR/2021/562 dated 10th May,
2021, filing of BRSR shall be mandatory for the top 1000 listed companies (by market
capitalization) with effect from the FY 2023 and in place of BRR. BRSR ensures that
stakeholders shall have access to effective compliance and communication through
standardized disclosure. The Company has voluntarily provided Integrated Report along with
BRSR in place of BRR for FY 2022. Further, for the period under review, the Company has
prepared BRSR which forms part of the Integrated Annual Report. This report is prepared in
alignment with the Integrated Reporting (IR) Framework laid down by the International
Integrated Reporting Council (IIRC) and aims at presenting the value creation approach for
our stakeholders.
GENERAL DISCLOSURES
During the period under review;
• the Company has not issued any shares with differential voting rights;
• there was no revision in the financial statements;
• the Company has not issued any sweat equity shares;
• the Company has not made any application under Insolvency and Bankruptcy Code,
2016. Further, there is no proceeding pending under the said code as at the end of the
financial year;
• the Company has not undergone any one-time settlement with any banks or
financial institutions and therefore the disclosure in this regard is not applicable;
• the Company is not having any Employee Stock Option Scheme under Section 62(1)
of the Act and SEBI (Share Based Employee Benefits) Regulations, 2014.
ACKNOWLEDGEMENT
The Board of the Company express their deep sense of gratitude to the Central & the
State Governments, Companys bankers, financial institutions, stakeholders, business
associates, for their co-operation and support extended to the Company and look forward to
their continued support in future.
The Board very warmly thanks all employees of the Company for their contribution to the
Companys performance. We have immense respect for every person and applaud them for their
superior levels of competence, dedication, and commitment to the Company.
|
For and on behalf of the Board of Directors |
|
S.K. Jain |
Suresh Sodani |
|
Director |
Managing Director |
|
DIN: 02843676 |
DIN: 08789604 |
Place: Mumbai |
|
|
Date : 18th May, 2023 |
|
|
+91-9892691696
