iifl-logo

Lorenzini Apparels Ltd Directors Report

10.02
(-3.19%)
Oct 15, 2025|09:07:29 AM

Lorenzini Apparels Ltd Share Price directors Report

Dear Members, Lorenzini Apparels Limited

Your Directors have pleasure in presenting the 18th (Eighteen) Annual Report on the business and operations of the Company together with Audited Financial Statements for the financial year 2024-25. The financial highlights are as follows: - We are pleased to present Companys 18th Annual Report along with the Annual Financial Statements detailing the business performance and operations of our company. This report also includes a summary of our financial statements for the financial year ending March 31, 2025. Company is committed to setting new benchmarks in corporate transparency and accountability. This comprehensive report is a testament to our dedication to providing a holistic view of our performance, strategy, and impact. Our robust corporate governance framework reflects our dedication to ethical leadership, compliance, and stakeholder trust. We present the financial statements for the year, providing a transparent and precise assessment of our financial position, operational results, cash flows, and changes in equity. These statements have been prepared in strict accordance with applicable accounting standards, ensuring accuracy and reliability.

FINANCIAL RESULTS:

The Companys financial performance for the financial year ended March 31, 2024 is summarized below:

(Amount in Lakhs)

Particular

2024-2025 2023-2024

Revenue from operations

6,342.04 5475.92

Other Revenue

342.26 187.07

Total Income

6,684.29 5662.99

Total Expenses

5,908.92 4,938.93

Profit Before Tax

775.38 724.06

Less: Income Tax Current Year

(247.03) (195.76)

Deferred Tax

40.80 5.37

Previous Year

14.49 (4.01)

Profit/(Loss) after tax

583.64 529.66

Basic EPS

0.34 0.34

Diluted EPS

0.34 0.32

RESULTS OF OPERATIONS & STATE OF COMPANYS AFFAIRS

During the financial year under review, the Company recorded a turnover of 6,342.04 lakhs against 5475.92 lakhs in the previous year and the Company has incurred profit of 583.64 lakhs as compared to profit of 529.66 lakhs in previous financial year. The management of the Company is putting their best efforts to improve the performance of the Company.

During the year the Company has performed modestly but despite of challenging economic conditions and other related factors, we are able to maintain profits and steady revenue in the Company. The Directors are relentlessly striving for betterment of the business and growth of the Company. They are optimistic about the future and expect the business to perform well in the forthcoming year.

COMPANY OVERVIEW

LORENZINI APPARELS LIMITED was incorporated in the year 2007 under the Companies Act 1956. Our Company is engaged in Manufacturing, Designing and Marketing ready made garments offering a diverse range of formal, Semi- Formal and casual wear for Women. The Company serves its customers through the channels of retail business and E-commerce. It also outsources the garments manufacturing on job work basis from third party contractors from time to time and provides the technical specification such as designs, pattern, quality fabrics etc. to them who based on company specifications, procure the requisite raw material at their own costs and begin the manufacturing process. The Products are sold under the brand name “MONETIL” through the exclusive stores /outlets in India.

CHANGE IN THE NATURE OF BUSINESS

There have been no changes in the nature of business of the Company during the Financial Year.

TRANSFER TO RESERVES

Details with regard to amount transferred to reserves are provided in the Notes to financial statements forming part of this Annual Report.

DIVIDEND

The Board of Directors has not recommended any dividend for the financial year ended on March 31, 2025. Since the Board have considered it financially prudent in the long-terms interest of the Company to re-invest the profits into the business of the Company to build a strong reserve base and grow the business of the Company.

TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND

The provisions of Section 125(2) of the Companies Act, 2013 do not apply as there was no dividend declared and paid last year.

DEPOSIT

The Company has not accepted any deposits from the public and as such, no amount on account of principal or interest on deposits from public was outstanding as on the date of the balance sheet for the Financial Year 2024-25.

SHARE CAPITAL

Authorized Share Capital

As on 31st March 2025, the Authorized Share Capital of the Company stands at 17,30,00,000 (Rupees Seventeen Crore Thirty Lakhs only), divided into 17,30,00,000 (Seventeen Crore Thirty Lakh) Equity Shares of 1/- (Rupee One) each. There has been no change in the Authorized Share Capital of the Company during the financial year.

Paid up Share Capital

As on 31st March 2025, the paid-up Share Capital of the Company stands at 17,27,36,551 (Rupees Seventeen Twenty-Seven Lakh Thirty-Six Thousand Five Hundred Fifty-One only) divided into Equity Shares of 1/- (Rupee One) each. During the financial year 2024-25, the Company increased its paid-up Capital from 15,66,89,001 (Rupees Fifteen crore Sixty-Six Lakh Eighty-Nine Thousand One only), Equity Shares of 1/- each, to 17,27,36,551 (Rupees Seventeen Twenty-Seven Lakh Thirty-Six Thousand Five Hundred Fifty-One only) divided into Equity Shares of 1/- (Rupee One). During the financial year, the Company allotted 1,60,47,550 equity shares on the conversion of convertible warrants into equity shares.

SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES

Your Company does not have any Subsidiary, Joint Venture or Associate Company; hence provisions of Section 129(3) of the Companies Act, 2013 relating to preparation of consolidated financial statements are not applicable.

MATERIAL CHANGES AND COMMITMENTS AFFECTING FINANCIAL POSITION BETWEEN THE END OF THE FINANCIAL YEAR AND DATE OF REPORT

There are no material changes and commitments affecting the financial position of the Company between the end of the financial year and the date of this report, except for the Promoter Reclassification. The Company received a request letter from Ms. Deepika Jain seeking reclassification from the Promoter category to the Public shareholder category. This request was duly considered and has been approved by the Shareholders of the Company, BSE Limited, and the National Stock Exchange of India Limited (NSE).

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS MADE U/S 186 OF THE COMPANIES ACT, 2013

Details of loans, guarantees, and investments made under Section 186 of the Companies Act, 2013, are provided in the notes to the Financial Statements. These disclosures include comprehensive information on the nature, terms, conditions, and any related party transactions associated with these financial activities. These disclosures ensure that stakeholders have a clear understanding of the Companys financial commitments. We encourage stakeholders to refer to the Financial Statements for a detailed overview, reinforcing our commitment to regulatory compliance and accountability

PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES

All contracts/arrangements/transactions entered by the Company with related parties are at arms length basis. The details of the related party transactions are set out in Notes to the Financial Statements of the Company and form AOC-2 pursuant to section 134 of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014 is set out in Annexure- I

The Policy on dealing with related party transactions, as approved by the Board may be accessed on the Companys website at the link https: https://monteil.in/pages/policies.

MANAGERIAL REMUNERATION & PARTICULARS OF EMPLOYEES:

In compliance with Section 197(12) of the Companies Act, 2013, and Rules 5(1) to (3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Annual Report includes detailed disclosures on managerial remuneration and employee compensation, presented in Annexure II.

ANNUAL RETURN

A copy of the Annual Return as provided under section 92(3) of the Act, in the prescribed form, which will be filed with the Registrar of Companies/MCA, is hosted on the Companys website and can be accessed at www.monteil.in.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

In accordance with Regulation 34(2)(e) of the SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015, (“SEBI Listing Regulations”) we invite you to review the Management Discussion & Analysis (MDA) Report included in our Annual Report. The MDA Report offers a comprehensive overview of our operations, financial performance, and strategic direction. It covers market trends, key achievements, challenges, and future growth initiatives, providing valuable insights into our business performance and outlook. We encourage all stakeholders to refer to the MDA Report for a detailed understanding of our companys progress, industry positioning, and long-term vision.

LISTING ON STOCK EXHANGES

The equity shares of your Company are presently listed on BSE Limited (“BSE”) and the National Stock Exchange of India Limited (“NSE”) and the annual listing fee for the year 2025-26 was paid within the scheduled time to BSE & NSE.

CORPORATE GOVERNANCE:

Company are committed to upholding the highest standards of corporate governance, recognizing its critical role in promoting transparency, accountability, and credibility. We strictly adhere to SEBIs Corporate Governance norms and continuously adopt best practices across key areas, including board composition, independent directorship, board committees, risk management, internal controls, ethical conduct, and stakeholder engagement.

As part of our Annual Report, we provide a comprehensive Corporate Governance Report, in line with Regulation 34 of SEBI Listing Regulations. This report offers valuable insights into our governance structure, policies, and practices. Additionally, our auditors certify our compliance with Corporate Governance norms, reinforcing our commitment to regulatory excellence and ethical business conduct.

By maintaining strong governance standards, we strive to build trust, integrity, and long-term sustainability, ensuring that we continue to create value for our stakeholders and strengthen our relationships with them.

DECLARATION FROM INDEPENDENT DIRECTORS

All Independent Directors have confirmed their independence and compliance with Section 149(6) of the Companies Act, 2013 and rules made thereunder, and relevant SEBI Listing Regulations. Additionally, no director is debarred from holding office by any SEBI order or any other regulatory authority model, corporate structure and governance framework and roles, responsibilities, and regulatory obligations. In opinion of the Board, Independent Directors fulfil the conditions specified in the Act, Rules made thereunder and SEBI Listing Regulations and are independent of the management. Also, the Independent Directors have complied with the Code for Independent Directors prescribed in Schedule IV of the Act and have confirmed that they are in compliance with the Code of Conduct for Directors and Senior Management personnels formulated by the Company.

BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

The Board of Directors (the “Board”) of your Company are responsible for and are committed to sound principles of Corporate Governance in your Company. The Boards focus is on the formulation of business strategies, policies and robust control systems. The Board provides strategic guidance and direction to your Company in achieving its business objectives and protecting the interest of the stakeholder.

Matters reserved for the Board are those affecting your Companys overall strategic policies, finances and shareholders. These include, but are not restricted to, deliberation of business plans, risk management, internal control, preliminary announcements of interim and final financial results, dividend policy, annual budgets, major corporate activities such as material acquisitions and disposals and connected transactions.

Your Company has a professional Board with right mix of knowledge, skills and expertise with an optimum combination of Executive including one Woman Director, Non-Executive and Independent Directors.

None of the Directors of your Company is disqualified as per provisions of Section 164(2) of the Companies Act, 2013. The Directors of the Company have made the necessary disclosures as required under various provisions of the Companies Act.

AS ON 31ST MARCH 2025, COMPOSITION OF BOARD DIRECTORS AS FOLLOWS:

S. No. Name of the Director

Designation Date of Appointment

1. Mr. Sandeep Jain

Chairman & Managing Director 09/0/2007

2. Mr. Rajit Sehgal

Non- Executive Director 26/06/2017

3. Ms. Ajay

Independent Director 02/03/2023

4. Mt. Yogesh Kumar

Independent Director 16/03/2020

5. Ms. Sapna Khanna

Independent Director 25/12/2024

6. Ms. Supreet Kaur Rekhi

Non- Executive Director 01/12/2023

CHANGES IN DIRECTORS DURING THE FINANCIAL YEAR 2024-25.

The tenure of Mr. Mohan Chauhan as an Independent Director concluded on December 1, 2024. Subsequently, Mrs. Sapna Khanna was appointed as an Independent Director with effect from December 25, 2024, through a postal ballot process."

Subsequently, Mr. Yogesh Kumar (DIN: 08722626) upon the recommendation of the Nomination and Remuneration Committee, re-appointed as Independent Director of the Company in capacity of Non-Executive Director for the second term of five years commencing from February 13, 2025 to February 12, 2030.

AS ON THE 31ST MARCH 2025, KEY MANAGERIAL PERSON OF THE COMPANY

S. No Name of the Director

DIN Designation

1 Mr. Sandeep Jain

02365790 Managing Director & Chief Financial Officer

2 Ankush Mittal

COKPM8407B Company Secretary

CHANGES IN KEY MANAGERIAL PERSON DURING THE FINANCIAL YEAR 2024-25.

Mr. CS Nitin Bhardwaj has resigned from the post of Company Secretary & Compliance Officer of the Company with effect from April 15, 2024, The Board places on record its appreciation for his contributions during his tenure. Subsequently, Mr. Ankush Mittal has been appointed as the Company Secretary & Compliance Officer of the Company with effect from May 08, 2024.

DIRECTORS LIABLE TO RETIRE BY ROTATION

Mr Rajit Shegal, Non-Executive Director (DIN:05281112) retiring by rotation, is eligible for re-appointment. All relevant details, as required under Regulation 36(3) of the Listing Regulations and applicable Secretarial Standards (SS-2), have been provided in the Notice of the Annual General Meeting (AGM). Information regarding his qualifications, expertise, experience, and other key aspects has been included to enable shareholders to make an informed decision.

BOARD MEETINGS

The Board of Directors follows a structured and strategic approach to conducting meetings, ensuring timely decision-making and effective governance. During the financial year ending March 31, 2025, the Board held 15 (Fifteen) times meetings, where directors reviewed and discussed the Companys strategic direction, operational progress, and financial performance. Details of these meetings, including dates and key agenda items, are available in the Corporate Governance Report. The meetings were conducted in full compliance with the Companies Act, 2013, and SEBI Listing Regulations, ensuring that governance standards were upheld.

SEPARATE MEETINGS OF INDEPENDENT DIRECTORS

As per Schedule IV of the Act, Secretarial Standards-1 (‘SS-1) read with the Guidance Note on SS-1 and Regulation 25 of the SEBI (Listing Obligation and Disclosure Requirement) Regulation, 2025, one meeting of Independent Directors of the Company was duly held on February 03, 2025 without the attendance of Non-Independent Directors and members of Management wherein the Independent Directors evaluated the performance of Non - Executive Directors, Executive Directors and Board as a whole. In addition, the Executive Directors of the Company provide regular updates of Business plan and strategies to Independent Directors, in detail, on a regular basis.

BOARD COMMITTEES MEETINGS

The Board has delegated part of its functions and duties to an Executive committee and day-to-day operational responsibilities are specifically delegated to the management.

Further, the Board had duly constituted following Committees, which are in line with the provisions of applicable laws.

a) Audit Committee; b) Nomination and Remuneration Committee; and c) Stakeholders Relationship Committee

A detailed update on the composition, number of meetings, attendance and terms of reference of aforesaid Committees are provided in the section “Committees of the Board” of “Corporate Governance Report” of this Annual Report.

ANNUAL EVALUATION OF THE BOARD, ITS COMMITTEES AND INDIVIDUAL DIRECTORS

In line with the Companies Act, 2013, SEBI Guidance Note on Board Evaluation, and SEBI Listing Regulations, the Board conducted its annual evaluation during its meeting on February 13, 2025. Additionally, a separate meeting of Independent Directors was held on February 03, 2025 to evaluate the performance of Non-Independent Directors, the Board as a whole, and its committees.

To enhance efficiency and ensure secure data management, we conducted the evaluation process using an electronic application, reducing paper usage and streamlining responses. The evaluation framework was based on the SEBI Guidance Note on Board Evaluation, focusing on key parameters such as committee structure, effectiveness of meetings, strategic oversight, and governance practices.

The Boards evaluation covered critical areas such as roles and responsibilities, competencies, strategic direction, risk management, diversity, and industry relevance. A comprehensive questionnaire was circulated to assess Directors knowledge, independence, involvement in decision-making, strategic engagement, and risk awareness. The evaluation also included an assessment of the Chairmans leadership, coordination, and facilitation skills.

The Nomination and Remuneration Committee (NRC) reviewed the performance of individual Directors based on their contributions to the Board and its committees. Additionally, the profit-based commission for Directors was determined, ensuring that remuneration aligns with individual and overall Board performance.

This structured evaluation process strengthens Board effectiveness, enhances individual contributions, and ensures fair and performance-driven remuneration, reinforcing our commitment to strong corporate governance

VIGIL MECHANISM / WHISTLE BLOWER POLICY

Pursuant to Section 177(9) and (10) of the Act, and Regulation 22 of the Listing Regulations, the Company has formulated Whistle Blower Policy for vigil mechanism of Directors and employees to report concern about unethical behaviour, actual or suspected fraud or violation of Companys code of conduct and ethics.

The Whistle Blower Policy reflects the Companys dedication to providing a secure and fearless working environment for its employees. The policy has been communicated across the organization and is readily accessible on the Companys website at https://monteil.in/wp-content/uploads/2023/01/Policies/Whistle_Blower_Policy.pdf .

To enhance the effectiveness of the reporting system, the Company has successfully introduced an online platform for reporting Whistle Blower-related issues in the prescribed format. This initiative aligns with the requirements of Schedule V of the Listing Regulations. It is important to note that no personnel have been denied access to the Audit Committee of the Company, as mandated.

AUDITORS & AUDITORS REPORT

STATUTORY AUDITOR

Pursuant to the provisions of Section 139 of the Companies Act, 2013 and the Rules made thereunder, the Statutory Auditors of the Company, M/s Mittal & Associates, Chartered Accountants (Firm Registration Number: 106456W) were appointed by the members of the Company in the Annual General Meeting (AGM) held on September 20, 2023 for a second term of 5 (five) years to hold office till conclusion of the 21st AGM of the Company to be held in the year 2027.

The Report given by M/s. Mittal & Associates, Statutory Auditors on the financial statement of the Company for the year 2024-25 is part of Annual Report. There has been no qualification, reservation or adverse remark or disclaimer in their Report.

For the financial year ended March 31, 2025, the auditor has diligently examined and audited the Companys books of accounts and has issued an Independent Auditors Report. It is to be noted that the auditor has not reported any frauds to the Audit & Compliance Committee or the Board under Section 143(12) of the Companies Act, 2013.

INTERNAL AUDITOR

As per provisions of Section 138 of the Companies Act, 2013, every Listed Company is required to appoint an Internal Auditor to conduct internal audit of the functions and activities of the company. The Board of Directors, based on the recommendation of the Audit & Compliance Committee, had approved the appointment of Sharp & Tannan Associates, Chartered Accountants, and M/s KMRG & Associates, Chartered Accountants, Chartered Accountants, as the Internal Auditors of the Company for the financial year ended on March 31, 2025 to conduct the internal audit of the activities of the Company

Findings and reports of Internal Auditors are reviewed by the Audit Committee about compliance with internal controls, the efficiency and effectiveness of operations as well as key process risks. The Audit Committee periodically reviews internal audit plans, significant audit findings and adequacy of internal controls.

SECRETARIAL AUDITORS

As per Section 204 of the Companies Act, 2013, every listed company is required to conduct a Secretarial Audit and attach a Secretarial Audit Report to its Boards Report, issued by a Company Secretary in practice, in the prescribed format.

Company have adopted a proactive and ongoing secretarial audit practice throughout the financial year. Secretarial Audit Reports were regularly placed before the Audit Committee and the Board, enabling early detection of compliance gaps and ensuring continuous improvement in governance and reporting standards. The Secretarial Audit Report for the financial year ended March 31, 2025, is annexed as Annexure-III to the Boards Report as part of the Annual Report.

Also, as per Regulation 24A of the SEBI Listing Regulations, the Company has obtained an Annual Secretarial Compliance Report from our M/s. Anuj Gupta & Associates (Peer Review Number: 1126/2021) Practicing Company Secretaries, confirming compliances with all applicable SEBI Regulations, Circulars and Guidelines for the year ended March 31, 2025.

M/s. Anuj Gupta & Associates given the following remarks given in their report and the management explanation as below:

Compliance

Deviations

Observations / remarks by

Management Response

Requirements

the Secretarial Auditors

Regulation 167(2) and

Delay of 5 Months in lock-in

Delay of 5 Months in lock-in

Taken on record and take

Securities and Exchange

requirement Listed of

requirement Listed of

care in future.

Board of India (Issue of

convertible warrant

convertible warrant

Capital and Disclosure

Requirements)

Regulations, 2018

Regulation 31A Securities

The company has submitted

The company has

Taken on record and take

and Exchange Board of

the outcome of the Board

submitted the outcome of

care in future.

India (Listing Obligations

meeting, wherein the Board

the Board meeting, wherein

and Disclosure

approved the

the Board approved the

Requirements)

reclassification of a

reclassification of a

Regulations, 2015

shareholder from the

shareholder from the

 

Promoter category to the Promoter category to the
Public category." Public category."

Regulation 17 Securities

Non-Compliance of Non-Compliance of

Immediately fill the

and Exchange Board of

Composition of the Board Composition of the Board

vacancy upon becoming

India (Listing Obligations

and BSE Limited and NSE and BSE Limited and NSE

aware of non-compliance

and Disclosure

Limited imposed penalty of Limited imposed penalty of

and take care in future

Requirements)

Rs. 1,10,000 each on the Rs. 1,10,000 each on the

Regulations, 2015

Company Company

REPORTING OF FRAUDS BY AUDITORS

During the year under review, there were no material or serious instances of fraud falling within the purview of Section 143(12) of the Companies Act, 2013 and rules made thereunder, by officers or employees reported by the Statutory Auditors of the Company during the course of the audit conducted and therefore no details are required to be disclosed under Section 134(3)(ca) of the Act.

CONSERVATION OF ENERGY, RESEARCH AND DEVELOPMENT, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO

Conservation of energy: Not applicable Technology absorption: Not applicable

Foreign exchange earnings and outgo: There was no foreign exchange inflow or Outflow during the year. ND

COMPLIANCE WITH SECRETARIAL STANDARDS AND INDIAN ACCOUNTING STANDARDS

The Board of Directors affirms that during the Financial Year 2024-25, the Company has complied with the applicable Secretarial Standards issued by the Institute of Company Secretaries of India i.e. SS-1 and SS-2 relating to ‘Meetings of the Board of Directors and ‘General Meetings respectively and approved by the Central Government under Section 118(10) of the Companies Act, 2013. In the preparation of the Financial Statements, the Company has also applied the Indian Accounting Standards (Ind AS) specified under Section 133 of the Companies Act, 2013, read with Companies (Indian Accounting Standards) Rules, 2015.

CORPORATE SOCIAL RESPONSIBILITY

Your Company is deeply committed to inclusive growth and has been actively engaged in holistic community development since its inception Our CSR activities are guided by a comprehensive CSR Policy, ensuring a structured and impactful approach. The policy details can be accessed on our website with the link available a https://monteil.in/pages/policies.

Your company is required to allocate eligible funds to CSR activities for the financial year 2024-25. The Company is making arrangements to spend the funds as per the Act and rules made thereunder. A detailed report on CSR activities is annexed as to Annexure IV this report.

DIRECTORS RESPONSIBILITY STATEMENT

Based on the framework of internal financial controls established and maintained by the Company, work performed by the internal, statutory and secretarial auditors and reviews performed by Management in concurrence with the Audit Committee, the Board is of the opinion that the Companys internal financial controls were adequate and effective during the financial year 2024-25. In Compliance with section 134(5) of the Companies Act, 2013, the Board of Directors to the best of their knowledge and hereby confirm the following: a) In the preparation of the Annual Accounts for the year ended March 31, 2025, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any; b) Your directors have 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 as at March 31, 2025 and of the Profit of the Company for the year ended on that date; c) The directors have taken proper and sufficient care 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; d) the annual accounts have been prepared on a going concern basis; e) Your directors have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively; and f) The Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

INTERNAL FINANCIAL CONTROL SYSTEM

According to Section 134(5) (e) of the Companies Act, 2013, the term financial control (IFC) means the policies and procedures adopted by the Company for ensuring the orderly and efficient conduct of business, including adherence to the Companys policies, safeguarding of its assets, prevention and detection of frauds and errors, accuracy and completeness of the accounting records and timely preparation of reliable financial information. The Company has a well-placed, proper and adequate Internal Financial Control System which ensures that all the assets are safeguarded and protected and the transactions are authorized, recorded and reported correctly. Further strengthen the internal control process, the Company has developed the very comprehensive compliance management tool to drill down the responsibility of the compliance from top management to executive.

RISK MANAGEMENT

The Board has developed appropriate framework and processes for identifying, assessing, and mitigating risk associated with the Company and developed procedures for reviewing managements action on implementation of the same. Major risks which in the opinion of the Board may threaten the existence of the Company are identified by the businesses and functions are systematically addressed through appropriate actions on a continuous basis, safeguarding the Company against those risks. The details of the same are set out in Management Discussion and Analysis Report.

CODE OF CONDUCT AND ETHICS

The Board of Directors of the Company has adopted a Code of Conduct and Ethics for the Directors and Senior Executives of the Company. The object of the Code is to conduct the Companys business ethically and with responsibility, integrity, fairness, transparency and honesty. The Code sets out a broad policy for ones conduct in dealing with the Company, fellow Directors and with the environment in which the Company operates.

MATERNITY BENEFIT

The Company affirms that it has duly complied with all provisions of the Maternity Benefit Act, 1961, and has extended all statutory benefits to eligible women employees during the year.

INFORMATION REQUIRED UNDER SEXUAL HARASSMENT OF WOMEN AT WORK PLACE (PREVENTION, PROHIBITION & REDRESSAL) ACT, 2013

Your Company has always believed in providing a safe and harassment free workplace for every women employee working with your Company. Your Company always endeavours to create and provide an environment that is free from discrimination and harassment including sexual harassment. Your Company has zero tolerance for sexual harassment at workplace and, therefore, has in place a policy on prevention of sexual harassment at workplace.We would like to confirm that no complaints related to sexual harassment were reported during the year, reflecting the effectiveness of our policies, awareness initiatives, and commitment to maintaining a safe and dignified work environment for all employees

GENERAL DISCLOSURES

Your Directors would like to confirm that there is no instances during FY 2024-25, when the recommendations of any Committees were not accepted by the Board. Further, no disclosure or reporting is required in respect of the following matters as there is no transaction on these items during the year under review: a) Issue of equity shares with differential rights as to dividend, voting or otherwise. b) Issue of shares (including sweat equity shares) to employees of the Company under any scheme. c) The Company does not have any scheme of provision of money for the purchase of its own shares by employees or by trustees for the benefit of employees. d) No significant or material orders were passed by the Regulators or Courts or Tribunals, which impact the going concern status and Companys operations in future. e) There is no Corporate Insolvency Resolution Process initiated under the Insolvency and Bankruptcy Code, 2016 except one matter related to HT Media Limited which was rejected by the Honble NCLT and now pending before Honble NCLAT. f) There is no difference between amount of the valuation done at the time of one-time settlement and the valuation done while taking loan from the Banks or Financial Institutions along with the reasons thereto:

CAUTIONARY STATEMENT

Statements in this Directors Report and Management Discussion and Analysis Report describing the Companys objectives, projections, estimates, expectations or predictions may be “forward-looking statements” within the meaning of applicable securities laws and regulations. Actual results could differ materially from those expressed or implied. Important factors that could make difference to the Companys operations include raw material availability and its prices, cyclical demand and pricing in the Companys principal markets, changes in Government regulations, Tax regimes, economic developments within India and the countries in which the Company conducts business and other ancillary factors.

ACKNOWLEDGEMENT

Your directors thank the Government of India, the State Governments, local municipal corporations and various regulatory authorities for their co-operation and support to facilitate ease in doing business.

Your directors also wish to thank its customers, business associates, distributors, channel partners, suppliers, investors and bankers for their continued support and faith reposed in the Company.

Your directors wish to place on record deep appreciation, for the contribution made by the employees at all levels for their hard work, commitment and dedication towards the Company. Their enthusiasm and untiring efforts have enabled the Company to scale new heights

For Lorenzini Apparels Limited
SD/- SD/-
(Sandeep Jain) (Rajit Sehgal)

Date: 04/09/2025

Chairman, Managing Director & CFO Director

Place: New Delhi

DIN:02365790 DIN: 05281112

Knowledge Center
Logo

Logo IIFL Customer Care Number
(Gold/NCD/NBFC/Insurance/NPS)
1860-267-3000 / 7039-050-000

Logo IIFL Capital Services Support WhatsApp Number
+91 9892691696

Download The App Now

appapp
Loading...

Follow us on

facebooktwitterrssyoutubeinstagramlinkedintelegram

2025, IIFL Capital Services Ltd. All Rights Reserved

ATTENTION INVESTORS

RISK DISCLOSURE ON DERIVATIVES

Copyright © IIFL Capital Services Limited (Formerly known as IIFL Securities Ltd). All rights Reserved.

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)

ISO certification icon
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.