coral newsprints ltd Directors report

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To

The Members,

CORAL NEWSPRINT LIMITED Delhi 110092

Your Director Stake pleasure in presenting herewith 31st Annual Report on the working results of the Company together with the Audited Statement of Accounts for the financial year ended 31st March, 2023.

1. FINANCIAL RESULTS (Standalone)

(In Rs ,000)

PARTICULARS	Year Ended 31st Mach, 2023	Year Ended 31st Mach, 2022
Gross Revenue Net of Tax	107076.79	62283.04
Increase/ (Decrease) in Stock	1843.19	452.98
Gross operating profit	-	-
Interest / financial Charges	-	-
Depreciation	1141.90	1151.31
Profit Before tax ( PBT)	(6953.34)	(63.70)
Profit after tax (PAT)	(6953.34)	(63.70)
Earnings per Share	(1.38)	(0.01)

i) Shareholders may note that for current financial year ending 31.03.2023 after depreciation company suffered losses to Rs. (6953.34) Thousands as compared to loss of Rs. (63.70) Thousands.

ii) During the financial year ended 31st of March 2023 also company really suffered on account of major power cuts & irregular supply of electricity by UPSEB apart from increase in tariff rates; however company managed to show good results in compare to previous year.

iii) The Company during the year had not paid full amount due to Jalan Group as per the order of Arbitrator, High Court dated 15.12.2010 due to financial Crunch, however company is making rigorous efforts to pay pending amount of Rs.9300 Thousands to Jalan Group.

iv) FUTURE PLANS & OPERATIONS:

Management of the Company has already taken several steps to modernize its plant at Gajraula, District Amroha U.P by adopting new technology. Management so intends to upgrade the quality of newsprint for better penetration for the possibilities of Export & in the local market. With additional equipments, Company also intends to increase production capacity for the next financial year.

2. DIRECTORS

Details of Directors and Key Managerial Personnel as on 31st March, 2023

NAME OF DIRECTOR	DIN	DESIGNATION	RESIDENTIAL ADDRESS
VINEETA SINGH	01067813	Director	Flat No.06091, 9th Floor ATS Advantage,
			Ahinsa Khand-1, Indirapuram,
			Ghaziabad - 201014
YOGESH ALAWADI	01144813	Director	H. NO.- 412, GF, Sector-14, Gurugram,
			Haryana, India-122001
PUSHPENDRA P.S. CHAUHAN	01871760	Whole-time	D-417, Ila Apartments, B-7, Vasundhra
		Director & CEO	Enclave, Delhi-110096 (India)
ATUL KUMAR JAIN	02069421	Director	Bazar Kot, P.O Amroha Jyotiba Phule
			Nagar-244221 UP
MAHESH KUMAR SODHANI	02293060	Director	8/404, Sector-8, Vidhyadhar Nagar,
			Jaipur
RAM AVTAR BANSAL	02864100	Director	28K, Kotla, Chandpur, Bijnore - 246725
			(UP)
PRADYUT CHAUHAN	05264826	Director	D-417, Ila Apartments, B-7, Vasundhara
			Enclave, Delhi-110096 (India)
VINAYAK CHAUHAN	08055602	Director	D-202, Nagarjuna Apartment, Mayur
			Vihar-1, Delhi-110096
Priyanka	ARJPP9129P	Company	KOTDWAR, UTTARAKHAND
		Secretary

21. Re-Appointment of Directors:

Shri Atul Kumar Jain, Mahesh Kumar Sodhani, Vinayak Chauhan,Yogesh Alawadi Directors of the company who retire by rotation u/s 152 of the Companies Act, 2013 from the board at the 31th Annual General Meeting and being eligible offers themselves for re-appointment.

The office of Independent Director shall not be determined for the purpose of calculating rotational Directors as well as the strength of the Board. The Board is of the opinion that this Independent director is person of integrity and possesses relevant expertise and experience.The Board is of the opinion that these Directors are person of integrity and possess relevant expertise and experience. He had no pecuniary relationship with Company and its associates except for getting sitting fees for attending Board and Committee meetings. The Board is of the view that this appointment will be in the interest of the Company.

Changes in Directorship and Key Managerial Personnel (KMP)

During the year under review Pururaj Singh Rathore (DIN 01315933) resigned from the post of independent director w.e.f 21.03.2023.

WOMEN DIRECTOR:

Company has duly appointed Women Director, Smt. Vineeta Singh as independent Director as required under section 149(6) of the Companies Act, 2013.

3. STATUTORY AUDITORS

M/s. L.N. Malik & Co. Chartered Accountants, be and are hereby appointed as Statutory Auditors of the Company and they shall hold the office of the Statutory Auditors of the Company and they shall conduct the Statutory Audit for the period ended 31st March 2023, on such remuneration as may be fixed by the Board of Directors in consultation with them."

The notes on accounts and observations of the Auditors in their report on the accounts of the Company are self-explanatory and therefore, in the opinion of Directors, do not call for any further explanation.

4. DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to section 134 of the Companies Act, 2013, your Directors state that;

In the preparation of the annual accounts, the applicable accounting standards have been followed with proper explanation relating to Material aspects.

i. Appropriate accounting policies have been selected and applied consistently and have made judgment andestimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at March 31.03.2023 and of the Loss of the Company for that period;

ii. Proper and sufficient care has been taken 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;

iii. The annual accounts have been prepared on a going concern basis.

iv. As company is a listed company, Directors had laid down internal financial controls to be followed by the company and those internal financial controls are adequate and were operating effectively.

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

5. DIVIDEND

For the year under review the Company suffered losses therefore directors of the company did not declare any dividend for the shareholders of the Company for this year as well. Directors of the company are hopeful that for next year company will be able to much better results in compare to this financial year.

6. ENERGY CONSERVATION, TECHNOLOGY ABSORPTION, R & D CELL AND FOREIGN EXCHANGE EARNING & OUTGO.

The details required under the Companies (Disclosure of particulars in the Report of Board of Directors) Rules, 1988 are annexed to this report as Annexure I

7. BOARD OF INDUSTRIAL & FINANCIAL RECONSTRUCTION (BIFR)

The Company was declared sick by BIFR way back in 2000. Board of Industrial & Financial Reconstruction (BIFR) has appointed Punjab National Bank as operating agency. The Company has submitted revised rehabilitation scheme several times to BIFR, finally DRS of the company was approved. As a matter of fact company is out of BIFR except small issue going on with UPFC for DADP interest against which UPFC is in AAIFR letter on abolished by the government.

8. PARTICULARS OF EMPLOYEES & DISCLOUSURE OF INFORMATION

During the year under review, there is no director or employee in respect of whom the particulars are required to be disclosed under section 134 of the Companies Act, 2013 read with the Companies (Particulars of Employees) Rule1975, accordingly same is not applicable.

9. CORPORATE GOVERNANCE

Your Company has taken adequate steps to ensure legal compliance with the requirements of corporate governance as prescribed under the Listing Agreement with the Stock Exchange (BSE).

10. INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

The company has a system of internal controls in place to ensure that all of the companys transactions are properly recorded. Companys well defined organizational structure, documented policy guidelines, defined authority matrix and internal controls ensure efficiency of operations, compliance with internal policies and applicable laws and regulations as well as protection of resources.

11. HUMAN RESOURCES

The company is of firm belief that the Human Resources are the driving force that propels a company towards the progress and success. The company has strength of 60 employees at present. The Industrial relations continued to remain cordial during the year under review with entire force of the company.

12. RELATED PARTY DISCLOSURE

Related party transactions-The Company did not enter into any materiality significant related transactions, which has potential effect with the interest of the company at large.

13. MANAGEMENT DISCUSSION & ANALYSIS REPORT.

The Management Discussion & Analysis Report as required forms part of this report.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

I. INTRODUCTION

Coral Newsprints Ltd was incorporated as a Public Limited Company. The present installed capacity of the Company is 12600 Metric Ton per annum. In a constantly changing business scenario, maintaining a niche becomes even more challenging. In such a situation only with innovative leadership, state-of- the-art technology and committed people can make a company steal the lead over competition.

Presently, the Company is engaged in manufacturing of Newsprints and Absorbent Kraft Papers of different grammages at its existing factory located at Gajraula, Distt. Amroha (UP). The newsprint is used for the publication of newspaper and magazines while Absorbent Kraft is used for the manufacturing of Sunmica sheets.

II. INDUSTRY SCENERIO

Broadly, the industry is classified into four main segments - namely, writing and printing paper, Industrial packaging paper, specialty paper and newsprint. India holds 15th rank among paper producing countries in the world with a total installed capacity of 16 million tonnes. The demand is estimated at 17 million tonnes. The per capita consumption is around 13 kgs against the Asian average of 26 kgs and World average of 58 kgs. India is considered as the fastest growing market for paper in the world with an average annual growth of 6%. The domestic consumption is expected to rise to 25 million tonnes by 2022-23.

Indian Paper Industry is highly fragmented with over 750 paper mills of varying sizes spread across the Country. Only 50 mills are of a capacity of 50,000 tpa or more. The overall capacity utilization is estimated at 80-90 %.

III. MARKETING AND SELLING ARRANGEMENTS

The company is marketing its products all most all over the country through its Dealers network. At present, the company is having as many as 50 Dealers & Customers. The company is registered with Ministry of Industry & Commerce, New Delhi, under Newsprint Control Order 1962. Due to this, the Central Government exempted Central Excise duty and Central Sales-tax. Moreover, the State Government has also exempted state Value Added Tax. Due to this the company is having penetration in marketing and selling its newsprint to various reputed newspaper publishers who are registered with Registrar of Newspaper for India.

IV. THE SUCCESS DRIVERS

Environment Management

Coral Newsprint Limited treats environment improvement as a priority area. Continuous studies areundertaken to reduce the water consumption with improvement in the quality of effluent. Compliance to pollution control norms and CREP regulations are strictly adhered to. The mill has implemented several water conservation measures and reduced water consumption to 35 KL per ton of paper during

2022-23 which is one of the lowest in the paper industry. Continuous efforts are taken to reduce the water consumption to maximum possible extent at all stages.

V. OUTLOOK, OPPORTUNITIES AND CHALLENGES

The Indian paper industry has close linkages with economic growth. Indias growth in the fourth quarter of the fiscal year 2020 went down to 3.1% according to the Ministry of Statistics. This drop is mainly due to the coronavirus pandemic effect on the Indian economy.

Increasing literacy level increases the demand for writing and printing paper while higher industrial output leads to increased demand for industrial paper for packaging. The cumulative annual growth rate in paper consumption over the last five years has prompted Indian paper manufacturers to undertake significant capacity expansions. The cost of input material, primarily pulp and coal, has increased after remaining subdued for some time, though coal prices are highly fluctuating. The increase in pulp and waste paper prices have escalated the cost of production of paper for many mills across the globe. This trend of high input prices is also due to the growing demand in emerging economies. A strong upswing in the pulp and paper market is being forecast based on the general improvement in the economic situation and increasing literacy level in the developing countries.

In spite of the continual focus on digitization, Indias requirement for paper is anticipated to rise 53 percent in the next six years, principally due to a sustained boost in the number of school-going children in rural areas. Growing consumerism, modern retailing, rising literacy and the growing use of documentation will continue to increase the demand for writing and printing paper.

The exponential enlargement of e-commerce in the nation has opened up the latest horizon and could contribute significantly to the demand where the paperboard is being predominantly used for packaging.

VI. RISKS AND CONCERNS

Risks and uncertainties are an inherent part of every business, and yet it is important to identify the risks and take proactive steps to mitigate them. At periodical intervals Coral identifies and evaluates risks and takes preventive measures. Risk management is a part of the Companys business planning and controlling process.

Depending on the dynamics and severity, risks are categorized functions wise and classified further as High Risk, Medium Risk and Low risk.

VII. FINANCIAL PERFORMANCE

(In Rs ,000)

PARTICULARS	Year Ended 31st Mach, 2023	Year Ended 31st Mach, 2022
Gross Revenue Net of Tax	107076.79	62283.04
Increase/ (Decrease) in Stock	1843.19	452.98
Gross operating profit	-	-
Interest / financial Charges	-	-
Depreciation	1141.90	1151.31
Profit Before tax ( PBT)	(6953.34)	(63.70)
Profit after tax (PAT)	(6953.34)	(63.70)
Earnings per Share	(1.38)	(0.01)

VIII. FUTURE PLANS AND OPERATIONS

Management of the Company has already taken several steps to modernize its plant at Gajraula, District Amroha U.P by adopting new technology. Management also intends to upgrade the quality of newsprint for better penetration for the possibilities of Export & in the local market. With additional equipments, Company also intends to increase production capacity for the next financial year.

14. FINANCIAL ACCOUNTING & ACCOUNTING STANDARDS:-

The Financial statements have been prepared in accordance with Generally accepted accounting principles (GAAP) and incompliance with all applicable accounting standards and as per the guidance note on accounting for activities of the company issued by the Institute of Chartered Accountants of India, New Delhi (ICAI) and provisions of the Companies Act,2013. The financial statements have been prepared under the revised schedule VI format of the Companies Act, 2013 pursuant to notification of Ministry of corporate affairs (MCA), Government of India. The Company has followed accounting treatment as prescribed in accounting standards applicable to the company.

15. WEBSITE:

Website of the company consisting all required particulars and is duly operational is: http//coralnewsprintslimited.com.

16. CORPORATE GOVERNANCE REPORT

The Company is committed to maintain highest standards of Corporate Governance. The Directors Adhere to the requirements set out by (SEBI). The Securities & Exchange Board of Indias Corporate Governance practices and has implemented all the stipulations prescribed. The Company has implemented several best corporate Governance practices as prevalent in India. Company has complied with the mandatory provisions of SEBI (Listing Obligations and Disclosure Requirements),

2015 as amended from time to time elating to Corporate Governance requirements. Annual report contains a separate section on Corporate Governance which forms part of this report. Your company is listed with Bombay Stock Exchange; though for the time being trading is suspended due to certain deficiencies in compliances of BSE requirement, which are in the process of compiling. Directors of the company are quite hopeful to get relisted of its security soon.

17. CEO/ CFO CERTIFICATION:

As required by Regulation 17 (8) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Compliance Certificate as specified in Part B of Schedule II of the said Regulation duly signed by Shri Pushpendra Pratap Singh Chauhan, CEO was placed before the Board of Directors at the meeting held on 29th May 2023

18. RISK MANAGEMENT POLICY:

The Company has developed a very comprehensive risk management policy and the same is reviewed by the Audit Committee at periodical intervals, which in turn, informs the Board about the risk assessment and minimization procedures adopted by the management. Suggestions or guidance given by the audit committee members are immediately implemented. At the corporate level major risks are reviewed by the Whole Time Director and directions in this regard are issued accordingly.

19. COMPARISON OF REMUNERATION TO DIRECTORS AND EMPLOYEES:

There is no increase in the remuneration payable to the Directors as compared to previous year.

The salary rise is based on the inflation data. As such the rise in the take away is at par with other employee of the company. The Performance of the Company has been affected by Global recession and economic slow down in the Indian economy.

Comparison to the Remuneration of Directors and other employees is as under:-

1) Median of Directors remuneration

Ratio of Salary of Shri Pushpendra P.S. Chauhan : 13,23,600

2) Median of employees remuneration : Rs. 9.87:1

Details of significant and material orders passed by the regulators or courts or tribunal:

DADP INTEREST UPFC

BIFR has passed the order for one time settlement with Uttar Pradesh Financial Corporation. The same was settled with the Institution and the company has paid about 50% of the outstanding as per the order of BIFR. However, UPFC has challenged the order and filed appeal before higher authorities (AAIFR), which latter on abolished.

20. DEPOSITS:-

(As per the Definition Section 2(31) of the Companies Act, 2013)-During the year under review company has not accepted any deposits from Public.

The following details of deposits, covered under Chapter V of the act: I. Deposits Accepted during the year : NIL II. Remained unpaid or unclaimed as at the end of the year : NIL

III. Whether there has been any default in repayment of deposits or payment of interest thereon during the year and if so, number of such cases and the total amount involved.

a. At the beginning of the year : NIL b. Maximum during the year : NIL c. At the end of the year : NIL

IV. The details of deposits which are not in compliance with the requirements of Chapter: There is no such Deposit held by the Company.

21. RELISTING OF COMPANY SHARES AT BSE:-

At present companys shares are already listed at the stock exchange, the company board is hopeful for their good performance at the market level.

Company is not paying any commission to its director.

22. DECLARATION BY INDEPENDENT DIRECTOR

The Company has received declaration from all the Independent Directors under the Companies Act, 2013 and rules made here under.

23. SECRETARIAL AUDIT REPORT:

Secretarial Audit Report in prescribed format Form MR-3 given by a Practicing Company Secretary Mr. Raj Kumar Yadav, Raj Kumar Yadav & Co. is annexed with the Board Report as Annexure-II.

24. CORPORATE SOCIAL RESPONSIBILITY (CSR) POLICY:

The Company is not falling within the criteria of Section 135 of the Companies Act, 2013 and hence the Company is not required to form CSR committee.

25. NUMBER OF MEETINGS OF THE BOARD

Board of Directors met (5) times during the financial year 2022-23. Details regarding dates and attendance at the Board meetings are provided in the Report on Corporate Governance, which forms part of this report.

26. Audit Committee:

As on 31st March 2023, the Audit Committee comprises of three Directors. Members of the Audit Committee are as follows:

1. Mr. Atul Kumar Jain Chairman

2. Mr. Pushpendra P.S. Chauhan Member

3. Mr. Mahesh Kumar Sodhani Member

The time gap between two meetings was less than 120 days. The Committee met five times in the year under review on the details of the Audit Committee is given as under: The details of the Audit Committee are given as under:

Attendance record of Audit Committee Meetings:

Name of The Member	DIN	Position	Status	No. of Meeting Held	No. of Meeting Attended	Sitting fees (Rs)
Atul Kumar Jain	02069421	Non-Exe.	Active	5	5	0.00
Chairman		Director
Mahesh Kumar Sodhani	02293060	Non-Exe.	Active	5	5	0.00
		Director
Yogesh Alawadi	01144813	Non- Exe.	Active	5	5	0.00
		Director

27. Statement Indicating the Manner In Which Formal Annual Evaluation has been made by the board of Its own Performance, Its Directors, and that of Its Committees:

During the year, the Board adopted a formal mechanism for evaluating its performance and as well as that of its Committees and individual Directors, including the Chairman of the Board. The exercise was carried out through a structured evaluation process covering various aspects of the Boards functioning such as composition of the Board & committees, experience & competencies, performance of specific duties & obligations, governance issues etc. Seprate exercise was carried out to evaluate the performance of individual Directors including the Board Chairman who were evaluated on parameters such as attendance , contribution at the meetings and otherwise, independent judgment, safeguarding of minority shareholders interest etc.

The evaluation of the Independent Directors was carried out by the entire Board and that of the Chairman and the Non-Independent Directors were carried out by the Independent Directors. The Directors were satisfied with the evaluation results, which reflected the overall engagement of the Board and its Committees with the company.

28. Nomination & remuneration Committee Policy:

The Sitting fee paid to the non-executive Directors, commission to Independent Directors, and remuneration paid to the whole time Director is approved by the remuneration committee. Members of the nomination & remuneration committee are as follows:

1. Mr. Puru Raj Singh Rathore (Pururaj Singh Rathore (DIN 01315933) resigned from the post of independent director w.e.f 21.03.2023)

2. Mr. Atul Kumar Jain

3. Mr. Mahesh Kumar Sodhani

Half yearly /Quarterly declaration of financial performance including summary of significant events in the last six months is currently not being sent to each household of shareholders. However, the company publishes its results in national & state level newspapers having wide circulation. The results area is posted on the website of the company i.e.: Coralnewsprintslimited.com.

Managerial remuneration -Key managerial of the company are as follows

DIRECTOR REMUNERATION:

S.No.	NAME OF THE KMP	Remuneration for Current Year	Remuneration for Previous year
		(Amount in Rs.)	(Amount in Rs.)
1.	Mr. Pradyut Chauhan	-	6,00,000
2.	Mr. Pushpendra P.S. Chauhan	13,23,600	13,23,800
3.	Mr. Ram Avtar Bansal	Nil	Nil
4.	Mr. Atul Kumar Jain	Nil	Nil
5.	Mr. Mahesh Kumar Sodhani	Nil	Nil
6.	Mr. Yogesh Alawadi	Nil	Nil
7.	Mr. Vinayak Chauhan	Nil	Nil
8.	Smt. Vineeta Singh	Nil	Nil

*Remuneration is not required to be paid to Independent Directors as per section 149 read with schedule IV of the companies Act, 2013.

29. Disclosure of Establishment A Vigil Mechanism:

Fraud free Corruption, free work culture has been core to the company. In view of the potential risk of fraud and corruption due to rapid growth and geographical spread of operators. The company has put an even greater emphasis to address this risk.

To meet the objective, a comprehensive fraud risk management (FRM) policy akin to vigil mechanism of the whistle blower policy has been laid down by the Board of Directors.

30. DISCLOSURE UNDER SEXUAL HARASSMENT OF WOMEN WORKPLACE (PREVENTION & REDRESSED) ACT, 2013.

In accordance with the sexual harassment of women at work place (Prevention, Prohibition & redressal Act, 2013, Coral Newsprints Limited has modified the erstwhile policy for prevention of sexual harassment of women at workplace and the board of Directors have unanimously adopted the same w.e.f July,23,2014.

Wide notification dated December 9, 2013 Ministry of Women and Child welfare have introduced sexual harassment ofwomen at workplace( Prevention, Prohibition & redressal rules, 2013. The earlier policy has been amended by incorporating the rules and procedures as mandated in the said notification. The revised policy shall be in effect from July, 23, 2014.

Company has appointed Smt .Krishna Devi to redress the issues regarding sexual Harassment at workplace.

31. EXTRACT OF ANNUAL RETURN

The Annual Return of the Company can be accessed from its website: http://www.coralnewsprintslimited.com.

32. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

The company has not granted any loans, guarantees and has not made any investment pursuant to Section 186 of the Companies Act, 2013.

33. SUBSIDIARIES AND JOINT VENTURES

As on 31st March, 2023, the Company does not have any subsidiaries and joint ventures.

34. GREEN INITIATIVES:-

During Fiscal year, 2011 we started a sustainability initiative with the aim of going green and minimizing our impact on the environment, like the previous years, this year too, we are publishing only the statutory disclosures in the print version of the annual report. Additional information is available on our website www.coralnewsprintslimited.com.

The company provides e-voting facility to all its members to enable them cast their votes electronically on all the resolutions set forth in notice. This is pursuant to section 108 of the companies Act, 2013 and rules 2013 and rule 20 of the companies (Management & Administration) amendment rules, 2015. The instructions for e voting are provided in the notice.

35. DISCLOSURE RELATED TO COST RECORDS OF THE COMPANY

Maintenance of Cost Records of the Company is not applicable to the Company pursuant to Section 148 of the Companies Act, 2013.

36. ACKNOWLEDGMENT:

Your Directors place on record its sincere appreciation towards the companys valued customers in India for the support and confidence reposed by them in the organization and looks forward to the continuance of this mutually supportive relationship in future as well. The Board also places on record co-operation extended by Financial Institutions PICUP, business associates of the Company, and confidence reposed by the Shareholders and invaluable staff & workers of the company.

Regd. Office:	By The Order of The Board,
A-138, First Floor, Vikas Marg,	For Coral Newsprints Limited
Shakarpur, Delhi-ll0092
	Pushpendra P.S. Chauhan
Place : Delhi	(DIRECTOR-WTD)
Date : 26-05-2022	(DIN: 01871760)

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