Dear Members,
OMEGA AG SEEDS PUNJAB LIMITED
Your Directors have pleasure in presenting the 31st Annual Report of
the Company together with the Audited Statement of Accounts of your Company for the Year
ended March 31, 2023..
1. FINANCIAL SUMMARY
The Companys financial performance for the year ended March
31,2023:
| Particulars |
2022-23 |
2021-22 |
| Revenue from Operations (net) |
- |
- |
| Other Income |
- |
7,55,075 |
| Total Income |
- |
- |
| Finance Cost |
- |
- |
| Depreciation and amortization expense |
- |
- |
| Total expenses |
27,86,765 |
15,02,707 |
| Profit/Loss before Exceptional Items and |
(27,86,765) |
(7,47,632) |
| Tax |
- |
- |
| Exceptional Items |
- |
- |
| Tax Expenses |
|
|
| Current Tax |
- |
- |
| Deffered Tax Liability(Asset) |
- |
- |
| Profit/Loss after Tax |
(27,86,765) |
(7,47,632) |
2. STATE OF AFFAIRS / HIGHLIGHTS:
1. The Company is engaged in the business of agri seeds
processing/trading and therefore conservation of energy, technology absorption etc.
2. There has been no change in the business of the Company during the
financial year ended March 31, 2023
3. CHANGE IN DIRECTORSHIP:
There has been no change in the constitution of Board during the year
under review
i.e. the structure of the Board remains the same.
4. MEETINGS OF BOARD OF DIRECTORS:
Eight (8) Board Meetings were held during the Financial Year ended
March 31, 2023 i.e. 21/04/2022, 18/05/2022, 01/08/2022, 08/09/2022, 26/09/2022,
09/11/2022, 08/12/2022, 07/02/2023. The maximum gap between any two Board Meetings was
less than one Hundred and Twenty days.
The names of members of the Board, their attendance at the Board
Meetings are as under:
| Name of Directors |
Number of Meetings attended/ Total
Meetings held during the F.Y. 2022-23 |
| Chowdary Muppavarapu |
8 |
| Lakshmanarao Kondaveti |
8 |
| GeethaRukmini Vankadaru |
8 |
5. WEB LINK OF ANNUAL RETURN, IF ANY:
The Company is having website i.e., http://www.omegaagseeds.com
and annual return of Company has been published on such website. Link of the same is given
below:
https://drive.google.com/file/d/1D
Bo1mD0zPEeABlFhgWg0Wrsxv1Crlsv/viewRs usp=sharing
6. AUDITOR:
Statutory Auditors (Existing Auditor)
As per the provisions of Section 139, 141 of the Companies Act, 2013
and rules made thereunder (hereinafter referred to as "The Act"), the Company at
its 28th Annual General Meeting(AGM") held on 31st December 2020 (S. No.
of AGM) approved the appointment of M/s. (Auditor/Auditor Firm Name along with FRN) as
Statutory Auditor for a period of 5 years commencing from the conclusion of 29th AGM till
the conclusion of the 33rd AGM to be held in the year.
7. BOARDS COMMENT ON THE AUDITORS REPORT:
The observations of the Statutory Auditors, when read together with the
relevant notes to the accounts and accounting policies are self explanatory and do not
call for any further comment.
8. DIVIDEND:
No Profit: The Board of Directors of your company, Not declared any
Dividend for the current financial year due to conservation of Profits/due to loss
incurred by the Company /due to insufficient profit.
9. PARTICULARS OF LOANS AND INVESTMENT:
The Company has not made any Investment, given guarantee and securities
during the year under review. There for no need to comply provisions of section 186 of
Companies Act, 2013.
10. MATERIAL CHANGES AND COMMITMENTS:
There have been no material changes and commitments, which affect the
financial position of the company which have occurred between the end of the financial
year to which the financial statements relate and the date of this Report.
11. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE
REGULATORS, COURTS AND TRIBUNALS:
No significant and material order has been passed by the regulators,
courts, tribunals impacting the going concern status and Companys operations in
future.
12. DIRECTORS RESPONSIBILITY STATEMENT:
The Directors would like to inform the Members that the Audited
Accounts for the financial year ended March 31, 2023, are in full conformity with the
requirement of the Companies Act, 2013. The Financial Accounts are audited by the
Statutory Auditors, (Auditor/Auditor Firm Name along with FRN). The Directors further
confirm that: -
a) In the preparation of the annual accounts for the year ended March
31, 2023 the applicable accounting standards read with requirements set out under Schedule
III to the Act, have been followed and there are no material departures from the same.
b) The 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, 2023
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 Act
for safeguarding the assets of the Company and for preventing and detecting fraud and
other irregularities.
d) The Directors have prepared the annual accounts on a going concern
basis.
e) The Company being unlisted, sub clause (e) of section 134(3) of the
Companies Act, 2013 pertaining to laying down internal financial controls is not
applicable to the Company.
f) 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.
13. DETAILS OF SUBSIDIARY, JOINT VENTURE OR ASSOCIATE COMPANIES:
As on March 31, 2023, Company doesnt have any Subsidiary & Joint
Venture and Associate Companies.
14. COMPLIANCE WITH SECRETARIAL STANDARD:
The Company has Complied with the applicable Secretarial Standards (as
amended from time to time) on meetings of the Board of Directors issued by The Institute
of Company Secretaries of India and approved by Central Government under section 118(10)
of the Companies Act, 2013.
15. TRANSFER TO RESERVE:
The Board of Directors of your company has decided not to transfer any
amount to the Reserves for the year under review.
16. DEPOSITS:
The Company has not accepted any deposits during the year under review.
17. RISK MANAGEMENT POLICY:
Risk Management is the process of identification, assessment and
prioritization of risks followed by coordinated efforts to minimize, monitor and
mitigate/control the probability and/or impact of unfortunate events or to maximize the
realization of opportunities. The Company has laid down a comprehensive Risk Assessment
and Minimization Procedure which is reviewed by the Board from time to time. These
procedures are reviewed to ensure that executive management controls risk through means of
a properly defined framework. The major risks have been identified by the Company and its
mitigation process/measures have been formulated in the areas such as business, project
execution, event, financial, human, environment and statutory compliance.
18. CORPORATE SOCIAL RESPONSIBILITY
The provisions U/s 135 of the Companies Act, 2013 read with the
Companies (Corporate Social Responsibilities) Rules 2014 are not applicable to the
company.
19. INTERNAL FINANCIAL CONTROL:
The Company has in place adequate internal financial controls with
reference to financial statements. During the year, such controls were tested and no
reportable material weakness in the design or operation was observed.
20. COST RECORD:
The provision of Cost audit as per section 148 doesnt applicable
on the Company.
21. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS & OUTGO:
A. Conservation of Energy, Technology Absorption
Conservation of energy is of utmost significance to the Company.
Operations of the Company are not energy intensive. However, every effort is made to
ensure optimum use of energy by using energy- efficient computers, processes and other
office equipment. Constant efforts are made through regular/ preventive maintenance and
upkeep of existing electrical equipment to minimize breakdowns and loss of energy.
The Company is continuously making efforts for induction of innovative
technologies and techniques required for the business activities.
•Steps taken by company for utilizing alternate sources of energy:
NIL •Capital investment on energy conservation equipments: NIL B. Foreign
Exchange earnings and Outgo
22. PREVENTION OF SEXUAL HARASSMENT OF WOMEN AT WORKPLACE
["POSH"]::
Our Company has always believed in providing a safe and harassment free
workplace for every individual working in the Company premises. Company always endeavors
to create and provide an environment that is free from any discrimination and harassment.
The policy on prevention of sexual harassment at workplace aims at
prevention of harassment of employees {whether permanent, temporary, ad-hoc, consultants,
interns or contract workers irrespective of gender} and lays down the guidelines for
identification, reporting and prevention of undesired behaviour. The Company has duly
constituted internal complaints committee as per the said Act.
During the year ended March 31, 2023, there will nil complaints
recorded pertaining to sexual harassment.
23. CONTRACTS AND ARRANGEMENTS WITH RELATED PARTIES:
All related party transactions that were entered into during the
financial year ended March 31, 2023 were on an arms length basis and were in the
ordinary course of business. Therefore, the provisions of Section 188 of the Companies
Act, 2013 were not attracted.
There are no materially significant related party transactions during
the year under review made by the Company with Promoters, Directors, or other designated
persons which may have a potential conflict with the interest of the Company at large.
Thus, disclosure in Form AOC-2 is not required.
However, the disclosure of transactions with related party for the
year, as per Accounting Standard -18 Related Party Disclosures is given in Annexure A to
the Independent Auditors Report in the Balance Sheet as on March 31, 2023.
24. STATEMENT ON DECLARATION FROM INDEPENDENT DIRECTORS;
The Company has received necessary declarations from all Independent
Directors of the Company in accordance with the provisions of Section 149(7) of the
Companies Act, 2013 confirming that they meet the criteria of independence as prescribed
under Section 149(6) of the Companies Act, 2013.
25. ESTABLISHMENT OF VIGIL MECHANISM/WHISTLE BLOWER POLICY;
Pursuant to the provisions of section 177(9) of the Companies Act, 2013
read with Rule 7 of the Companies (Meeting of Board and it powers) Rules, 2014, the
Company has adopted Whistle Blower Policy/Vigil Mechanism for directors and employees to
report concerns about unethical behavior, actual or suspected fraud or violation of the
Code of Conduct. It also provides for adequate safeguards against victimization of
directors /employees who avail of the Mechanism.
The Company affirms denied access to the Audit Committee. To ensure
proper functioning of vigil mechanism the Audit Committee of the Company on quarterly
basis take note of the same.
26. PARTICULARS OF EMPLOYEES, DIRECTORS AND KEY MANAGERIAL PERSON:
In terms of Section 197(12) of the Companies Act, 2013 read with Rule 5
of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the
necessary disclosures have been annexed as Annexure - A to the Directors Report.
27. MANAGEMENT DISCUSSION AND ANALYSIS:
The Management Discussion and Analysis Report for the year under review
has been annexed as Annexure - __ to the Directors Report.
28. CORPORATE GOVERNANCE:
The Company has adopted best corporate practices and is committed to
conducting its business in accordance with the applicable laws, rules and regulations. The
Companys Corporate Governance practices are driven by effective and strong Board
oversight, timely disclosures, transparent accounting policies and high level of Integrity
in decision making. A report on corporate governance has been annexed as Annexure -
__ to the Directors Report.
29. FORMAL ANNUAL EVALUATION OF THE PERFORMANCE OF THE BOARD, ITS
COMMITTEES & OF INDIVIDUAL DIRECTORS:
The Board of Directors have evaluated the performance of all
Independent Directors, Non-Independent Directors and its Committees. The Board deliberated
on various evaluation attributes for all directors and after due deliberations made an
objective assessment and evaluated that all the directors in the Board have adequate
expertise drawn from diverse industries and business and bring specific competencies
relevant to the Companys business and operations. The Board found that the
performance of all the Directors was quite satisfactory.
The Board also noted that the term of reference and composition of the
Committees was clearly defined. The Committee performed their duties diligently and
contributed effectively to the decisions of the Board.
The functioning of the Board and its committees were quite effective.
The Board evaluated its performance as a whole and was satisfied with its performance and
composition of Independent and Non-Independent Directors.
30. PROCEEDINGS PENDING UNDER THE INSOLVENCY AND BANKCRUPTCY CODE,2016:
No application has been made or any proceeding is pending under the
IBC, 2016.
31. DIFFERENCE IN VALUATION:
The company has never made any one-time settlement against the loans
obtained from Banks and Financial Institution and hence this clause is not applicable.
ACKNOWLEDGMENT
Your directors place on the record their appreciation of the
Contribution made by employees, consultants at all levels, who with their competence,
diligence, solidarity, co-operation and support have enabled the Company to achieve the
desired results. Prepared by CsssS Divesh Goyal. The purpose of drafting is to help the
Corporates and the professionals. The board of Directors gratefully acknowledge the
assistance and co-operation received from the Central and State Governments Departments,
Shareholders and Stakeholders.
+91-9892691696
