To,
The Members,
Your directors have pleasure in placing the 50th Directors Report
along with the Audited Statement of Accounts for the year ended on 31st March, 2023.
|
Standalone |
Consolidated |
|
Year ended on 31st March, 2023 |
Year ended on 31st March, 2022 |
Year ended on 31st March, 2023 |
Year ended on 31st March, 2022 |
| Profit before finance costs, depreciation and amortization
and other comprehensive income |
6105 |
8290 |
6105 |
8290 |
| Less: Finance costs |
1385 |
1179 |
1385 |
1179 |
| Less: Depreciation and amortization expense |
1587 |
1518 |
1587 |
1518 |
| Profit before tax |
3133 |
5593 |
3133 |
5593 |
| Less: Tax expense |
812 |
1447 |
812 |
1447 |
| Profit for the year |
2321 |
4147 |
2321 |
4147 |
| Other comprehensive income (net of tax) |
(28) |
(78) |
(28) |
(78) |
| Total comprehensive income for the year |
2293 |
4069 |
2293 |
4069 |
| Earnings per equity share of Rs. 2/- each |
2.52 |
4.51 |
2.52 |
4.51 |
Adoption of Ind-As
In accordance with the Companies (Indian Accounting Standards) Rules,
2015 the Company has adopted Ind-AS for preparation of financial statements with effect
from April 01,2017. The financial Statement for the year ended on March 31,2023 has been
prepared in accordance with the Indian Accounting Standard (IND AS) notified under Section
133 of the Companies Act, 2013 reads with Companies (Accounts) Rules, 2014. The estimates
and judgment relating to the Financial Statement are made on a prudence basics, so as to
reflect a true and fair manner, the form and substance of transaction and reasonably
present the Companys state of Affairs, profits and cash flow for the year ended March
31,2023. Accordingly, the figures for the previous year are comparable.
Performance of Divisions: -
Sugar Division
The company crushed 1,10,18,947 Lacs quintals of cane and the Sugar
sale was Rs. 49185 lacs during the year under review as against 1,16,72,437 Lacs quintals
and Rs. 46444 lacs during the previous financial year. The other details are as under:
Co-Generation:
During the year under report, the power generated by the company was as
follows:-
|
Year ended 31-03-2023 |
Year ended 31-03-2022 |
| Gross Working days |
145 |
148 |
| Produced (in KWH) |
6,47,99,355 |
7,55,66,245 |
| Exported( in KWH) |
2,72,01,766 |
4,25,38,688 |
| Sales( in lacs) |
883 |
1348 |
Distillery
During the year under report, Company Produced 99.62 lacs BL of
Rectified Spirits and 89.90 Lacs BL of ethanol. The other details are as under:
| Ethanol |
Year ended 31-03-2023 |
Year ended 31-03-2022 |
| Sales (Rs. in lacs) |
4186 |
4204 |
| Sales( BL in lacs) |
87.00 |
91.40 |
| Recovery Rate |
22.58 |
22.30 |
| Country Liqour |
|
|
| Production (In Lacs Cases) |
479852 |
55261 |
| Sale(In Lacs Cases) |
469704 |
53505 |
Dividend
Your Director have not recommended any dividend for the financial year
ended 31st March, 2023.
Statutory Auditors
M/s. Mehrotra & Mehrotra., Chartered Accountants (FRN. 0226C), were
appointed as the Statutory Auditors of the company at the 49th AGM held on September 29,
2022 for a term of 5 (Five) consecutive years to hold the office till the conclusion of
the 49th AGM to conduct statutory audit of F.Y. 2022-23, till the conclusion of 54th AGM
after completing their terms of 5 years.
The Auditors Report for the financial year ended March 31, 2023, does
not contain any qualification, reservation or adverse remark. The Notes on financial
statements referred to in the Auditors Report are self-explanatory and do not call for
any further comments. The report is enclosed with the financial statements in this annual
report.
Secretarial Auditors
Ms. Pragati Gupta, Practicing Company Secretaries were appointed as
Secretarial Auditors of the Company for the year 2022-23 in the board meatting held on 08.
08. 2022 as required under Section 204 of the Companies Act, 2013 and Rules made there
under. The Secretarial Audit report and Annual Secretarial Compliance Report for FY
2022- 23 forms part of the Annual Report (Annexure to the Directors
Report in Form MR-3) as annexed as Annexure-7 to this report and carries no
qualifications, reservations, adverse remarks or disclaimers, which is self-explanatory
and hence no explanations are required.
The Board in the meeting held on 05th August, 2023 appointed Ms.
Pragati Gupta, Practicing Company Secretaries (Membership no. ACS- 19302), as Secretarial
Auditor of the Company for the financial year
2023- 24.
Cost Auditors
Your Board, as recommended by the Audit Committee, appointed M/s. Aman
Malviya & Company, Cost Accountant, Lucknow, as a Cost Auditor for Sugar and
Industrial Alcohol businesses for the financial year 2023-24. Pursuant to the provisions
of Section 148 of
the Companies Act, 2013 and rules made thereunder, the Board on the
recommendation of the Audit Committee has re-appointed M/s. Aman Malviya & Associates
Cost Accountants, as Cost Auditors to conduct cost audits relating to sugar and industrial
alcohol for the year ended 31st March, 2023.
Cost Accountants have confirmed that their appointment is within the
limits of Section 141 (3)(g) of the Act and free from any disqualifications specified
under Section 141(3) and proviso to Section 148(3) read with Section 141(4) of the
Companies Act, 2013.
The Cost Audit Report for the financial year March 31, 2023 did not
contain any qualification, reservation, adverse remark or disclaimer. The Cost Audit
Report for the year end 31st March, 2023 shall be made available by the Cost Auditor on or
before 30th September, 2023.
Public Deposits
During the financial year ended 31-03-2023, the company has not
accepted any public deposits.
MSME RETURN
MCA vide order dated 22nd January, 2019 directed all companies, who get
supplies of goods or services from micro and small enterprises and whose payments to micro
and small enterprise suppliers exceed forty-five days during the year. The Company has
filed MSME return within prescribed time.
Listing Fees
The equity shares of the company are listed with the Bombay Stock
Exchange Limited and National Stock Exchange Limited and listing fees for 2023-24 had been
duly paid.
Directors Responsibility Statement
In pursuance of sub-section (5) of Section 134 of the Companies Act,
2013, in respect of Directors Responsibility Statement, the Board of Directors confirms:
(i) That in the preparation of the annual accounts for year ended on
March 31, 2023 the applicable accounting standard have been followed by the Company.
(ii) That the directors of the company have selected such accounting
policies, applied them consistently, 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 of the Company for the year ended on that
date.
(iii) That the directors of the Company have taken proper and
sufficient care for the maintenance of adequate accounting in accordance with provisions
of the Companies Act, 2013, for safeguarding the assets of the company and for detecting
fraud and other irregularities; and
(iv) That the directors of the Company have prepared the annual
accounts on a going concern basis.
(v) That the directors had laid down internal financial controls to be
followed by the company and that such internal financial controls are adequate and were
operating effectively.
(vi) That 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.
Significant and Material Orders
There are no significant and material orders passed by the regulators
or courts or tribunals impacting the going concern status and the Companys operations in
future.
Audit Committee and Vigil Mechanism
Pursuant to requirement of section 177(1) of Companies Act, 2013 read
with Rule 6 of the Companies (Meeting of Board and its Powers) Rules, 2014 and Regulation
18 and Regulation 22 of SEBI(LODR) Regulation 2015, your Company has already formed the
Audit Committee, composition of which is covered under Corporate Governance report section
of this Annual Report.
The Vigil Mechanism of the Company, which also incorporates a Whistle
Blower Policy in terms of the Listing Regulations, includes appointment of a Whistle
Officer who will look into the matter, conduct detailed investigation and take appropriate
disciplinary action. The Company has formulated a vigil mechanism to provide appropriate
avenues to the Directors and employees to bring to the attention of the management their
genuine concern about behavior of employees, the details of which are incorporated in the
report on the corporate governance. Protected disclosures can be made by a whistle blower
through an e-mail, or dedicated telephone line or a letter to the Whistle Blower Officer
or to the Chairman of the Audit Committee. During the year under review, no employee was
denied access to Whistle Blower Officer or Audit Committee and no cases under this
mechanism were reported in the company and any of its subsidiary / associates.
The Policy on vigil mechanism and whistle blower policy has been
uploaded on the Companys website at the link: https://www.
kmsugar.com/polices-of-kmsml/#whistle-blowe r-policy-vigil- mechanism.
Anti-Sexual Harassment Policy
The Company has in place an Anti-Sexual Harassment Policy in line with
the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition
and Redressal) Act, 2013.
Share Capital
The Paid-Up share equity Capital of the company as at March 31,2023 is
Rs.18.40 Crores. During the year under review the company has not issued shares or
convertible securities not granted stock option or sweat equity shares.
Annual Return
Pursuant to the provisions of section 92(3) and 134(3) of the Act and
Companies (Management and Administration) Rules, 2014, the Annual Return of the company in
Form No. MGT-7 can be accessed on the website of the company at
Internal Financial Controls
The Company has adequate internal financial controls taking into
consideration the essential components of internal controls stated in the Guidance Note on
Audit of Internal Financial Controls over Financial Reporting issued by the Institute of
Chartered Accountants of India. During the year, such controls were tested and no
reportable material weakness in the design or operation were observed.
Risk Management
Risk Management Policy as per regulation 21 of the SEBI Listing
Regulations is applicable on the top 1000 entity the basics of market capitalization,
therefore the same is not applicable on the company during the reporting period.
The Company aims to have a formalized and systematic approach for
managing risks across the Company. It encourages knowledge and experience sharing in order
to increase transparency on the key risks to the Company to the extent possible. This
approach increases risk awareness, and ensures proper management of risks as part of the
daily management activities.
The objective of the Companys risk management process is to support a
structured and consistent approach to identify, prioritize, manage, monitor and report on
the principal risks and uncertainties that can impact its ability to achieve its strategic
objectives.
The Company has introduced several initiatives for risk management
including the introduction of audit functions and processes to identify and create
awareness of risks, optimal risk mitigation and efficient management of internal control
and assurance activities.
Corporate Social Responsibility
KMSML has adopted CSR since its inception. The activities are
undertaken directly by the Company and also through trust engaged in promoting health
care, preventive health check-ups etc. The Company constituted a Corporate Social
Responsibility (CSR) Committee (for details please refer Corporate Governance Report)
pursuant to the requirement of Section 135(1) of Companies Act, 2013. The CSR policy of
the Company, inter-alia, the activities, composition and meetings of CSR committee, annual
allocation for CSR activities, area of CSR projects, criteria for selection of CSR,
modalities of execution / implementation of CSR activities and the monitoring mechanism of
CSR activities / projections. During the year under report, the Company spent Rs151.19
lacs towards CSR as against its obligation Rs. 79.03 lacs. The Company has aligned CSR
Policy in line with the changes made effective from January 22, 2021 in Section 135 of the
Companies Act, 2013 and the Companies (CSR Policy) Rules, 2014. A detailed Annual Report
on CSR Activities undertaken by the company during the reporting period as prescribed
under
Companies! Corporate Social Responsibility) Amendment Rules, 2021 is
annexed herewith in Annexure-3
Conservation of Energy, Technology Absorption and Foreign Exchange and
Outgo
Information relating to conservation of energy, technology absorption
and foreign exchange earnings and outgo as required under Section 134(3)(m) of the
Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014 is given in
Annexure -1.
Research and Development
The details relating to Research and Development activities carried out
by the company during the year are stated in annexure to this report.
Foreign currency risk and Commodity price risk
Foreign currency risk is the risk that the fair value or future cash
flows of an exposure will fluctuate because of changes in foreign exchange rates. The
Companys exposure to the risk of changes in foreign exchange rates relates primarily to
the Companys foreign currency denominated borrowings. This foreign currency risk is
covered by using foreign exchange forward contracts and currency swap contracts. The
company does not have substantial transactions during the year in foreign currency so the
company does not have such kind of risk.
Sugar industry being cyclical in nature, realizations get adversely
affected during downturn. Higher cane price or higher production than the demand
ultimately effects profitability. The Company has mitigated this risk by well integrated
business model by diversifying into co-generation and distillation, thereby utilizing the
by-products.
Particulars of Employees
The disclosure as required under the provisions of Section 197 (12) of
the Companies Act, 2013, read with Rule 5(2) of The Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 in respect of the employees of the
Company has been given in Annexure-8 and forms part of this Report.
Corporate Governance
As required under Regulation 34 of SEBI (Listing Obligations &
Disclosure Requirements) Regulation, 2015, a separate section on Corporate Governance
forming part of the Directors Report and the certificate from Practicing Company
Secretary, CS Pragati Gupta, confirming the compliance of the conditions on Corporate
Governance is attached as Annexure-4 to this report.
Management Discussion and Analysis Report
The Management Discussion and Analysis Report on the business and
operations of the company is attached to this Annual report.
Industrial Relation
The industrial relations have been cordial at all plants of the Company
during the year.
Subsidiary Company
Your Company has a wholly owned subsidiary company viz. M/s. KM Spirits
and Allied Industries Limited incorporated on 23-02-2018 to manufacture of all types of
spirits. Your Company had made a total investment of Rs. 5.00 Lacs in the Company. However
the said subsidary is yet to commence its operation. In terms of proviso to
section 139(3) of the Companies Act, 2013, the salient features of the
financial statements of the subsidiary is set out in the prescribed form (AOC-1) under
Rule-5 of the Companies (Accounts) Rules,2014 as Annexure-5. Your Companys Policy for
determination of a material subsidiary, as adopted by your Board, in conformity with
Regulation 16 of the Securities and Exchange Board of India (Listing Obligations and
Disclosure Requirements) Regulations 2015, can be accessed on your Companys corporate
website at www.kmsugar.com. The Company does not have any material subsidiary. The Minutes
of Board Meetings of the subsidiary companies and details of significant transactions
& arrangements entered into by them are placed before the Board of Directors of the
Company. The annual financial statements of the subsidiary companies are reviewed by the
Audit Committee of the Company. Performance review reports of subsidiaries are also placed
before the Board of Directors of the Company on a half-yearly basis
Pursuant to the provisions of section 136 of the Act, the financial
statements of the Company including the consolidated financial statements along with
relevant documents and separate audited accounts in respect of subsidiary, are available
on the website of the Company. The Company will make available the annual report of
subsidiary Company upon request by any shareholder of the Company interested in obtaining
the same.
Consolidated Financial Statement
In accordance with the provisions of the act and listing regulations
read with Ind AS-110-consolidated financial statement, Ind AS-28- investments in
associates and joint ventures and Ind As-31-interests in joint ventures, the Company has
prepared consolidated financial statement for the year ended at March 31, 2023.
Pursuant to the provisions of section 136 of the Act, the financial
statements of the Company including the consolidated financial statements along with
relevant documents and separate audited accounts in respect of subsidiary, are available
on the website of the Company. The Company will make available the annual report of
subsidiary Company upon request by any shareholder of the Company interested in obtaining
the same.
Number of Meetings of the Board
The Board met four times during the financial year, the details of
which are given in the Corporate Governance Report that forms part of this Annual Report
as Annexure-2. The intervening gap between any two meetings was within the period
prescribed by the Companies Act, 2013 and the SEBI (LODR) Regulations, 2015.
Policy On Directors
Appointment And Remuneration Including Criteria For Determining
Qualifications, Positive Attributes, Independence of A Director, Key Managerial Personnel
And Other Employees
The Company seeks to maintain an appropriate mix of executive and
independent directors in order to maintain the independence of the Board and segregate the
functions of governance and management. The Board consists of professionally qualified
individuals from diverse backgrounds with wide experience in business, education, finance
and public service. As at year end, the Board consists of 9 directors, one of whom is
executive Chairman, one is Managing Director, one is Joint Managing Director, one
Executive Director and five are Independent directors including one women director. Your
Company, in compliance with section 178(1) of the Companies Act, 2013
read with The Companies (Meeting of Board and its Powers) Rules, 2014, has duly
constituted a Nomination and Remuneration Committee. This committee is chaired by an
independent director and formulates the criteria for determining qualifications, positive
attributes, independence of a director and other matters.
Appointment and the remuneration of Board members, key managerial
personnel or one level below the Board level is fixed on the basis of the recommendation
of the Nomination and Remuneration Committee made to the Board, which may accept them,
with or without modifications. The Company affirms that there has been no change in this
policy and that the remuneration paid to directors is as per the terms laid out in this
policy.
Policy on Directors appointment and remuneration is available on
companys website at https://www.kmsugar.com/polices-of-
kmsml/#policy-on-selection-remuneration-of-directors-kmp-and- other-employees
Disclosures pursuant to the requirements of section 197(12) read with
Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules,
2014 have been made in Annexure-8 of this Board Report
Induction & Changes in Directors
Shri Laksmikant Kant Jhunjhunwala, Shri Aditya Jhunjhunwala, Shri
Sanjay Jhunjhunwala and Shri Subhash Chandra Agarwal are the whole-time directors
designated as Chairman, Managing Director and Joint Managing Director & Executive
Director cum C.E.O respectively.
Shri S.K. Gupta, Smt. Madhu Mathur, Shri Sushil Solomon, Shri Bibhas
Kumar Srivastav and Shri Baskshi Ram yadav are the Non-Executive Independent Directors of
the Company.
There is no Change in the Director during the reporting period.
At the ensuing Annual General Meeting Shri L.K Jhunjhunwala and Shri
Aditya Jhunjhunwala, Directors of the Company, retire by rotation u/s 152 of the Companies
Act, 2013 and being eligible, offered themselves for re-appointment at the ensuing Annual
General Meeting.
The appointment of Shri L.K. Jhunjhunwala as the Chairman-cum- Whole
time Director, Shri Aditya Jhunjhunwala, as a Managing Director, Shri Sanjay Jhunjhunwala,
as a Jt. Managing Director and Shri S.C. Agarwal, as an Executive Director was approved by
members at the Annual General Meeting held on 20-08-2019 for a period of five years w.e.f.
20-08-2019. Accordingly, after having been recommended by the Nomination &
Remuneration Committee, the Board has recommended for their appointment in the Board
meeting held on 05th August, 2023 for a period of 3 (three) years w.e.f. 01st April, 2024.
Appropriate resolutions seeking your approval for the said appointments are appearing in
the Notice convening the 50th AGM of the Company.
Attributes, Qualifications & Independence of Directors and their
Appointment
The Nomination and Remuneration Committee, adopted the criteria for
determining qualifications, positive attributes and independence of Directors, including
Independent Directors, pursuant to the Act
and the Rules thereunder. The Corporate Governance Policy, inter alia,
requires that Non-Executive Directors be drawn from amongst eminent professionals, with
experience in business/finance/law/ public administration and enterprises. The Board
Diversity Policy of your Company requires the Board to have balance of skills, experience
and diversity of perspectives appropriate to the Company. The skills, expertise and
competencies of the Directors as identified by the Board along with the names of directors
who have such skills / expertise / competence, are provided in the Report on Corporate
Governance forming part of the Report and Accounts. The Articles of Association of your
Company provide that the strength of the Board shall not be fewer than three nor more than
fifteen. Directors are appointed/re- appointed with the approval of the Members for a
period of three to five years or a shorter duration, in accordance with retirement
guidelines and as may be determined by the Board from time to time. All Directors, other
than Independent Directors and Managing Director are liable to retire by rotation, unless
otherwise approved by the Members. One-third of the Directors who are liable to retire by
rotation, retire every year and are eligible for re-election.
Details of the Companys Policy on remuneration of Directors, Key
Managerial Personnel and other employees is provided in the Report on Corporate Governance
forming part of the Report and Accounts.
Declaration by Independent Directors
As per the requirement of section 149(7), the Company has received a
declaration from every Independent Director that he or she meets the criteria of
independence as laid down under section 149(6) read with rule 5 of the Companies
(Appointment and Qualification of Directors) Rule, 2014 and Regulation 25 of the SEBI
(Listing Obligations and Disclosures Requirements) Regulations, 2015. The Independent
Directors of your Company have confirmed that (a) they meet the criteria of Independence
as prescribed under Section 149 of the Act and Regulation 16 of the Listing Regulations
2015, (b) they are not aware of any circumstance or situation, which could impair or
impact their ability to discharge duties with an objective independent judgement and
without any external influence and (c) they have registered their names in the Independent
Directors Databank. Further, in the opinion of the Board, the Independent Directors
fulfil the conditions prescribed under the Listing Regulations 2015 and are independent of
the management of the Company. The Independent Directors met once that is on 30th May,
2023. The Meeting was conducted without the presence of the Chairman, Executive Directors
and any other Managerial Personnel.
Annual Performance Evaluation
Pursuant to the requirements of Section 134(3)(p) of the Companies Act,
2013 read with Regulation 17 of the listing regulations, the Nomination and Remuneration
Committee, as reported in earlier years, formulated the Policy on Board evaluation,
evaluation of Board Committees functioning and individual Director evaluation, and also
specified that such evaluation will be done by the Board, pursuant to the Act and the
Rules thereunder and the Listing Regulations 2015. In keeping with Companys belief that
it is the collective effectiveness of the Board that impacts Companys performance, the
primary evaluation platform is that of collective performance of the Board as a whole.
Board performance is assessed against the role and responsibilities of the Board as
provided in the Act and the Listing
Regulations 2015 read with the Companys Governance Policy. The
Nomination and Remuneration Committee has devised a criteria for evaluation of the
performance of the Directors including the Independent Directors by preparing a structured
questionnaire after taking into consideration inputs received from the Directors, covering
various aspects of the Boards functioning, attendance, acquaintance with business,
communication inter se between board members, effective participation, domain knowledge,
compliance with code of conduct, vision and strategy, etc., which is in compliance with
applicable laws, regulations and guidelines. Evaluation of functioning of Board Committees
is based on discussions amongst Committee members and shared by the respective Committee
Chairman with the Chairman of the Nomination and Remuneration Committee, who in turn
shared the consolidated report with Chairman of the Board for his review and giving
feedback to each Director. A
separate exercise was carried out to evaluate the performance of
individual Directors including the Chairman of the Board, who were evaluated on parameters
such as level of engagement and contribution, independence of judgement, safeguarding the
interest of the Company etc. The performance evaluation of the Independent Directors was
carried out by the entire Board. The performance evaluation of the Chairman and the
Non-Independent Directors were carried out by the Independent Directors. The Directors
expressed their satisfaction with the evaluation process. Reports on functioning of
Committees were placed before the Board by the Committee Chairman. The Independent
Directors Committee of the Board also reviewed the performance of the non-Independent
Directors and the Board, pursuant to Schedule IV to the Act and Regulation 25 of the
Listing Regulations 2015.
Committees of the Board
Currently, the Board has 5 committees. A detailed note on the Board and
its committees is provided in the Corporate Governance Report section of this Annual
Report. The composition of the committees and compliances, as per applicable provisions of
the Act and Rules, are as follows:
| Name of the committee |
Composition of the committee* |
Highlights of duties, responsibilities and
activities |
| Audit committee |
Shri S.K Gupta- Chairman |
• All recommendations made by the
committee during the year were accepted by the Board. |
|
Shri. Bibhas Kumar
Srivastav-
Member
Shri Sanjay Jhunjhunwala- |
• The Company has adopted the Whistle
Blower Mechanism for directors and employees to report concerns about unethical behavior,
actual or suspected fraud. |
|
Member |
• The Company has formed the Related
Party Transaction Policy. |
| Nomination and |
Shri S.K Gupta- |
• The Committee oversees and
administers executive compensation. |
| remuneration committee |
Chairman
Smt. Madhu Mathur- Member
Shri Sushil Solomon Member |
• All recommendations made by the
committee during the year were accepted by the Board. |
| Stakeholders |
Shri S.K Gupta- |
• The Committee reviews and ensures
redresses of investor grievances. |
| relationship committee |
Chairman
Smt. Madhu Mathur- Member |
• The committee noted that the
grievances of the investors reported during the year, if any. |
|
Shri Aditya Jhunjhunwala- Member |
|
| Corporate social responsibility |
Shri L.K Jhunjhunwala- Chairman |
• The Board as laid down the Companys
policy on Corporate Social Responsibility (CSR). |
| committee |
Shri Sanjay Jhunjhunwala- Member |
• The CSR policy is uploaded on Company
website, www.kmsugar.com |
|
Shri Sushil Solomon- Member |
|
| Finance Committee |
Shri Aditya Jhunjhunwala- |
• The committee reviews the Companys
proposed capital budget |
|
Chairman
Shri Subhash Chandra
Agarwal-
Member |
• The committee reviews Companys
Finances, Investments, requirement of fund and liaisoningliaison with Bankers with the
power to approve the new limits of the company as sanctioned by Bankers of the company
etc. |
|
Shri S.K. Gupta- Member |
|
Particulars of Loans, Guarantee or Investments
As per the requirement of section 186(4) of Companies Act, 2013,
particulars of loans given, investments made, guarantees given or securities provided
along with the purpose for which the loan or guarantee or security is proposed to be
utilized by the recipient are provided in the note number 36.8(c) to the financial
statements. The Company is in compliance with the limits as prescribed under Section 186
of Companies Act, 2013 read with rule 11 of the Companies (Meeting of Board and its
Powers) Rules, 2014.
The Members have approved the limits under section 186(3) of Companies
Act, 2013 read with rule 11 of the Companies (Meeting of Board and its Powers) Rules,
2014, (i) to the extent of Rs. 400.00 Cr or (ii) 60% of the aggregate of the paid-up share
capital and free reserves and securities premium account or (iii) 100% of its free
reserves and securities premium account, whichever is higher.
Particulars of contracts or arrangements with Related Party
All contracts / arrangements / transactions entered by the Company
during the financial year with related parties were in the ordinary course of business and
on an arms length basis. During the year, the Company had not entered into any contract /
arrangement / transaction with related parties which could be considered material in
accordance with the policy of the Company on materiality of related party transactions or
which is required to be reported in Form No. AOC-2 at Annexure - 6, in terms of Section
134(3)(h) read with Section 188of the Act and Rule 8(2) of the Companies (Accounts) Rules,
2014.Transaction with the related party entered by
the company in the normal course of business are periodically placed
before the Audit Committee for its omnibus approval.
The Policy on Materiality of Related Party Transactions and on dealing
with Related Party Transactions as approved by the Board is put up on the Companys
website and can be accessed at https://www. kmsugar.com. There were no materially
significant related party transactions which could have potential conflict with interest
of the Company at large.
The disclosures as required under Part A of Schedule V of the SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015 are provided in
accordance with Ind AS 24 in the note number 38.8(c) to standalone and consolidated
financial statements.
Key Financial Ratios
Key Financial Ratios for the financial year ended 31st March, 2023
along with details of significant changes (i.e. change of 25% or more as compared to the
immediately previous financial year) in key financial ratios, and the detailed
explanations, are provided in the Management Discussion and Analysis Report forming part
of this report.
Acknowledgement
Yours Directors place on record their acknowledgement and sincere
appreciation of all the bankers and financial institutions for their continued assistance.
They further appreciate and acknowledge with gratitude the co-operation and assistance
received from all executives, staff and workmen of the Company.
+91-9892691696
