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Daikaffil Chemicals India Ltd Directors Report

121.45
(-2.06%)
Oct 14, 2025|12:24:00 PM

Daikaffil Chemicals India Ltd Share Price directors Report

To, The Members,

Your Directors have pleasure in submitting their 33rd Annual Report of the Company together with the Audited Statements of Accounts for the year ended March 31, 2025.

1. FINANCIAL RESULTS:

The summarized standalone results of your Company are given in the table below:

( in Lakhs except per share)

Particulars

Financial Year Ended
31/03/2025 31/03/2024
Revenue from Business Operations 749.75 0.00
Other Income 46.85 71.11

Total Income

796.60 71.11
Total Expenses 956.87 260.39

Profit/(loss) before Tax

(160.29) (189.28)
Less: Tax Expenses (including for earlier years) (1.31) 0.94

Net Profit/(Loss) After Tax

(158.98) (190.22)
Paid Up Equity Share Capital (Face Value 10 each fully paid up) 600.00 600.00
Other Equity 285.22 453.72

Earning Per Share

(Basic/Diluted) (2.65) (3.17)

2. DIVIDEND:

As the Company is incurring the losses during the year under review, your Directors do not recommend a dividend for the financial year 2024-25.

3. FINANCIAL PERFORMANCE AND OPERATIONAL REVIEW:

During the year under review, the Company earned total revenue of 796.60 Lakh in FY25 as compared to 71.11 Lakh in FY24. Loss After Tax stood at 158.98 Lakh in FY25 as compared to 190.22 Lakh in FY24.

4. SHARE CAPITAL:

As on March 31, 2025, the Authorized share capital of the Company stood at 6,50,00,000/- (Rupees Six Crore Fifty Lakh Only) divided into 65,00,000 (Sixty Five Lakh) equity shares of 10/- ( Ten) Each. However, the Authorized Share Capital of the Company has been increased to 10,00,00,000/- (Rupees Ten Crore Only) divided into 1,00,00,000 (One Crore) equity shares of 10/- ( Ten) Each on May 29, 2025.

As on March 31, 2025, the issued, subscribed and paid up Equity share capital of your Company stood at 6,00,00,000/- (Rupees Six Crore Only) divided into 60,00,000 (Sixty Lakh) Equity shares of 10/- ( Ten) each.

During the financial year 2024 25, there has been no change in the Authorized Share Capital or the Issued, Subscribed, and Paid-up Share Capital of the Company.

5. TRANSFER TO GENERAL RESERVES:

The Company doesnt propose to transfer any amount to General Reserve.

6. INTERNAL FINANCIAL CONTROLS:

The internal financial controls with reference to the Financial Statements commensurate with the size and nature of business of the Company. Further Directors have personally overviewed the adequacy of internal controls and also appointed M/s SPSJ & Associates LLP. as the Internal Auditor to manage the internal controls of the Company.

In addition to Internal Audit, the Company has implemented well established internal financial practices, tool for mitigating risk in order to ensure adequate internal financial control commensurate with the size of the Company.

7. FINANCIAL LIQUIDITY:

Cash and Cash Equivalent as at March 31, 2025 was 66.01 Lakh. The Companys working capital management is based on a well-organized process of continuous monitoring and control on Receivables, Inventories and other parameters.

8. RELATED PARTY TRANSACTIONS:

All contracts/arrangements/transactions entered into with Related Parties during the Financial Year were in the ordinary course of business and on an arms length basis.

The Company has obtained the Shareholder approval by way of Postal ballot on March 06, 2025 for entering into contracts/arrangement/transactions with Related Parties. The Company has not entered into any transaction with its Promoters, Directors, Key Managerial Personnel or other designated person which may have potential conflict with the interest of the Company at large.

All Related Party Transaction are placed on a half yearly basis before the Audit Committee for approval/ratification/ noting etc.

The Audit Committee has reviewed the related party transactions as mandatorily required under relevant provisions of the Listing Regulations.

The said transactions are in the ordinary course of business and at arms length basis. The Company had taken omnibus approvals for indicative transactions proposed during the financial year ended March 31, 2025.

The policy on Related Party Transactions as approved by the Board is uploaded on the Companys website may be accessed on the Companys website.

All The Particulars of contract or arrangements entered into by the Company with related parties referred to in subsection (1) of Section 188 of the Companies Act, 2013 are attached herewith in Annexure A in Form No. AOC -2.

Further Suitable Disclosure as required by the Accounting Standards (AS18) has been made in the notes to the Financial Statements in the Annual Report.

9. VIGIL MECHANISM/WHISTLE BLOWER POLICY:

The Company has a Vigil Mechanism/Whistle Policy under which it established a Whistle Blower Policy/Vigil Mechanism.

This policy seeks the support of employees, channel partners and vendors to report Significant deviations from key management policies and report any non- compliance and wrong practices, e.g., unethical behavior, fraud, violation of law, inappropriate behavior/conduct etc.

The Vigil Mechanism/Whistle Blower policy cover serious concerns that could have grave impact on the operations and performance of the business of Daikaffil Chemicals India Limited. A Vigil (Whistle Blower) mechanism provides a channel to the employees and directors to report to the management concerns ethical behavior, actual or suspected fraud or violation of the code of conduct mechanism provides for adequate safeguards against victimization of employees and Directors to avail of the mechanism and provide for direct access to the Chairman of the Audit Committee in exceptional cases.

The policy neither releases employees from their duty of confidentiality in the course of their work nor can it be used as a route for raising malicious or unfounded allegations against people in authority and/or colleagues in general.

The detailed Vigil Mechanism/Whistle Blower Policy of the Company is uploaded on the Companys website.

10. CODE OF CONDUCT:

All the Board Members and the Senior Management personnel have confirmed compliance with the Code.

11. POLICY ON DIRECTORS APPOINTMENT AND REMUNERATION:

The Nomination and Remuneration Committee of the Board formulated a Policy relating to the remuneration of Directors, Key Managerial Personnel and other Employees which, inter alia, prescribes the criteria for determining qualifications, positive attributes and independence of Directors. The Policy is available on the website of the Company www. daikaffil.com.

12. PREVENTION OF INSIDER TRADING:

Pursuant to the SEBI (Prohibition of insider trading) Regulations, 2015, the Company has formulated and adopted a Code for 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 employees of the Company. The Code requires pre-clearance for dealing in the Companys shares and prohibits the purchase or sale of Company shares by the Directors and the designated employees while in possession of unpublished price sensitive information in relation to the Company and during the period when the Trading Window is closed. The Board is responsible for implementation of the Code.

All Board Directors and the designated employees have confirmed compliance with the Code.

13. CORPORATE GOVERNANCE REPORT:

The paid-up capital of the Company is 6,00,00,000/- (Rupees Six Crores) i.e. less than 10 Crores and the Net-worth of the Company is less than 25 Crores as on the last day of the previous financial year.

Pursuant to regulation 15(2) of SEBI (LODR) Regulations, 2015 the compliance with the corporate governance provisions as specified in regulations 17, 18, 19, 20, 21,22, 23, 24, 24A, 25, 26, 27 and clauses (b) to (i) of sub-regulation (2) of regulation 46 and para C, D and E of Schedule V SHALL NOT apply, in respect of those listed entities whose paid up equity share capital does not exceed rupees ten crore and net worth does not exceed rupees twenty five crore, as on the last day of the previous financial year. Accordingly, your Company is exempt from attaching Corporate Governance report

14. RISK MANAGEMENT POLICY:

The Board has been vested with specific responsibilities in assessing of risk management policy, process and system. The Board has evaluated the risks which may arise from the external factors such as economic conditions, regulatory framework, competition etc. The Executive management has embedded risk management and critical support functions and the necessary steps are taken to reduce the impact of risks. The Independent Directors expressed their satisfaction that the systems of risk management are defensible.

15. INDUSTRIAL RELATIONS:

During the year under review, your Company enjoyed cordial relationship with workers and employees at all levels.

16. CORPORATE SOCIAL RESPONSIBILITY:

The provisions of Section 135 of the Companies Act, 2013 read with the Companies (Corporate Social Responsibility Policy) Rules 2014, were not applicable to the Company for the financial year ended 31st March, 2025.

17. SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES:

The Company does not have any direct subsidiary or associate companies. However, Mikusu India Private Limited is a wholly owned (100%) subsidiary of Heranba Industries Limited. Mikusu, in turn, exercises de facto control over Daikaffil Chemicals India Limited by virtue of being its single largest shareholder and holding controlling voting rights at the Annual General Meeting of the Company. Accordingly, Daikaffil Chemicals India Limited is considered a subsidiary of Mikusu India Private Limited and, therefore, a step-down subsidiary of Heranba Industries Limited.

18. DIRECTORS & KMP: a. Appointment/Re-appointment/Resignation of Directors:

At the ensuring Annual General Meeting, Shri Sadashiv Kanyana Shetty (DIN: 00038681), would retire by rotation and being eligible for the re-appointment, offers himself for re-appointment.

During the year under review following appointments and resignations took place:

Sr. No. Name Designation Nature of Change Effective Date

1 Mr. Amit Jayant Patel (DIN:00005232) Director Resignation April 12, 2024

During the year under review, the non-executive directors of the Company had no material pecuniary relationship or transactions with the Company, other than sitting fees and reimbursement of expenses incurred by them for the purpose of attending meetings of the Board/Committee of the Company.

Details of the Directors seeking appointment/reappointment including a profile of these Directors, are given in the Notice convening the 33rd Annual General Meeting of the Company.

Based on the confirmations received, none of the Directors are disqualified for appointment under Section 164(2) of Companies Act, 2013.

b. Key Managerial Personnel (KMP):

Pursuant to Section 2(51) read with Section 203 of the Companies Act, 2013 read with Rules made thereunder, the following persons has been designated as Key Managerial Personnel of the Company under the Companies Act, 2013 (a) Mr. Sadashiv K Shetty, Non-Executive Chairman (b) Mr. Raghuram K Shetty, Managing Director (c) Mr. Raunak R Shetty, Chief Financial Officer (d) Mr. Jay Patel, Company Secretary

During the year under review following appointments and resignations took place:

Sr. No. Name Designation Nature of Change Effective Date
1 Mrs. Sunil Bhaurao Shedge Chief Financial Officer Resignation May 31, 2024
2 Ms. Alesha Khan Company Secretary Resignation July 06, 2024
3 Mr. Raunak R Shetty Chief Financial Officer Appointment August 08, 2024
4 Mr. Jay Patel Company Secretary Appointment August 08, 2024

c. Declaration by Independent Directors:

The Company has received necessary declaration from each independent director under Section 149(7) of the Companies Act, 2013, that he/she meets the criteria of independence laid down in Section 149(6) of the Companies Act, 2013 read with rules framed thereunder and SEBI (LODR) Regulation.

In the opinion of the Board, the independent directors are, individually, person of integrity and possess relevant expertise and experience.

In terms of regulation 25(8) of the Listing Regulations, they have confirmed that they are not aware of any circumstances or situation which exist or may be reasonably anticipated that could impair or impact their ability to discharge their duties. Based on the declarations received from the independent directors, the Board has confirmed that they meet the criteria of independence as mentioned under regulation 16(1)(b) of the Listing Regulations and that they are independent of the management.

d. Annual Evaluation:

Pursuant to the provisions of the Companies Act, 2013 the Board has carried out the annual performance evaluation of its own performance, its committees and that of its individual Directors. The evaluation was done based on set questionnaires which were given to them at the time of evaluation.

e. Personnel:

Industrial relations at the Companys factory and other establishments remained cordial during the year. We appreciate the contribution made by the employees.

f. Remuneration Policy for the Directors, Key Managerial Personnel and other Employees:

In terms of the provisions of Section 178 (3) of the Act, the Nomination & Remuneration Committee is responsible for formulating the criteria for determining qualification, positive attributes and independence of a Director. The Nomination & Remuneration Committee is also responsible for recommending to the Board a policy relating to the remuneration of the Directors, Key Managerial Personal and other employees. In line with this requirement, the Board has decided to form Remuneration Committee.

19. MEETING OF BOARD AND COMMITTEEE:

During the financial year under review the Board met 9 times, Audit Committee met 7 times, Nomination and Remuneration Committee met 4 times and Stakeholders Relationship Committee met 1 time. The details are given below:

(a) Meetings of the Board and Attendance thereof:

The Board met 9 (Nine) times during the financial year ended March 31, 2025 on the below mention date.

Sr. No.

Date of Board Meeting
1 April 15, 2024
2 May 25, 2024
3 August 08, 2024
4 November 09, 2024
5 November 25, 2024
6 January 25, 2025
7 February 11, 2025
8 March 18, 2025*
9 March 25, 2025

* Separate Board Meeting of Independent Director.

Directors Attendance Record:

Sr. No. Name of Director

No. of Meetings entitled to attend No. of Meetings attended % of attendance
1 Mr. Sadashiv K Shetty 8 8 100%
2 Mr. Raghuram K Shetty 8 8 100%
3 Mr. Omprakash Singh 9 9 100%
4 Mrs. Bhagavati Kalpesh Donga 9 9 100%

(b) Meetings of the Audit Committee and Attendance thereof:

The committee met 7 (Seven) times during the financial year ended March 31, 2025. These meetings were held on April 15, 2024, May 25, 2024, August 08, 2024, November 09, 2024, November 25, 2024, January 25, 2025 and February 11, 2025.

Sr. No. Name of Director

No. of Meetings entitled to attend No. of Meetings attended % of attendance
1 Mr. Omprakash Singh 7 7 100%
3 Mr. Raghuram K Shetty 7 7 100%
2 Mrs. Bhagavati Kalpesh Donga 7 7 100%

(c) Meetings of the Nomination and Remuneration Committee and Attendance thereof:

The committee met 4 (Four) times during the financial year ended April 15, 2024, August 08, 2024, November 09, 2024 and February 11, 2025.

Sr. No. Name of Director

No. of Meetings entitled to attend No. of Meetings attended % of attendance
1 Mr. Omprakash Singh 4 4 100%
2 Mr. Sadashiv K Shetty 4 4 100%
3 Mrs. Bhagavati Kalpesh Donga 4 4 100%

(d) Meetings of the Stakeholders Relationship Committee and Attendance thereof:

The committee met 1 (One) time during the financial year ended March 31, 2025 on March 25, 2025.

Sr. No. Name of Director

No. of Meetings entitled to attend No. of Meetings attended % of attendance
1 Mr. Omprakash Singh 1 1 100%
2 Mr. Raghuram K Shetty 1 1 100%
3 Mrs. Bhagavati Kalpesh Donga 1 1 100%

20. AUDITORS:

(a) Statutory Auditor:

M/s. NGST & Associates, Chartered Accountants (Firm Registration No.: 135159W) was appointed as the Statutory Auditors of the Company by the members at the Annual General Meeting (AGM) held on 19th August, 2022 for a period of 5 years, to hold office from the conclusion of 30th AGM until the conclusion of 35th AGM of the Company.

During the year under review M/s. NGST & Associates, Chartered Accountants (Firm Registration No.: 135159W), had resigned from the office of Statutory Auditor, vide their letter dated November 12, 2024, before completion of their term.

Following a casual vacancy, the Board of Directors, based on the recommendation of the Audit Committee, appointed M/s. Natvarlal Vepari & Co., Chartered Accountants (Firm Registration No. 106971W), as the Statutory Auditors of the Company at its meeting held on November 25, 2024 to hold office until the conclusion of the next Annual General Meeting of the Company.

The Company has obtained the approval of the Shareholders on January 03, 2025 by way of Ordinary Resolution for the appointment of M/s. Natvarlal Vepari & Co., Chartered Accountants (Firm Registration No. 106971W), as Statutory Auditors of the company to fill the casual vacancy caused by the resignation of the eastwhile auditors M/s. NGST & Associates., Chartered Accountants (Firm Registration No.: 135159W).

Subsequent to the appointment of M/s. Natvarlal Vepari & Co. as the Statutory Auditors of the Company, the firm informed the Company that it has been converted into a Limited Liability Partnership (LLP) and the name of the firm has been changed from "Natvarlal Vepari & Co." to "Natvarlal Vepari & Co. LLP", in accordance with the provisions of the Limited Liability Partnership Act, 2008. The Company has made the necessary intimation regarding the said change in the name of the Statutory Auditors to the Bombay Stock Exchange on April 19, 2025.

Further the Company has been informed by the Auditors that the name of the firm has again been changed from "Natvarlal Vepari & Co. LLP" to ‘N V C & Associates LLP. The change is in compliance with applicable regulatory requirements, and the Company has accordingly intimated the Bombay Stock Exchange on June 12, 2025.

Furthermore, The Board of the Directors has, on the recommendation of the Audit Committee, recommended for the approval of the Shareholders by way of the Ordinary Resolution to appoint ‘N V C & Associates LLP., Chartered Accountants (Firm Registration No. 106971W), for another term of 5 Years w.e.f. F.Y.2025-26 to F.Y. 2029-30 and the consent of them has been received by the Company.

The Company has received consent from ‘N V C & Associates LLP., Chartered Accountants, along with a confirmation that they satisfy the eligibility criteria prescribed under the Companies Act, 2013 and rules framed thereunder.

Explanations or Comments by the Board on every Qualification, Reservation or Adverse Remark or Disclaimer Made:

The Statutory Auditors Report for FY 2024-25 does not contain any qualification, reservation or adverse remarks.

The comments by the auditors in their report read along with information and explanation given in notes to accounts are self-explanatory and do not call for further explanation.

(b) Secretarial Auditors & Secretarial Audit Report:

Pursuant to the provisions of Section 204 of the Act, read with Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, every listed entity, along with certain other prescribed categories of companies, is required to conduct a Secretarial Audit and annex the Secretarial Audit Report to its Annual Report.

Based on the recommendation of the Audit Committee, your Directors appointed M/s. GMJ & Associates, Practising Company Secretaries, as the Secretarial Auditors of your Company for the Financial Year ended March 31, 2025. The Secretarial Audit Report, as issued by the Secretarial Auditors, is annexed herewith as Annexure B to this Report.

Further, in accordance with the recent amendment to Regulation 24A of the SEBI Listing Regulations, a listed entity is required to appoint a Secretarial Auditor for a period of five consecutive years, subject to approval by the shareholders at the AGM.

Accordingly, pursuant to the applicable provisions of the Act, and the SEBI Listing Regulations, and based on the recommendation of the Audit Committee, your Directors have approved the appointment of M/s. GMJ & Associates, Company Secretaries, as the Secretarial Auditors of your Company for a period of five years, commencing from April 01, 2025, until March 31, 2030. A resolution seeking shareholders approval for the appointment of M/s. GMJ & Associates has been included in the Notice convening the AGM. Your Directors recommend the resolution for your approval.

Explanations or Comments by the Board on every Qualification, Reservation or Adverse Remark or Disclaimer Made:

The report of Secretarial Auditor is self-explanatory and does not contain any qualification, reservation, adverse remarks or disclaimer.

21. DETAILS OF FRAUD REPORTED BY AUDITORS:

During the year under review, the Auditors of the Company have not reported to the Audit Committee, under Section 143(12) of the Act, any instances of fraud committed against the Company by its officers or employees, therefore no detail is required to be disclosed under Section 134 (3) (ca) of the Act.

22. SECRETARIAL STANDARDS:

The Directors confirm that the Company is in compliance with applicable secretarial standards issued by Institute of Company Secretaries of India.

23. MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

The Management Discussion and Analysis Report for the year under review, as stipulated under SEBI (LODR) Regulations is given separately and forms part of this 33rd Annual Report of the Company as Annexure C.

24. INVESTOR EDUCATION AND PROTECTION FUND (IEPF):

Pursuant to provisions of Section 124(5) of the Companies Act, 2013, dividend for the financial year 2017-18 and thereafter, which remains unclaimed for a period of 7 years shall be transferred by the Company to Investor Education and Protection Fund established by the Central Govt.

Information in respect of such unclaimed dividend when due for transfer to the fund is given below:

Financial Year Type of Dividend Date of Declaration Remained Unclaimed for 7 years (Due date shall be plus 30 days) Amount lying in the Account as on 31.03.2025
2017-2018 Final Dividend 10-08-2018 17-09-2025 157,022.40
2019-2020 Interim Dividend 11-02-2020 18-03-2027 104,489.00

Those Members who have so far not encashed their dividend warrants from the final dividend from F.Y. 2017-2018 onwards, may approach the Registrar and Share Transfer Agents, M/s. MUFG India Pvt. Ltd, for making their claim without any further delay as the said unpaid dividends shall be transferred to the Investor Education and Protection Fund of the Central Government pursuant to the provisions of Companies Act.

In terms of Section 124(6) of Companies Act, 2013 and the Rules notified there under, including amendments thereof, the shares in respect of which dividend has not been paid or claimed for a period of seven consecutive years or more, are required to be transferred by the Company to the IEPF Suspense Account.

Accordingly, the Company has transferred shares to IEPF Suspense Account in respect of which dividend has not been paid or claimed since 2016-17. The summary for the same is given below:

Name of Depository Demat Account Maintained with Account details
CDSL SBICAP Securities Limited CDSL SBICAP Securities Limited CDSL SBICAP Securities Limited
DP ID: 1204 7200 DP ID: 1204 7200 DP ID: 1204 7200

The break-up/details of total number of shares transferred to Investor Education and Protection Fund (IEPF) is provided below:

Shares held with

Number of records Number of shares (Quantity)
CDSL 05 501
NSDL 04 900
Physical 42 5205

Total

51 6606

The details of unpaid/unclaimed dividend and number of shares transferred are available on our website: (www. daikaffil.com)

Shareholders are requested to note that no claim shall lie against the Company in respect of any amounts which were unclaimed and unpaid for a period of seven years and transferred to Investor Education and Protection Fund of the Central Government. However, Shareholders may claim from IEPF Authority both unclaimed dividend amount and the shares transferred to IEPF Suspense Account as per the applicable provisions of Companies Act, 2013 and rules made thereunder.

25. OTHER DISCLOSURE:

a. Cost Records:

The provisions of sub-section (1) of Section 148 of the Act are not applicable to the Company as Central Government has not specified the maintenance of cost records for any of the business activities of the Company.

b. Change in the nature of business:

There has been no change in the Nature of Business during the year under review. However the Company has resumed its Operation of manufacturing of Chemical business during the period under review. Further no material changes or commitments have occurred between the end of the financial year and the date of this report which affect the financial statements of the Company.

c. Material Changes and Commitments, If Any affecting the Financial Position of the Company:

No material changes and commitments affecting the financial position of the Company occurred between the end of the financial year to which this financial statements relate and the date of this report.

d. Deposits:

The Company has neither accepted nor renewed any deposits from public during the year nor has any outstanding Deposits in terms of Section 73 of the Companies Act, 2013. Further there were no Deposits which are not in compliance of the requirements of Chapter V of the Act.

e. Loans, Guarantees and Investments:

Details of Loans, Guarantees and Investments covered under the provision of Section 186 of the Companies Act, 2013 are given in the notes to the Financial Statements.

f. Annual Return:

Pursuant to Section 134(3)(a) of the Act, the Annual Report referred to in Section 92(3) of the Act read with Rule 12 of the Companies (Management and Administration) Rules, 2014, the Annual Return for the financial year ended March 31, 2025 is available on the Companys website at www. daikaffil.com.

g. Particulars of employees:

The Statement of Disclosure of Remuneration under Section 197 of the Companies Act, 2013 read Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is annexed as Annexure D.

h. Status of Listing Fees:

The Shares of the Company are continued to be listed on the BSE Limited (“BSE”). Listing Fees till date have been duly paid to BSE, where Companys shares are Listed.

i. Registrar and Share Transfer Agent:

M/s. MUFG Intime India Private Limited, C 101, 247 Park, L.B.S. Marg, Vikhroli (West), Mumbai 400 083 Tel No- 1800 1020 878 is the Registrar and Share Transfer Agent of the Company for the physical and Demat shares. The members are requested to contact directly for any requirements.

j. Complaints relating to Child Labour, Forced Labour, Involuntary Labour, Sexual Harassment:

The Company has adopted a 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. No case of child labour, forced labour, involuntary labour, sexual harassment and discriminatory employment was reported during the FY 2024-25. The Company has a policy on sexual harassment under which employees can register their complaints against sexual harassment. The policy ensures a free and fair enquiry with clear timelines.

During the financial year under review, the Company has not received any complaints of work place complaints, including complaints on sexual harassment.

k. Maternity benefit provided by the Company under maternity benefit act 1961:

The Company confirms that it is fully aware of and remains committed to complying with the provisions of the Maternity

Benefit Act, 1961. While there are currently no women employees on its rolls, the Company has appropriate systems and policies in place to ensure that all statutory benefits under the Act, including paid maternity leave, continuity of salary and service during the leave period, nursing breaks, and flexible return-to-work arrangements will be extended to eligible women employees as and when applicable. The Company remains committed to fostering an inclusive and legally compliant work environment.

l. Material Orders passed by Regulators, Courts or Tribunal:

There were no significant or material orders passed by the Regulators, Courts or Tribunal which impact the going concern status of the Company and the Companys operations in future.

m. Research and Development and Quality Control:

The activities of R & D consist of improvement in the process of existing products, decrease of effluent load and to develop new products and by-products.

The management is committed to maintain the quality control and it is the strength of the Company. All raw material and finished products and materials at various stages of process pass through stringent quality check for the better result and product.

26. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO:

As required under Section 134 (3) (m) of the Companies Act, 2013 read together with the Rule 8 of the Companies (Accounts) Rules, 2014 the relevant information is given below.

(A) Power and fuel Consumption

The Companies (Disclosure of Particulars in Report of Board of Directors) Rules 1988 require the disclosure of particulars regarding Conservation of Energy in Form-A and Technology Absorption in Form-B as prescribed by the Rules.

The details are as follows:

Particulars

31.03.2025 31.03.2024

(1) Electricity

Purchased units 212385 -
Total Amount 3474632.73/- -
Rate per Unit (in ) 16.36 -

(2) Own Generator

-
Fuel (Diesel) units 640 -
Total Amount (in ) 59634/- -
Rate per Liter (in ) 93.17/- -

(B) Technology Absorption:

The technology required for the Company is available indigenously.

(C) Foreign Exchange Earnings and Outgo:

( in Lakh)

Particulars

31.03.2025 31.03.2024
Earnings 2.77 -
Outgo - -

27. DIRECTORS RESPONSIBILITY STATEMENT:

In accordance with the provisions of Section 134(5) of the Companies Act, 2013 the Board hereby submits its responsibility Statement: (a) in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures; (b) the directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit and loss of the Company for that period;

(c) The directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; (d) The directors had prepared the annual accounts on a going concern basis; and (e) 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.

28. DETAILS OF APPLICATION MADE OR PROCEEDING PENDING UNDER INSOLVENCY AND BANKRUPTCY CODE, 2016:

No application has been made under the Insolvency and Bankruptcy Code; hence the requirement to disclose the details of application made or any proceeding pending under the Insolvency and Bankruptcy Code, 2016 (31 of 2016) during the year along with their status as at the end of the financial year is not applicable.

29. DETAILS OF DIFFERENCE BETWEEN VALUATION AMOUNT ON ONE TIME SETTLEMENT AND VALUATION WHILE AVAILING LOAN FROM BANKS AND FINANCIAL INSTITUTIONS:

The requirement to disclose the details of difference between amount of the valuation done at the time of onetime settlement and the valuation done while taking loan from the Banks or Financial Institutions along with the reasons thereof, is not applicable.

30. ACKNOWLEDGEMENTS:

Your Directors place on record their sincere thanks to bankers, business associates, consultants, and various Government Authorities for their continued support extended to your Companies activities during the year under review. Your Directors deeply appreciate the committed efforts put in by employees at all levels, whose continued commitment and dedication contributed greatly to achieving the goals set by your Company. Your Directors also acknowledges gratefully the shareholders for their support and confidence reposed on your Company.

For Daikaffil Chemicals India Limited
Sadashiv K. Shetty Raghuram K. Shetty
Date: August 12, 2025 Chairman Managing Director
Place: Mumbai DIN: 00038681 DIN: 00038703

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IIFL Capital Services Limited - Stock Broker SEBI Regn. No: INZ000164132, PMS SEBI Regn. No: INP000002213,IA SEBI Regn. No: INA000000623, SEBI RA Regn. No: INH000000248, DP SEBI Reg. No. IN-DP-185-2016, BSE Enlistment Number (RA): 5016
ARN NO : 47791 (AMFI Registered Mutual Fund Distributor)

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We are ISO 27001:2013 Certified.

This Certificate Demonstrates That IIFL As An Organization Has Defined And Put In Place Best-Practice Information Security Processes.