To The Members,
Your Directors are pleased to present 44th Annual Report covering the
operational and financial performance of your Company along with the Audited Financial
Statements for the Financial Year ended March 31, 2023.
FINANCIAL HIGHLIGHTS
(Rs. in lakhs)
| Particulars |
2022-23 |
2021-22 |
| Revenue from operations |
10368.35 |
9852.22 |
| Other Income |
3.61 |
13.91 |
| Total Revenue |
10371.96 |
9866.13 |
| Profit before Depreciation & Tax |
(108.98) |
402.77 |
| Depreciation |
406.77 |
415.94 |
| Profit before Tax & Exceptional Items |
(515.75) |
(13.17) |
| Current tax inclusive of earlier year tax |
- |
10.05 |
| Deferred Tax Asset/Liability |
14.31 |
(17.66) |
| Profit after Tax |
(503.90) |
(5.56) |
| Other Comprehensive Income |
|
|
| Remeasurements of net defined benefit plans |
6.85 |
17.82 |
| Income tax relating to above items |
(1.78) |
(4.63) |
| Total Comprehensive Income for the period |
(498.83) |
7.63 |
| Earning Per Share |
(4.91) |
(0.05) |
KEY HIGHLIGHTS/ REVIEW OF OPERATIONS
During the period under consideration the revenue of the Company has increased from Rs.
9866.13 lakh to Rs. 10371.96 lakh showing the increase of 5.13%.
The Company has incurred a net loss of Rs. 503.90 as compared to a net loss of Rs.5.56
in the previous year. Your directors hope for better results in the coming financial
years. There is an increase of 8967.94% in loss for the year ended 31.03.2023 as compared
to the loss income in financial year ending 31.03.2022.
Your company has been engaged in manufacturing of mink blankets since 1996. Over a
period of time, your company has been enhancing production capacity in various phases.
Some of the machines are 20-25 years old and still contributing to the production of the
company. However maintenance work remains higher as compared to newer machines. Therefore,
your management decided to expand the production capacity by around 50% by installing
latest technology machines as the demand for the product was robust. The expansion project
of Rs. 38 crore was undertaken in 2021 which was financed by SBI to the extent of Rs.25
crore by extending TLS. Your directors are pleased to declare that the said project has
been completed and commercial production has commenced since 05.06.2023.
STATE OF AFFAIRS
The company specializes in the production of Mink Blankets and Bed Covers. The
manufacturing unit boasts of state-of-the- art machinery based on the most advanced
technology which has been specially imported for the production facility. The company has
stream lined facilities for knitting, dyeing, processing, printing, finishing and
packaging. The complete facility is backed by the team of highly skilled and experienced
workforce, who ensure zero defects at every stage of production. It is expected that the
company will achieve good growth in times to come.
MATERIAL CHANGES AND COMMITMENTS AFFECTING FINANCIAL POSITION BETWEEN THE END OF THE
FINANCIAL YEAR AND DATE OF REPORT
There are no material changes affecting the affairs of the company which have occurred
between the end of the financial year on March 31, 2023 to which the financial statements
relates and the date of this report.
CHANGE IN THE NATURE OF BUSINESS
There was no change in the nature of the business during the financial year under
review.
DIVIDEND
Since the company has incurred losses, therefore, no dividend has been recommended by
your Board.
GENERAL RESERVES
No amount was transferred to General Reserve.
DEPOSITS
Your Company has no unclaimed / unpaid matured deposit or interest due thereon. Your
Company has not accepted any deposits covered under ‘Chapter V - Acceptance of
Deposits by Companies under the Companies Act, 2013 during the financial year ended March
31, 2023, but there was an outstanding loan of Rs. 600.00 Lakh including interest from the
Promoter-Directors, of the Company namely Adeep Gupta HUF, Mrs. Anita Gupta, Ashish Gupta
HUF, Daya Kishan Gupta HUF, Mr. Aditya Gupta, Kapil Gupta HUF, Kapil Gupta, Mrs. Reetika
Gupta, Mrs. Rajni Gupta, Mrs. Shalini Gupta, Vijay Kumar Gupta HUF, Vijay Kumar Gupta
which is exempted as deposit under Rule 2(c) (viii) of Companies (Acceptance of Deposit)
Rules, 2014.
CAPITAL STRUCTURE
The Authorized Share Capital of the Company as on March 31, 2023 stands at Rs.
12,00,00,000/- divided into 1,20,00,000 equity shares of Rs. 10/- each. The Subscribed and
Paid up Equity Share Capital as at March 31, 2023 stood at Rs. 10,25,97,500/- divided
into1,02,59,750 equity shares of Rs. 10/- each fully paid-up.
During the year under review, the Company has neither issued any shares with
differential voting rights nor has granted any stock options or sweat equity.There was no
buy back of shares. As on March 31, 2023, none of the Directors of the Company hold
instruments convertible into equity shares of the Company.
MANAGEMENTS DISCUSSION AND ANALYSIS REPORT
Managements Discussion and Analysis Report for the year under review, as stipulated
under Regulation 34(3) read with Schedule V (B) of the Securities of Exchange Board of
India (Listing Obligations and Disclosures Requirements) Regulations, 2015, is presented
in a separate section forming part of the Annual Report.
SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES
Your company does not have any unlisted/listed subsidiary company or Joint Venture or
any Associate Company, pursuant to the provisions of the Rule 8 of Companies (Accounts)
Rules, 2014, therefore, no requirement of attachment of Form AOC-1.
DIRECTORS RESPONSIBILITY STATEMENT
Pursuant to section 134(5) of the Companies Act 2013, your Directors state 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 loss 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 Directors have laid down internal financial controls to be followed
by the Company and that such internal financial controls are adequate and are operating
effectively; and f) the Directors have devised proper systems to ensure compliance with
the provisions of all applicable laws and that such systems are adequate and operating
effectively.
CORPORATE GOVERNANCE
The Company is committed to maintain the highest standards of corporate governance and
adhere to the corporate governance requirements set out by SEBI. The Company has also
implemented several best corporate governance practices as prevalent globally. The report
on Corporate Governance as stipulated under the SEBI (Listing Obligations and Disclosures
Requirements) Regulations, 2015 forms an integral part of this Report. The requisite
certificate from the Auditors of the Company confirming compliance with the conditions of
corporate governance is attached to the report on Corporate Governance.
CONTRACTS AND ARRANGEMENTS WITH RELATED PARTIES
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 covered under
Section 188 of the Companies act, 2013. Hence, the details of such contracts or
arrangements with its related parties are not disclosed in Form AOC-2 as prescribed under
the Companies Act, 2013 and the Rules framed thereunder. All such Related Party
Transactions are placed before the Audit Committee for approval, prior omnibus approval
for normal business transactions is also obtained from the Audit Committee for the related
party transactions which are of repetitive nature as well as for the normal business
transactions which cannot be foreseen and accordingly the details of related party
transactions entered into by the company pursuant to each of the omnibus approval given
has been reviewed by audit committee on a quarterly basis in terms of the approval of the
Committee.
The Policy on dealing with related party transactions and on determining materiality of
related party transactions as approved by the Board may be accessed on the Companys
website at the link
http://prakashwoollen.com/Home/Investors_Title?Id=18e43771-de80-4d6c-b90b-39db4c00abe5
RISK MANAGEMENT
In accordance with provisions of Regulation 21 of SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015, the Company is not required to maintain Risk
Management Committee.
INTERNAL FINANCIAL CONTROLS
The Board has adopted the policies and procedures for ensuring the orderly and
efficient conduct of its business, including adherence to the Companys policies, the
safeguarding of its assets, the prevention and detection of frauds and errors, the
accuracy and completeness of the accounting records, and the timely preparation of
reliable financial disclosures.
The Companys Internal Control Systems are commensurate with the nature of its business
and the size and complexity of its operations. It comprises of audit and compliance by
internal audit checks by M/s Pulkit Rastogi & Co.-Amroha, Internal Auditors of the
Company. The Internal Auditors independently evaluate the adequacy of internal controls
and concurrently audit the financial transactions and review various business processes.
Independence of the Internal Auditors and compliance is ensured by the direct report of
Internal Auditors to the Audit Committee of the Board.
DIRECTORS AND KEY MANAGERIAL PERSONNEL
Ms. Rajni Gupta, Non-ExecutiveDirector, retires by rotation and being eligible offer
herself for re-appointment. Your Company is managed and controlled by a Board which is an
optimum blend of Executives and Non-Executive Professional Directors. As on 1st
April, 2022 the Board of Directors of the Company consists of Eight (8) Directors
including one (1) Managing Director, one (1) Whole time Director & CFO, one (1) Whole
time Director, five (5) Non-executive Directors, out of which one (1) is Chairman &
Independent Director two (2) are Independent Directors, and one (1) is Non-Executive
Director and (1) is Woman Director (NED).
As on 1st April, 2023 the Board of Directors of the Company consists of
Seven (7) Directors including one (1) Managing Director, one (1) Whole time Director &
CFO, one (1) Whole time Director, four (4) Non-executive Directors, out of which one (1)
is Chairman & Independent Director two (2) are Independent Directors, and one (1)
Woman Director (NID).
The composition of the Board is in conformity with Regulation 17 of the SEBI (Listing
Obligations & Disclosure Requirements) Regulations, 2015 and the relevant provisions
of the Companies Act, 2013. All the Directors possess the requisite qualifications and
experience in general corporate Management, finance, banking and other allied fields which
enable them to contribute effectively to the Company in their capacity as Directors of the
Company.
Mr. Ved Prakash Gupta had resigned from the post of Non-Executive Director w.e.f
20.07.2023.
Ms Ruchi Gupta had resigned from the post of the Company Secretary and Compliance
Officer of the company from the closing hours of 14.03.2023 and Ms. Sneha Agarwal had
appointed as Company Secretary and Compliance Officer w.e.f. 15.03.2023.
DECLARATION BY INDEPENDENT DIRECTORS
All the Independent directors have submitted their disclosure to the Board that they
fulfill all the requirements as to qualify for their appointment as an Independent
Director under the provisions of Section 149 read with Schedule IV of the Companies Act,
2013. The Board confirms that the independent directors meet the criteria as laid down
under the Companies Act, 2013.
SEPARATE MEETING OF INDEPENDENT DIRECTORS
In accordance with the provisions of Schedule IV to the Companies Act, 2013 and
Regulation 25(3) of SEBI (LODR), 2015, a separate meeting of the Independent Directors of
the Company was held on 14thMarch 2023 to discuss the agenda items as
prescribed under the applicable laws. The meeting was attended by all Independent
Directors of the Company.
FORMAL ANNUAL EVALUATION
The Companies Act, 2013 and SEBI (Listing Obligations and Disclosure requirements)
Regulations, 2015 mandates that the Board shall monitor and review the Board evaluation
i.e. evaluation of the performance of: (i) the Board as a whole, (ii) individual directors
(including independent directors and Chairperson) and (iii) various Committees of the
Board. The Performance evaluation was carried out by the Nomination and Remuneration
Committee based on the "Annual Evaluation Framework" prepared by the Committee.
The framework includes the evaluation of directors on various parameters such as:
• Board dynamics and relationships
• Information flows
• Decision-making
• Relationship with stakeholders
• Company performance and strategy
• Tracking Board and committees effectiveness
• Peer evaluation
In compliance with the Companies Act, 2013 and Regulation 17 (10) of the SEBI (Listing
Obligations and Disclosure Requirement) Regulations, 2015, the Board has carried out an
evaluation of its own performance, Committees and performance of individual Directors
during the period under review. The aspects covered in the evaluation included the
contribution to and monitoring of corporate governance practices, participation in the
long-term strategic planning and the fulfillment of Directors obligations and fiduciary
responsibilities, including but not limited to, active participation at the Board and
Committee meetings. Schedule IV of the Companies Act, 2013 states that the performance
evaluation of independent directors shall be done by the entire Board of Directors,
excluding the director being evaluated. The evaluation involves Self-Evaluation by the
Board Members and subsequent assessment by the Board of Directors. The Board of Directors
expressed their satisfaction with the evaluation process.
The details of the framework for performance evaluation of Independent Directors,
Board, Committees and other individual Directors are placed on the website of the company
at the link:
http://prakashwoollen.com/Home/Investors_Title?Id=18e43771-de80-4d6c-b90b-39db4c00abe5 The
details of programs for familiarization of Independent Directors with the Company, their
roles, rights, responsibilities in the Company, nature of the industry in which the
Company operates, business model of the Company and related matters are put up on the
website of the Company at the
link:http://prakashwoollen.com/Home/Investors_Title?Id=f98ebe32-6675-47f2-85e0-23bd18e315d9
REMUNERATION POLICY
The Board of Directors has revised a policy which lays down a framework in relation to
remuneration of Directors, key managerial personnel and senior management of the company.
This policy also lays down criteria for selection and appointment of Board Members.
CODE OF CONDUCT FOR BOD, KMP, SENIOR MANAGEMENT PERSONNEL
The Board of Directors has revised a code of conduct for BOD, KMPS, and Senior
Management Personnel.
AUDITORS
Statutory Auditors
The shareholders of the Company at AGM held on September 18th 2021 had
appointed M/s. A. Anand & Co., Chartered Accountants (Firm Registration No. 005147C),
as the Statutory Auditors of the Company for the 2ndterm of 3 years, i.e., from
the Forty Second Annual General Meeting of the Company to hold such office till the
conclusion of the Annual General Meeting of the Company to be held in the year 2024.
Auditors Report
The Report given by M/s. A. Anand & Co, Statutory Auditors on the financial
statement of the Company for the year ended March 2023 is part of the Annual Report. There
are no qualification, reservation or adverse remark or disclaimer in their Report. During
the year under review, the Auditors had not reported any matter under Section 143 (12) of
the Act, therefore no detail is required to be disclosed under Section 134 (3)(ca) of the
Act.
Cost Auditors
Companies (cost records and audit) (Amendment) Rules, 2015 are not applicable on the
Company for the financial year 2022–23.
Secretarial Auditor
The Board had appointed Mr. R.S. Bhatia (CP No.2514). Practicing Company Secretary, to
carry out Secretarial Audit in accordance with the provisions of Section 204 of the
Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014, for the financial year ended March 31, 2023. The Secretarial Audit
Report for the financial year ended March 31, 2023 has been obtained The observations
given in the Secretarial Audit Report are self-explanatory and does not require any
further clarifications. A copy of Secretarial Audit Report from Mr. R.S. Bhatia for
financial year ended March 31, 2023 in the prescribed Form No. MR-3 is annexed to this
report as Annexure I.
COMPOSITION OF COMMITTEES
Audit Committee
The Board of Directors of the Company has a duly constituted Audit Committee in terms
of the provisions of Section 177 of the Companies Act, 2013 read with the Rules framed
thereunder and Regulation 18 of the Listing Regulations. The terms of reference of the
Audit Committee has been approved by the Board of Directors. Composition of the Audit
Committee, number of meetings held during the year under review, brief terms of reference
and other details have been provided in the Corporate Governance Report which forms part
of this Annual Report.
The Audit Committee comprises three Non-Executive Independent Directors namely Dr.
Satish Kumar Raj (Chairman), Mr. Pramod Kumar Agarwal and Mr. Mahendra Kumar Agrawal as
other members. All the recommendations made by the Audit Committee were accepted by the
Board.
Nomination and Remuneration Committee
The Board of Directors constituted a Nomination and Remuneration Committee comprising
three Non-Executive Independent Directors namely Mr. Mahendra Kumar Agrawal as (Chairman),
Dr. Satish Kumar Raj (Member) and Mr. Pramod Kumar Agarwal (Member). The function of the
Nomination and Remuneration Committee includes recommendation of appointment of KMP(s),
Whole-time Director(s)/ Managing Director/Joint Managing Director and recommendation to
the Board of their remuneration.
A Nomination and Remuneration Committee has been constituted under section 178 of the
Companies Act 2013 read with the Rules framed thereunder and Regulation 19 of the Listing
Regulations for formulization of the criteria for determining qualifications, positive
attributes and independence of a director and recommend to the Board a policy, relating to
the remuneration for the directors, key managerial personnel and other employees.
The aforesaid policy has been posted on the Website of the
Company:-http://prakashwoollen.com/Home/Investors_Title?Id=18e43771-de80-4d6c-b90b-39db4c00abe5
Stakeholder Relationship Committee
The Board of Directors constituted a Stakeholder Relationship Committee comprising
three Non- Executive Independent Directors namely Dr. Satish Kumar Raj (Chairman), Mr.
Pramod Kumar Agarwal and Mr. Mahendra Kumar Agrawal as other members. The Stakeholder
Relationship Committee, inter alia, oversees and reviews all matters connected with the
investor services in connection with applications received and shares allotted in the
Initial Public Offer, status of refund account, conversion of partly paid shares into
fully paid shares, rematerialization and dematerialization of shares and transfer of
shares of the Company.
The Committee oversees performance of the Registrar and Transfer Agents of the Company
and recommends measures for overall improvement in the quality of investor services.
Corporate Social Responsibility Committee
The Corporate Social Responsibility (CSR) Committee comprises three Non- Executive
Independent Directors namely Dr. Satish Kumar Raj (Chairman), Mr. Pramod Kumar Agarwal and
Mr. Mahendra Kumar Agrawal as other members. The role of CSR Committee includes
formulating and recommending to the Board the CSR Policy and activities to be undertaken
by the Company, recommending the amount of expenditure to be incurred on CSR activities of
the Company, reviewing the performance of Company in the areas of CSR. During the
financial year ended 31st March, 2023, your Company has incurred a loss, so, the CSR
Expenditure is not applicable for the company. The Corporate Social Responsibility Policy
put on the Companys website at www.prakashwoollen.com at the web link:
http://prakashwoollen.com/Home/Investors_Title?Id=18e43771-de80-4d6c-b90b-39db4c00abe5
Finance Committee
The Board of Directors of the Company has a duly constituted Finance Committee in terms
of the provisions of Section 179(3) of the Companies Act, 2013 read with the Rules framed
thereunder. The terms of reference of the Finance Committee has been approved by the Board
of Directors. Composition of the Finance Committee, number of meetings held during the
year under review, brief terms of reference and other details have been provided in the
Corporate Governance Report which forms part of this Annual Report.
The Finance Committee comprises three Executive Directors namely Mr. Vijay Kumar Gupta
(Chairman), Mr. Daya Kishan Gupta and Mr. Adeep Gupta as other members.
VIGIL MECHANISM/ WHISTLE BLOWER POLICY
The Vigil Mechanism of the Company, which also incorporates a whistle blower policy in
terms of provisions of Section 177 of the Companies Act, 2013 and Rules framed thereunder
read with Regulation 22 of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, includes an Ethics & Compliance Task Force comprising senior
executives of the Company. The Company has a whistle blower policy/ vigil mechanism for
directors and employees to report genuine concerns or grievances.
The whistle Blower policy has been posted on the Website of the
Company:-http://prakashwoollen.com/Home/Investors_Title?Id=18e43771-de80-4d6c-b90b-39db4c00abe5
MEETINGS OF THE BOARD OF DIRECTORS
Six meetings of the Board of Directors were held during the financial year 2022-23 i.e.
on 28.05.2022, 18.07.2022, 10.08.2022, 11.11.2022, 06.02.2023 and 14.03.2023. The details
of the meetings of the Board held during the financial year 2022-23 forms part of the
Corporate Governance Report.
PARTICULARS OF LOANS GIVEN, INVESTMENTS MADE, GUARANTEES GIVEN AND SECURITIES PROVIDED
The Company has not given loan in terms of section 186 and has not made investment and
provided security in terms of section 186 of the Companies Act, 2013.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO
The particulars relating to conservation of energy, technology absorption, foreign
exchange earnings and outgo, as required to be disclosed under the Act, are provided in
Annexure II to this Report.
DEPOSIT
Your Company has not accepted any deposits under Chapter V of the Companies Act, 2013
but there was an outstanding loan of Rs. 2787.07 Lakhs as on 31.03.2023 from State Bank of
India, Revenue received in advance of Rs.1026.93 lakh from customers and unsecured
borrowing of Rs. 600.00 lakh from prompters-directors of the company namely Adeep Gupta
HUF, Mrs. Anita Gupta, Ashish Gupta HUF, Daya Kishan Gupta HUF, Mr. Aditya Gupta, Kapil
Gupta HUF, Mrs. Reetika Gupta, Mrs. Rajni Gupta, Mrs. Shalini Gupta, Vijay Kumar Gupta
HUFwhich is exempted as deposit under clause (c) of sub rule 1 of rule 2 of
Companies(Acceptance of Deposit) Rules, 2014.
EXTRACT OF ANNUAL RETURN ANNUAL RETURN
Pursuant to Sec 92(3) of the Companies Act, 2013 read with Rule 12 of the Companies
(Management and Administration) Rules, 2014, the copy of Annual Return of 2022-2023can be
accessed at Companys website athttp://prakashwoollen.com/Home/
Investors_Title?Id=8cf54a6e-f657-4139-87ec-767efc50f94e
PREVENTION OF SEXUAL HARASSMENT AT WORKPLACE
The Company has constituted Internal Complaints Committee (ICC) known as Prevention of
Sexual Harassment (POSH) Committee to enquire in to complaints of Sexual Harassment and
recommend appropriate action. The Company has not received any complaint of sexual
harassment during the financial year 2022-23.
Your Directors state that during the financial year ended March 31, 2023 under review,
there were no cases filed pursuant to the Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013.
PARTICULARS OF EMPLOYEES
The information required under Section 197 of the Act read with rule 5(1) of the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are given
below: a. The ratio of the remuneration of each director to the median remuneration of the
employees of the Company for the financial year:
| Non-executive directors |
Ratio to median Remuneration |
| Mr. Pramod Kumar Agarwal |
0.10 |
| Mr. Mahendra Kumar Agarwal |
0.12 |
| Mr. Satish Kumar Raj |
0.12 |
| Mrs. Rajni Gupta |
0.01 |
Mr. Ved Prakash Gupta (resigned w.e.f. 20.07.2022) |
0.00 |
| Executive directors |
Ratio to median Remuneration |
| Mr. Vijay Kumar Gupta |
15.83 |
| Mr. Daya Kishan Gupta |
15.83 |
| Mr. Adeep Gupta |
15.53 |
b. The percentage increase in remuneration of each director, chief executive officer,
chief financial officer, company secretary in the financial year:
| Directors, Chief Executive Officer, Chief Financial Officer and Company
Secretary |
% increase in remuneration in the financial year |
| Mr. Vijay Kumar Gupta |
0.00 |
| Mr. Daya Kishan Gupta |
0.00 |
| Mr. Adeep Gupta |
- 0.85 |
| Mrs. Rajni Gupta |
0.00 |
| Mr. Ved Prakash Gupta (resigned w.e.f. 20.07.2022) |
0.00 |
| Mr. Pramod Kumar Agarwal |
12.50 |
| Mr. Mahendra Kumar Agarwal |
23.53 |
| Mr. Satish Kumar Raj |
10.53 |
| Ms. Ruchi Gupta (resigned w.e.f. 14.03.2023) |
- 3.23 |
Remuneration of Independent Director is sitting fees. c. The percentage increase in the
median remuneration of employees in the financial year: - 12.53% d. The number of
permanent employees on the rolls of Company: 419
e. Average percentile increase already made in the salaries of employees other than the
managerial personnel in the last financial year and its comparison with the percentile
increase in the managerial remuneration and justification thereof and point out if there
are any exceptional circumstances for increase in the managerial remuneration:
The average annual increase was around - 10.73%.
Increase in the managerial remuneration for the year was - 1.43%.
f. Affirmation that the remuneration is as per the remuneration policy of the Company:
The Company affirms remuneration is as per the remuneration policy of the Company.
Information Pursuant to compliance of Section 197 of the Act read with rule 5(2) of the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.
S. No |
Name of The Employee |
Designation |
Nature of Employment |
Educational Qualification |
Age |
Experience (in years) |
Date of Joining |
Remuneration Paid () |
Whether employee is relative of Director |
1 |
Vijay Kumar Gupta |
Whole Time Director & CFO |
Permanent |
Commerce Graduate |
71 |
44 |
23/08/1979 |
7200000 |
Brother of Mr. Daya Kishan Gupta, Mr. Ved Prakash Gupta, Uncle of
Mr.Adeep Gupta and Brother in law of Mrs. Rajni Gupta |
2 |
Daya Kishan Gupta |
Managing Director |
Permanent |
Commerce Graduate |
75 |
44 |
01/09/2022 |
7200000 |
Brother of Mr. Vijay Kumar Gupta, Mr. Ved Prakash Gupta, Uncle of Mr.
Adeep Gupta and Husband of Mrs. Rajni Gupta |
3 |
Adeep Gupta |
Whole Time Director |
Permanent |
Commerce |
52 |
26 |
15/06/2022 |
7200000 |
Son of Late Mr. Jai Kishan Gupta and nephew of Mr. Vijay Kumar Gupta,
Mr. Daya Kishan Gupta, Mr. Ved Prakash Gupta and Mrs. Rajni Gupta |
4 |
Kapil Gupta |
Vice President-Sales & Marketing |
Permanent |
M.Com |
49 |
23 |
01/06/2004 |
2610000 |
Son of Mr. Daya Kishan Gupta |
5 |
Ashish Gupta |
Vice President- Finance |
Permanent |
Commerce Graduate |
45 |
19 |
01/07/2004 |
2610000 |
Son of Mr. Vijay Kumar Gupta |
6 |
Sanjay Kumar Agarwal |
Manager- Plant & Operations |
Permanent |
Mechanical Engineer-B.E |
63 |
37 |
01/12/2021 |
2292500 |
NIL |
| 7 |
Praveen Gupta |
Manager Accounts |
Permanent |
B.Com, FCA |
63 |
37 |
01/08/2020 |
199500 |
NIL |
8 |
Omkar Dongre |
General Manager |
Permanent |
Diploma in Industrial Management |
65 |
42 |
01/09/2020 |
205133 |
NIL |
GENERAL DISCLOSURES
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 year under review:
1. Details relating to deposits covered under Chapter V of the Act.
2. Issue of equity shares with differential rights as to dividend, voting or otherwise.
3. Issue of shares (including sweat equity shares/ ESOP) to employees of the Company
under any scheme.
4. Neither the Managing Director nor the Whole–time Directors of the Company
receive any remuneration or commission from any of its subsidiaries.
5. No significant or material event/matter
6. Orders were passed by the Regulators or Courts or Tribunals which impact the going
concern status and Companys operations in future.
ACKNOWLEDGEMENT
Your Directors would like to express their sincere appreciation for the assistance and
co–operation received from the financial institutions, banks, Government authorities,
customers, vendors and members during the year under review.
Your Directors proudly acknowledge the contribution and hard work of the employees of
the Company and its subsidiaries at all levels, who, through their competence, hard work,
solidarity and commitment have enabled the Company to achieve consistent growth.
|
For and on behalf of the CSR Committee |
|
|
Satish Kumar Raj |
Daya Kishan Gupta |
| Place: Vill Amhera (J.P.Nagar) |
Chairman |
Managing Director |
| Date : 20th July 2023 |
DIN: 00852221 |
DIN: 00337569 |
+91-9892691696
