dekson castings ltd share price Directors report


To The Members

Your Directors have pleasure in presenting the Annual Report of the Company together with the Audited Profit and Loss Account for the year ended 31st March, 2023 and the Balance Sheet as on that date.

1. Financial Results:

Rs. In Lakhs

Particulars 2022-2023 2021-2022
Sales Turnover 4261.94 3406.49
EBIDTA 378.59 315.82
Interest 276.13 225.19
Profit/(Loss) before Depreciation and Tax 102.46 90.63
Less: Depreciation 310.90 235.69
Profit/(loss) before tax (208.44) (136.40)
Less: Provision for tax (7.14) 8.66
Profit / (Loss) after tax (201.30) (145.06)

2. Operating Results

The operations resulted in Loss of Rs. 201.30 lakhs after making provision of depreciation & taxes. In comparison to last years Loss Rs 145.06 Lakhs.

3. Operational Review:

Your Company has done satisfactory performance keeping in mind aftereffect of onslaught of CoVid-19 and Chip shortage during financial year of FY 22-23, two-wheeler sales drop due to its price increase.

4. Finance Changes

Since Last 2 years, your company was trying to balance tight rope by increasing revenue and reduce the debt and we are happy to share that our long term borrowing has reduced by 16% last year. We have paid up almost 1 crore in our Solar loan taken from SIDBI. However, with current uncertain situation in two wheelers industry, we have taken host of measures to increase customers and also products. We expect this, will need capital investment, tough your company will try to utilize all the current capacity even for new customer / products.

This would impact our goal of reducing debt immediately, but eventually in few years the Company is hoping to become debt free.

5. Prospects:

Your company has been working extensively on costing of the products and is confident of growth in Sales as well as Profit in the coming year. The Company would be able to sustain any competition from other countries, if the same arose. Your Company is in discussion with new customers [domestic as well as international) for FY 23-24, which would further help build the larger customer base. Your company has started selling Cylinder Head [Important part of IC Engine) and have bagged order for Crank Case from Greaves Cotton Limited. Greaves has confirmed almost 2 Crores / month business with Dekson. Further, we are happy to share that two Hitachi Parts have been developed and samples submitted awaiting go-ahead for mass production. We have regular sales from Gabriel and further expect this sale to increase with 2 more products under discussion. We have started discussion with Hero MotoCorp for bottom case and would explore other parts with them.

6. Expansion:

We are focusing on capacity utilization and then adding new machines for new products only. We have developed alloy wheel with completely new concept [centrifugal casting) and the casting trial were successful beyond expectation. We have also undertaken installation of powder coating plant for our customers.

7. Dividends

The Board of Directors of your company does not recommend any dividend on the equity share of the company for the financial year 2022 - 2023.

8. Deposits

The Company has not invited/ accepted any deposits from the public during the year ended 31st March, 2023. There were no unclaimed or unpaid deposits as on 31st March 2023.

9. Transfer to reserves

The company is having Loss of Rs. 201.30 Lacs for the financial year.

10. Material Changes between the date of the Board report and end of financial year

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 the report.

11. Significant and material orders passed by the regulators or courts or tribunals impacting the going concern status and companys operations in future

During the year under review there has been no such significant and material orders passed by the regulators or courts or tribunals impacting the going concern status and companys operations in future.

12. Subsidiary Company

As on 31st March, 2023 the Company does not have any subsidiary.

13. Change in the nature of business

There is no change in the nature of the business of the company done during the year.

14. Number of meeting of the Board:

During the year Nine 7 Board Meetings were convened and held. The details of which are given below. The intervening gap between the Meetings was within the period prescribed under the Companies Act, 2 013.The date of board meetings:

09/04/2022, 03/07/2022, 03/09/2022,14/11/2022, 08/01/2023, 08/03/2023, 31/03/2023

Details of the attendance of director at various Board Meetings during financial year as under:

S. No. Name Of Director No. of meetings attended
1 Mr. Vikram Ashok Dekate 7
2 Mr. Chetan Ashok Dekate 7
3 Mr. Prashant Chandresh Shukla 7
4 Mr. Durgadas Narayan Chavan 7
5 Mrs. Pallavi Dekate 7

Composition of Audit Committee:

Name of Member Designation Category
Mr. Prashant Chandresh Shukla Chairman Independent Director
Mr. Durgadas Narayan Chavan Member Independent Director
Mr. Vikram Ashok Dekate Member Non-Independent Non Executive Director

Composition of Stakeholder Relationship Committee:

Name of Member Designation Category
Mr. Prashant Chandresh Shukla Chairman Independent Director
Mr. Durgadas Narayan Chavan Member Independent Director
Mr. Chetan Ashok Dekate Member Non-Independent Non Executive Director

Nomination and Remuneration committee:

Name of Member Designation Category
Mr. Prashant Chandresh Shukla Chairman Independent Director
Mr. Durgadas Narayan Chavan Member Independent Director
Mr. Chetan Ashok Dekate Member Non-Independent Non Executive Director

15. The Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo

a) Conservation of energy:

Steps taken or impact on conservation of energy Companys operation does not Consume significant amount of energy.
Steps taken by the company for utilizing alternate sources of energy. The company is exploring option of using solar energy for various day operation
Capital investment on energy conservation equipments Not applicable

b) Technology absorption:

the effort made towards technology absorption NIL
the benefits derived like product improvement cost reduction product development or import substitution N.A.
in case of imported technology [important during the last three years reckoned from the beginning of the financial year) N.A.
[a) the details of technology imported
[b) the year of import;
[c) whether the technology been fully absorbed
[d) if not fully absorbed, areas where absorption has not taken place, and the reasons thereof
the expenditure incurred on Research and Development NIL

Foreign Exchange earnings and outgo during the year, the total foreign exchange used was Rs. Nil and the total foreign exchange earned was Rs. Nil.

16. Auditors

In accordance with the provisions of the Companies Act, 2013, the Board of Directors of Your Company has proposed the ratification of appointment of M/s. MKMM and Associates, Chartered Accountants, Aurangabad.

17. Auditors Report

The Notes on Financial Statements referred to in the Auditors" Report are self- explanatory and therefore, in the opinion of the Directors, do not call for further comments.

18. Sexual harassment:

The Company has zero tolerance for Sexual Harassment at workplace and has adopted a Policy on prevention of Sexual Harassment in line with the provisions of Sexual Harassment of Woman at Workplace (Prevention, Prohibition and Redresssal) Act, 2013 and the Rules made thereunder. There was no complaint on sexual harassment during the year under review.

19. Particulars of Employees

As required by rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the information is treated as NIL, as no employee is drawing salary equals to or above the limits mentioned in the said Rules.

20. Directors Responsibility Statement

Pursuant to the provisions of Section 134(3) (C) of Companies Act, 2013, the Board of Directors hereby confirms that,

i. In the preparation of the annual accounts, the applicable accounting standards have been followed and that there are no material departures.

ii. It has in the selection of the accounting policies, consulted the Statutory Auditors and has 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 as at 31st March, 2023 and of the profits of the company for that period.

iii. It has 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, to the best of its knowledge and ability. There are however, inherent limitations, which should be recognized while relying on any system of internal control and records.

iv. It has prepared the annual accounts on a going concern basis.

v. 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.

21. Directors

Mr. Vikram Ashok Dekate, Managing Director continue to hold the office and Mr. Chetan Ashok Whole time director, who retires by rotation and being eligible, offers himself for re-appointment.

22. SECRETARIAL AUDIT REPORT AND EXPLANATION TO THE QUALIFICATIONS REPORTED IN THE REPORT:

Provisions relating to Secretarial Audit as per Section 204 read with Rule 9 of The Companies (Appointment and Remuneration of Managerial Personnel] Rules, 2014, the Company has appointed Anand Phalke and Associates, Company Secretaries to undertake the Secretarial audit of the Company.

23. Changes in Share Capital

The Company has not issued any Equity Shares during the year 2022-2023.

24. Extract of Annual Return

As required pursuant to section 92(3] of the Companies Act, 2013 and rule 12(1] of the Companies (Management and Administration] Rules, 2014 an extract of annual return in MGT9 provided on portal of the company i.e. https://www.dekson.co.in

25. Particulars of loans, guarantees or investments under section 186:

During the year under review, the Company has not advanced any loans/ given guarantees/ made investments.

26. Risk Management Policy

The Company has developed and implemented a risk management policy which identifies major risks Which may threaten the existence of the Company. The same has also been adopted by your Board and is also subject to its review from time to time. Risk mitigation process and measures have been also formulated and clearly spelled out in the said policy.

27. Related Party Transactions:

No agreement was entered with related parties by the Company during the current year.

All the related party transactions were entered by the Company in ordinary course of business and were in arms length basis.

The Company presents all related party transactions before the Board specifying the nature, value, and terms and conditions of the transaction. Transaction with related parties are conducted in a transparent manner with the interest of the Company and Stakeholders as utmost priority. Details of related party transactions durng the period refer auditors report.

28. Significant and material orders passed by the regulators or courts or tribunals impacting the going concern status and companys operations in future

During the year under review there has been no such significant and material orders passed by the regulators or courts or tribunals impacting the going concern status and companys operations in future.

29. Corporate Social Responsibility

The Company is not required to constitute a Corporate Social Responsibility Committee as it does not fall within purview of Section 135(1) of the Companies Act, 2013 and hence it is not required to formulate policy on Corporate social responsibility.

30. Declaration by Independent Directors

Companies (Appointment and Qualification of Directors) Rules, 2014 hence declaration has been obtained.

31. Managerial remuneration policy:

Provisions relating to Managerial Remuneration as per Section 197 read with Rule 5 of The Companies (Appointment and Remuneration of Managerial Personnel] Rules, 2014 The Board has on the recommendation of the Nomination & Remuneration Committee framed a Policy for Selection and Appointment of Directors, Senior management and their Remuneration.

32. Acknowledgement

The employees in M/s Dekson Castings Limited continues to work with great dedication and commitment. The Board desires to place on record its appreciation to all the employees of the company during the year under review.

The Board also acknowledges the support given by Banks, Financial Institutions and Government Authorities.

By order of the Board
Vikram Dekate
Date: 4th September 2023 (Chairman)
Place: Aurangabad DIN: 00530296