To, The Members of Pipan Oils Limited (formerly known as Omarsh Enterprises Limited)
Dear Members,
Your directors have pleasure in presenting the 51st Directors Report on the business and operations of Pipan Oils Limited (formerly known as Omarsh Enterprises Limited) (The Company) together with the Audited Financial Statements of Accounts of the Company for the Financial Year ended 31st March, 2026.
1. FINANCIAL RESULT
(Amount in Lakhs)
| Particulars | 2025-26 | 2024-25 |
| Revenue from Operations | – | – |
| Other Income | – | 12.28 |
| Total Revenue | – | 12.28 |
| Total Expenses | 85.80 | 31.54 |
| Profit / (Loss) Before Tax and Exceptional items | (85.80) | (19.26) |
| Exceptional items | 120.96 | – |
| Profit / (Loss) Before Tax and after Exceptional items | (206.76) | (19.26) |
| Current Tax | – | – |
| Deferred Tax | – | – |
| Profit / (Loss) after Tax | (206.76) | (19.26) |
| Basic | (1.37) | (0.38) |
| Diluted | (1.37) | (0.38) |
STATE OF COMPANY AFFAIRS AND REVIEW OF OPERATIONS
During the financial year 2025-26, the Company did not generate any revenue from operations and reported other income of Nil, as compared to ?12.28 lakh in the previous financial year. The total expenses increased significantly to ?85.80 lakh from ?31.54 lakh in 2024-25.
The Company incurred a loss before tax and exceptional items of ?85.80 lakh, compared to ?19.26 lakh in the previous year. Further, the Company recorded exceptional items amounting to ?120.96 lakh, resulting in a loss before tax and after exceptional items of ?206.76 lakh, as against a loss of ?19.26 lakh in 2024-25.
Consequently, the Company reported a net loss of ?206.76 lakh for FY 2025-26, compared to a net loss of ?19.26 lakh in FY 2024-25. The basic and diluted loss per share stood at ?1.37 for FY 2025-26, compared to ?0.38 in the previous financial year.
2. SHARE CAPITAL
During the reporting period the Company has made changes in the share capital and the details of the same are as mentioned below:
As on 31st March, 2026 the structure of share capital of the Company is as follows:
| Authorised share capital | No. of shares | Amount (In Rs.) |
| 1,77,50,000 Equity shares of par value Rs. 2/- each | 1,77,50,000 | 3,55,00,000 |
| 25,00,000 Preference Shares of Par value Rs.10/- each | 25,00,000 | 2,50,00,000 |
Total |
605,00,000 |
|
Issued, subscribed and fully paid up |
||
| 1,75,28,007 Equity Share of Rs. 2/- each fully paid up | 1,75,28,007 | 3,50,56,014 |
Total |
2,00,28,007 |
6,00,56,014 |
Note:
The table above is reproduced as it appears in the source. The "Total" rows and the combination of authorised + issued figures in one table are internally inconsistent as printed (authorised total 6,05,00,000 vs. issued total 3,50,56,014).Changes in the Capital Structure if any
1. Authorized Share Capital
As on 31st March 2026, the Authorised Share Capital of the Company stood at ?6,05,00,000/- (Rupees Six Crores Five Lakhs Only), comprising 1,77,50,000 Equity Shares of ?2/- each amounting to ?3,55,00,000/- and 25,00,000 0% Convertible Preference Shares of ?10/- each amounting to ?2,50,00,000/-.
2. Issued, Subscribed & Paid-Up Capital
As on 31st March 2025, the paid-up equity share capital of the Company was 1,00,56,000, comprising 50,28,007 equity shares of the Company.
During the year under review, at its meeting held on 10th September 2025, the Board of Directors of the Company approved the conversion of 25,00,000 Compulsorily Convertible Preference Shares (CCPS) into 1,25,00,000 Equity Shares of ?2/- each, having an aggregate face value of ?2,50,00,000/- and their allotment. Consequently, the total paid-up equity share capital of the Company increased to ?3,50,56,014/- as on 31st March 2026.
3. DEPOSITS
During the reporting period, our Company has not accepted any deposits, falling within the meaning of Section 73 of the Companies Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014.
4. DIVIDEND
With a view to conserve and save the resources for future prospects of the Company, the Directors have not declared any dividend for the financial year 2025-26.
5. 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.
6. AMOUNTS, IF ANY, WHICH IT PROPOSES TO CARRY TO ANY RESERVES
During the year under review, the Board of Directors of the Company do not propose any dividend for the financial year ended 31st March, 2026.
7. CHANGE IN THE NATURE OF BUSINESS, IF ANY
During the financial year under review, there was no change in the nature of the business of the Company.
PIPAN OILS LTD.
However, after the financial year end, the Registered Office of the Company was shifted from "490, Eldeco Centre, Block A, Shivalik Colony, Malviya Nagar, Delhi – 110017" to "2E, 2nd Floor, M6 Uppal Plaza, Jasola Vihar, New Delhi – 110025", with effect from 04th April 2026.
Subsequent, the address of the place where the books of accounts and relevant books and papers of the Company are maintained was changed from "B-507, 5th Floor, Statesman House, Barakhamba Road, New Delhi – 110001, Connaught Place, Central Delhi, New Delhi, Delhi, India – 110001" with effect from 04th April 2026.
Further, the name of the Company was changed from Omansh Enterprises Limited to Pipan Oils Limited pursuant to the approval of the competent authority, and a fresh Certificate of Incorporation consequent upon change of name was issued by the Registrar of Companies on 27th April 2026.
The change in the name of the Company was subsequently made effective on the Stock Exchange with effect from 30th June 2026.
8. DETAILS OF UTILISATION OF FUNDS & STATEMENT OF DEVIATION(S) OR VARIATION(S)
During the reporting period and Pursuant to Regulation 32 (1) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (Listing Regulations / LODR) there was no deviation/variation in the utilisation of proceeds of the Company.
9. SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES
During the reporting period, the Company does not have any subsidiary, associate or joint venture.
10. DIRECTORS & KEY MANAGERIAL PERSONNEL
The Board of the Company was duly constituted in accordance with the provisions of the Companies Act, 2013. As on the date of the report, your company has the following Directors and Key Managerial Personnel:
| Sr. No. | Name of Director | Designation | DIN | Date of Appointment | Date of Resignation |
| 1. | Sudesh Gupta | Independent Director | 00197378 | 22.08.2025 | – |
| Sr. No. | Name of Director | Designation | DIN | Date of Appointment | Date of Resignation |
| 2 | Purshottam Kumar Gupt | Director | 00397918 | 22.08.2025 | – |
| 3 | Nilesh Jindal | Director | 07593843 | 22.08.2025 | – |
| 4 | Jyoti Gupta | Independent Director | 02280839 | 22.08.2025 | – |
| 5 | Parvesh Gupta | Independent Director | 00506032 | 22.08.2025 | – |
| 6 | Avnish Jindal | Whole-time director | 02293188 | 22.08.2025 | – |
| 7 | Piyush Gupta | Director | 02174867 | 22.08.2025 | – |
| 8 | Krishan Kumar Jalan | Independent Director | 01767702 | 22.08.2025 | – |
| 9 | Muskan | Company Secretary | – | 24.05.2025 | – |
| 10 | Ajay Kumar Ray | Chief Financial Officer | – | 11.12.2025 | – |
During the reporting period following Changes were made in Board of Directors and KMP of the Company
11. NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS
During the reporting period 12 (Twelve) meetings of the Board of Directors were held. The dates on which the said meetings were held:
The intervening gap between any two Meetings was within the period prescribed under the SEBI (LODR) Regulations, 2015 and Companies Act, 2013.
12. COMMITTEES OF BOARDS
The Company has duly constituted and reconstituted the following statutory Committees in terms of the provisions of the Act read with relevant rules framed thereunder during the reporting period and up to the date of this report:
Audit Committee
The Audit Committee of the Company is constituted/re-constituted in line with the provisions of Section 177 of the Companies Act, 2013. The Audit Committee is constituted in line to monitor and provide effective supervision of the managements financial reporting process, to ensure accurate and timely disclosures, with the highest level of transparency, integrity, and quality of Financial Reporting.
| Sr. No. | Name of the Members | Designation | Nature of Directorship |
| 1. | Parvesh Gupta | Chairman | Independent Director |
| 2. | Jyoti Gupta | Member | Independent Director |
| 3. | Sudesh Gupta | Member | Independent Director |
All the members of the Committee have accounting and financial management expertise. The Company Secretary is the secretary to the committee. The Audit Committee has been authorized to look after the following major functions:
i. To recommend for appointment, remuneration and terms of appointment of auditors of
the company;
ii. To review and monitor the auditors independence and performance, and effectiveness of
audit process;
iii. To examine the financial statement and the auditors report thereon;
iv. To approve or any subsequent modification of transactions of the company with related
parties;
v. To conduct scrutiny of inter-corporate loans and investments;
vi. To evaluate undertakings or assets of the company, wherever it is necessary;
vii. To evaluate internal financial controls and risk management systems;
The Audit Committee functions in accordance with the terms of reference specified by the Board of Directors and ensures the integrity of the Companys financial reporting process, compliance with legal and regulatory requirements, and the adequacy of internal control systems.
During the year, all recommendations of the audit committee were approved by the Board of Directors.
Meeting of Audit Committee
During the Financial Year under review 06 (Six) meetings of the Members of Audit Committee were held.
The dates on which the said meetings were held:
Nomination and Remuneration Committee
The Nomination and Remuneration Committee of the Company is constituted/re-constituted in line with the provisions of Section 178 of the Companies Act, 2013. The Nomination and Remuneration Committee recommends the appointment of Directors and remuneration of such Directors. The level and structure of appointment and remuneration of all Key Managerial personnel and Senior Management Personnel of the Company, as per the Remuneration Policy, is also overseen by this Committee.
| Sr. No. | Name of the Members | Designation | Nature of Directorship |
| 1. | Krishan Kumar Jalan | Chairman | Non-Executive Independent Director |
| 2. | Jyoti Gupta | Member | Non-Executive Independent Director |
| 3. | Sudesh Gupta | Member | Non-Executive Independent Director |
The Committee has been authorized to look after following major functions:
a. the level and composition of remuneration is reasonable and sufficient to attract,
retain and motivate directors of the quality required to run the company successfully;
b. relationship of remuneration to performance is clear and meets appropriate performance
benchmarks; and
c. remuneration to directors, key managerial personnel and senior management involves a
balance between fixed and incentive pay reflecting short and long-term performance
objectives appropriate to the working of the company and its goals.
d. The policy so framed by the said Committee shall be disclosed in Boards Report to
shareholders.
Meeting of Nomination and Remuneration Committee
During the Financial Year under review 02 (Two) meetings of the Members of Nomination and Remuneration Committee were held.
The dates on which the said meetings were held:
Stakeholders Relationship Committee
The Company has a Stakeholder Relationship Committee of Directors in compliance with provision of the Companies Act, 2013 to look into the redressal of complaints of investors such as transfer or credit of shares, non-receipt of dividend/notices/annual reports, etc.
| Sr. No. | Name of the Members | Designation | Nature of directorship |
| 1 | Parvesh Gupta | Chairman | Non-Executive Independent Director |
| 2 | Jyoti Gupta | Member | Non-Executive Independent Director |
| 3 | Sudesh Gupta | Member | Non-Executive Independent Director |
Meeting of Stakeholders Relationship Committee
During the Financial Year under review 1 (One) meetings of the Members of Stakeholders Relationship Committee were held.
The dates on which the said meetings were held: 1. 10th December 2025
Separate Meeting Of Independent Directors
Independent Directors of the Company held their Separate meeting under Regulation 25(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Schedule IV of Companies Act, 2013 on Friday, 6th September, 2024 at Registered office of the Company at SH-B/09, New Heera Panna CHS Ltd, Gokul Village Shanti Park, Mira Road East, Thane, Maharashtra, India - 401107 to evaluate their performance as on 5th November 2025. [Note: date inconsistency in source — 6th September 2024 meeting evaluating performance as on 5th November 2025; marked as printed]
13. MATERIAL CHANGES AND COMMITMENTS AFFECTING 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
The change in the name of the Company was subsequently made effective on the Stock Exchange with effect from 30th June 2026.
14. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS MADE U/S 186 OF THE COMPANIES ACT, 2013
Particulars of loan given, investment made, guarantees given and security provided under Section 186 of the Companies Act, 2013, if any, are provided in the notes of financial statement.
15. INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY
According to Section 134(5)(e) of the Companies Act, 2013, the term "Internal Financial Control (IFC)" means the policies and procedures adopted by the Company for ensuring the orderly and efficient conduct of its 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 that the transactions are authorized recorded and reported correctly. To 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 the top management to executive level.
The compliance relating to Internal Financial controls have been duly certified by the statutory auditors.
17. CORPORATE SOCIAL RESPONSIBILITY
Provisions of Corporate Social Responsibility are not applicable on the Company. Therefore, Company has not developed and implemented any Corporate Social Responsibility Initiatives as provisions of Section 135(1) of the Companies Act, 2013 read with Companies (Corporate Social Responsibility Policy) Rules, 2014.
Note:
Section numbering jumps from 15 to 17 in source (no 16 printed).18. CORPORATE GOVERNANCE
Provisions of Para C, D and E of Schedule V of the SEBI (Listing Obligations and Disclosures Requirements) Regulations, 2015 are not applicable to the Company. Hence, report on Corporate Governance is not annexed.
19. BOARD EVALUATION
The Board of Directors has carried out an annual evaluation of its own performance, Board committees and individual directors pursuant to the provisions of the Act and the corporate governance requirements as prescribed by Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations 2015 ("SEBI Listing Regulations").
The performance of the Board was evaluated by the Board after seeking inputs from all the directors on the basis of the criteria such as the board composition and structure, effectiveness of board processes, information and functioning, etc.
The performance of the committees was evaluated by the Board after seeking inputs from the committee members on the basis of the criteria such as the composition of committees, effectiveness of committee meetings, etc.
The Board and the Nomination and Remuneration Committee reviewed the performance of the individual directors on the basis of the criteria such as the contribution of the individual Director to the Board and Committee meetings like preparedness on the issues to be discussed, meaningful and constructive contribution and inputs in meetings, etc. In addition, the chairman was also evaluated on the key aspects of his role.
In a separate meeting of independent directors, performance of non-independent directors, performance of the board as a whole and performance of the chairman was evaluated, taking into account the views of executive directors and non-executive directors. The same was discussed in the board meeting that followed the meeting of the independent directors, at which the performance of the board, its committees and individual directors was also discussed. Performance evaluation of independent directors was done by the entire board, excluding the independent director being evaluated.
The Board evaluated the performance of Independent Directors and Individual Directors considering various parameters such as their familiarity with the Companys vision, policies, values, code of conduct, their attendance at Board and Committee Meetings, whether they participate in the meetings constructively by providing inputs and provide suggestions to the Management/Board in areas of domain expertise, whether they seek clarifications by raising appropriate issues on the presentations made by the Management/reports placed before the Board, practice confidentiality, etc. It was observed that the Directors discharged their responsibilities in an effective manner. The Directors possess integrity, expertise and experience in their respective fields.
20. PARTICULARS OF EMPLOYEES PURSUANT TO THE SECTION 197 (12) OF COMPANIES ACT AND RULE 5(1), 5(2) AND 5(3) OF COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) RULES, 2014
The information required pursuant to Section 197 read with Rule 5 of The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, in respect of employees of the Company and Directors is - Nil
Statement of Particulars of Employees pursuant to the Section 197 (12) of Companies Act and Rule 5(2) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014
(a) Details of the employees employed throughout the Financial Year, was in receipt of
remuneration for that year which, in the aggregate, was not less than one crore rupees and
two lakh rupees - Nil
(b) Details of the employees employed for a part of the Financial Year and was in receipt
of remuneration for any part of that year, at a rate which, in the aggregate, was not less
than eight lakhs and fifty thousand rupees per month - Nil
(c) If employed throughout the Financial Year or part thereof and was in receipt of
remuneration in that year which, in the aggregate, or as the case may be, at a rate which,
in the aggregate, is in excess of that drawn by the Managing Director or Whole-time
Director or Manager and holds by himself or along with his spouse and dependent children,
not less than two percent of the equity shares of the Company - Nil
21. POLICIES
Company has the following policies:
a) Dividend-Policy
b) Policy-on-familiarization-of-IDs
c) Whistle-blower-policy
d) Policy for Disclosure of events/information and Determination of materiality as per
Regulation 30(4)(ii) of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015.
e) Policy on Materiality of Related Party Transactions as per Regulation 23(1) of the SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015.
f) Policy for determining material subsidiary as per SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015.
22. PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES
During the year, there is no transaction entered with related parties referred to in Section 188(1) of the Companies Act, 2013 read with Rule 8(2) of Companies (Accounts) Rules, 2014. Therefore, there is no requirement to attached Form AOC-2 in Annexure II
23. NO FRAUDS REPORTED BY STATUTORY AUDITORS
During the Financial Year 2025-26, the Auditors have not reported any matter under section 143(12) of the Companies Act, 2013, therefore no detail is required to be disclosed under section 134(3)(ca) of the Companies Act, 2013.
24. VIGIL MECHANISM / WHISTLE BLOWER POLICY
Pursuant to Section 177(9) and (10) of the Companies Act, 2013, and Regulation 22 of the SEBI (Listing Obligation and Disclosure Requirement) Regulation, 2015, the Company has formulated Whistle Blower Policy for vigil mechanism of Directors and employees to report to the management about the unethical behavior, fraud or violation of Companys code of conduct. The mechanism provides for adequate safeguards against victimization of employees and Directors who use such mechanism and makes provision for direct access to the chairman of the Audit Committee in exceptional cases.
25. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANYS OPERATIONS IN FUTURE
During the period under review no material orders have been passed by the regulators or courts or tribunals impacting the going concern status and companys operations in future.
26. DIRECTORS RESPONSIBILITY STATEMENT
(a) Pursuant to the requirement under Section 134 (5) of the Companies Act, 2013, with
respect to Directors Responsibilities Statement, it is hereby confirmed:
(b) That in the preparation of the annual accounts for the financial year ended 31st
March, 2026 the applicable accounting standards had been followed along with proper
explanation relating to material departures;
(c) That the directors had selected such accounting policies and applied them consistently
and made judgments and estimates that were 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 or loss of the company for the year review;
(d) That the directors had taken proper and sufficient care for the maintenance of
adequate accounting records in accordance with the provisions of Companies Act, 2013 for
safeguarding the assets of the company and for preventing and detecting fraud and other
irregularities;
(e) That the directors had prepared the annual accounts for the financial year ended 31st
March, 2026 on a going concern basis;
(f) 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 and
(g) That the directors had devised proper system to ensure compliance with the provisions
of all applicable laws and that such system were adequate and operating effectively.
27. AUDITORS & AUDITORS REPORT
STATUTORY AUDITOR:
Pursuant to the provisions of section 139(8) of the Companies Act, 2013 and rules frame thereunder M/s. Singh Chugh and Kumar, Chartered Accountants (ICAI Firm Registration No. 013613N), is appointed as Statutory Auditors of the Company.
Further the report of the Statutory Auditors along with notes to Schedules is enclosed to this report. The Auditors Report for financial year ended March 31, 2026, does not contain any qualification, reservation or adverse remarks. And also, there is no incident of fraud requiring reporting by the auditors under section 143(12) of the Companies Act, 2013 during the year.
SECRETARIAL AUDITOR:
Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company has appointed M/s Mayuri Sinha & Co, Practicing Company Secretary (Mem. No. A48931, CP No. 20036), to undertake the secretarial audit of the Company for the Financial Year 2025-2026.
The Secretarial Audit Report for the financial year ended 31st March, 2026 does not contain any qualification, reservation or adverse remark. A copy of the Secretarial Audit Report (Form MR-3) as provided by the Company Secretary in Practice has been annexed to the Report.
COST AUDITORS:
The Company has not appointed the Cost Auditor as pursuant to Section 148 of the Companies Act, 2013 read with the Companies (Cost Records and Audit) Amendment Rules, 2014, the cost audit is not applicable to the Company.
INTERNAL AUDITORS:
The Company has complied with the requirement of the section 138 of the Companies Act, 2013 read with rule 13 of the Companies (Accounts) Rules, 2014, and other applicable provisions of the Act and appointed M/s STM & Associates, Chartered Accountants (Firm Registration No. 026252N) as Internal Auditor of the Company for the FY 2026.
28. EXTRACT OF THE ANNUAL RETURN
The extract of annual return under Section 92(3) of the Companies Act, 2013 and Rule 12 of the Companies (Management and Administration) Rules, 2014 is available on the website of the Company www.pipan.in
29. FAMILIARISATION PROGRAMMES
The Company familiarizes its Independent Directors on their appointment as such on the Board with the Company, their roles, rights, responsibilities in the Company, nature of the industry in which the Company operates, etc. through familiarization programmer. The Company also conducts orientation programme upon induction of new Directors, as well as other initiatives to update the Directors on a continuing basis. The familiarization programme for Independent Directors disclosed on the Companys website www.pipan.in
30. MANAGEMENT DISCUSSION AND ANALYSIS REPORT
The Managements Discussion and Analysis Report for the year under review, as stipulated under regulation 34 (3) and Part B of schedule V of the SEBI (Listing Obligation and Disclosure Requirement) Regulation, 2015 is annexed to this Annual Report as "Annexure - IV"
31. CODE OF CONDUCT
Commitment to ethical professional conduct is a must for every employee, including Board Members and Senior Management Personnel of the Company. The Code is intended to serve as a basis for ethical decision-making in conduct of professional work. The Code of Conduct enjoins that each individual in the organization must know and respect existing laws, accept and provide appropriate professional views, and be upright in his conduct and observe corporate discipline. The duties of Directors including duties as an Independent Director as laid down in the Companies Act, 2013 also forms part of the Code of Conduct. All Board Members and Senior Management Personnel affirm compliance with the Code of Conduct annually.
32. INFORMATION REQUIRED UNDER SEXUAL HARASSMENT OF WOMEN AT WORK PLACE (PREVENTION, PROHIBITION & REDRESSAL) ACT, 2013
The Company has zero tolerance towards sexual harassment at the workplace and towards this end, has adopted a policy in line with the provisions of Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules there under. The Company has complied with provisions relating to the constitution of Internal Complaints Committee under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 which redresses complaints received on sexual harassment. During the financial year under review, the Company has not received any complaints of sexual harassment from any of the women employees of the Company.
33. DETAILS OF APPLICATION MADE OR ANY PROCEEDINGS PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016 DURING THE YEAR ALONGWITH THEIR STATUS AS AT THE END OF THE FINANCIAL YEAR
During the reporting period, no application made or any proceeding is pending under the Insolvency and Bankruptcy Code, 2016 (31 of 2016).
34. DETAILS OF 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 REASONS THEREOF
During the reporting period, no application made or any proceeding is pending under the Insolvency and Bankruptcy Code, 2016 (31 of 2016). [Note: Source repeats text from item 33; marked as printed]
35. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO
During the reporting period the Company established a fully integrated, modern, and fully automatic manufacturing unit but production yet to be commenced, Thus, the provisions related to conservation of energy and technology absorption are not applicable on the Company. However, Company makes all effort and committed to adopting best practices towards conservation of energy, protection of environment and ensuring safety.
Foreign Exchange Earnings & Outgo during the year are as under: Earnings - Nil Outgo- Nil
36. INDEPENDENT DIRECTORS DECLARATION
The Company has received the Declaration of Independence from its Independent Directors Mr. Sudesh Gupta (DIN: 00197378) Ms. Jyoti Gupta (DIN: 02280839), Mr. Parvesh Gupta (DIN: 00506032) and Mr. Krishan Kumar Jalan (DIN: 01767702) confirming that they meet the criteria of independence as provided in section 149(6) of the Companies Act, 2013 read with Regulations 16 of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 and that they are not disqualified from continuing their appointment as Independent Director.
During the reporting period the non-executive directors of the company had no Pecuniary relationship or transactions with the Company other than sitting fees, commission, if any and reimbursement of expenses incurred for the purpose of attending the meetings of the board or committees of the company.
The Company has received requisite annual declarations/confirmations from all the aforesaid Independent Directors. The Board of Directors of the Company is of the view that Independent Directors fulfil the criteria of independence and they are independent from the management of the Company.
The Company has noted that the names of all Independent Directors have been included in the data bank maintained with the Indian Institute of Corporate Affairs, Manesar (IICA). Accordingly, all the Independent Directors of the Company have registered themselves with IICA for the said purpose. In terms of Section 150 of the Act read with the Companies (formerly Omansh Enterprises Ltd.)(Appointment & Qualification of Directors) Rules, 2014, as amended thereof, both the Independent Directors are exempted from undertaking online proficiency self-assessment test conducted by the IICA.
37. DISCLOSURE ON THE NOMINATION AND REMUNERATION POLICY OF THE COMPANY PURSUANT TO SECTION 134(3)(e) AND SECTION 178(3)
The Companys Policy on Directors appointment and remuneration including criteria for determining qualifications, positive attributes, independence of a Director and other matters as provided under Section 178(3) of the Companies Act, 2013 can be accessed on the Companys website at www.pipan.in
The Objective of the Policy is to ensure that- The level and composition of remuneration is reasonable and sufficient to attract, retain and motivate Directors of the quality required to run the Company successfully.- Relationship of remuneration to performance is clear and meets appropriate performance benchmarks and Remuneration to Directors, Key Managerial Personnel and Senior Management involves a balance between fixed and incentive pay reflecting short- and long-term performance objectives appropriate to the working of the Company and its goals.
38. RISK MANAGEMENT POLICY
The Board of Directors of the Company are of the view that currently no significant risk factors are present which may threaten the existence of the company. During the year, your directors have an adequate risk management infrastructure in place capable of addressing those risks. The company manages monitors and reports on the principal risks and uncertainties that can impact its ability to achieve its strategic objectives. The Audit Committee and Board of Directors review these procedures periodically. The companys management systems, organizational structures, processes, standards, code of conduct and behavior together form a complete and effective Risk Management System (RMS).
39. PREVENTION OF INSIDER TRADING
The Company has a Code of Conduct for Prevention of Insider Trading with a view to regulate trading in securities by the Directors and certain designated employees of the Company. The Code requires pre-clearance for dealing in the Companys shares and prohibits the purchase or sale of Company shares by the Directors and designated employees while in possession of unpublished price sensitive information in relation to the Company and during the period when the trading window is closed. The Board is responsible for implementation of the Code. All Board Directors and the designated employees have confirmed compliance with the Code.
40. COMPLIANCE WITH SECRETARIAL STANDARDS
Your Company complies with the Secretarial Standard on Meetings of Directors (SS-1) and Secretarial Standard on General Meetings (SS-2) whenever it has applicable. Your Company will comply with the other Secretarial Standards issued by the Institute of Company Secretaries of India (ICSI) as and when they are made mandatory.
41. CAUTIONARY NOTE
The statements forming part of the Boards Report may contain certain forward-looking remarks within the meaning of applicable securities laws and regulations. Many factors could cause the actual results, performances or achievements of the Company to be materially different from any future results, performances or achievements that may be expressed or implied by such forward looking statements.
42. STATEMENT ON OTHER COMPLIANCES
Your directors state that no disclosure or reporting is required in respect of the following items as there were no transactions on these items During the reporting period:
a. Details relating to deposits covered under Chapter V of the Act.
b. Issue of equity shares with differential voting rights as to dividend, voting or
otherwise;
c. Issue of shares (including sweat equity shares) to employees of the Company.
43. WEBSITE OF THE COMPANY
Your Company maintains a website www.pipan.in where detailed information of the Company and specified details in terms of the Companies Act, 2013 and SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 have been provided.
CIN: L06100DL1974PLC241646
Address – 2E, 2nd Floor, M6 Uppal Plaza, Jasola Vihar, South Delhi, New Delhi 110025
info@pipan.in / +91-9990060386
Page 20
ACKNOWLEDGEMENT
The Directors regret the loss of life are deeply grateful and have immense respect for every person. The Directors wish to convey their appreciation to all of the Companys employees for their contribution towards the Companys performance. The Directors would also like to thank the shareholders, employee unions, customers, dealers, suppliers, bankers, governments and all other business associates for their continuous support to the Company and their confidence in its management.
For Pipan Oils Limited (formerly known as Omarsh Enterprises Limited) |
| Sd/- Avnish Jindal Whole - Time Director DIN- 02293188 |
| Date- 05.09.2026 Place- Delhi |
| Sd/- Piyush Gupta Director DIN- 02174867 |
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