Readymix Construction Machinery Ltd Directors Report

Dear Members,

Your Directors are pleased to present the 11^th annual report of the company along with the audited Financial Statements for the year ended 31^st March, 2023.

1. Financial Results of our operations:

(Amount in Rounded off to Hundred)

PARTICULARS	31st March 2023	31st March 2022
Total Revenue	5,499,689.58	4,782,619.76
Total Expenditure	5,117,037.82	4,598,834.70
Profit before exceptional and extraordinary items and Tax	3,82,651.76	1,83,785.06
Tax Expenses: Current Tax	87,433.38	50,609.00
Deferred Tax	4,515.18	(60.84)
Net Profit/(Loss) After Tax	2,90,703.20	1,33,236.90

The Company has sufficient means of internal financial control for preparing the Financial Statements.

2. Web Address: www.readymixconstructionmachinerypvtltd.com

3. State Of Companys Affairs:

The Directors of the Company are of the opinion that the future of the company is promising, primarily because of projections of the business of the company and the developments taking place in the segment in which company operates.

The directors of the company are continuously looking for avenues for further growth of the Company and are evaluating various areas where it can fetch good returns for the company in the years to come.

Further during the year under review there was no change in the. nature of business of the Company.

4. Material changes and commitments affecting the financial position from the end of the financial year to the date of this report:

There were nb material changes and commitments affecting the financial position from the end of the financial year to the date of this report.

5. Transfer to Reserves:

During the financial year 2022-23, the company did not proposed any amount to be transferred to any reserves.

6. Risk Management Policfr:

The Company has risk management framework which covers practices relating to Companys enterprise and also the identification, analysis, evaluation, treatment, mitigation and monitoring of the strategic, financial, credit, market, liquidity, security, property, IT, legal, regulatory, reputational and other risks and there is an adequate risk management infrastructure in place capable of addressing those risks.

During the last financial year, the Companys risk management practices were primarily focuses on the effectiveness of strategic programs in improving our competitive position which provides unique place to the Company in todays competitive business world, our good team of dedicated employees and professionals always prepared to address any incidents that may cause business disruptions to our physical and technological model, strengthening internal control to detect fraudulent activity, leadership development and monitoring possible impact of changes in our regulatory environment.

During the year, the Company has carried annual risk survey across the organizations to get inputs of key risks in achieving business objectives, their impact on growth and mitigation actions to minimize such impact. The Company also regularly assess business environment including external as well as internal indicators along with assessments by market segments, growth of top clients, monetary risk and credit risk.

The Company has made a comprehensive approach to risk management, fully integrating risk management with strategic, financial and customer management so that goals and responsibilities are aligned across the Company.

The Board manages risk systematically across the entire enterprise as well as at the business and transaction level. This comprehensive approach is designed to ensure that risk based decision-making is appropriate at all levels of the organization.

7. Dividend:

Considering the future growth plans of the Company, the Board of Directors do not recommend any dividend for the financial year ended 31^st March 2023.

8. Share Capital:

The Authorised Share Capital of the company was Rs. 50,00,000/- comprising of 5,00,000 equity shares of Rs 10/- each and paid up equity share capital of the Company was Rs. 46,45,000/- comprising of 4,64,500 equity shares of Rs 10/- each as on 31^st March, 2023.

The company did not issue shares with differential voting rights nor sweat equity nor granted employee stock option scheme during the financial year under review. During the year under review, the company has not launched any scheme for the provision of money for purchase of its own shares by employees or by trustees for the benefit of employees.

There was no change in the composition of directors during the year under review. a) The present Board consists of:

Sr. Name	Designation	Director Identification Number (DIN)
01. Mr. Atul Jagannath Kulkarni	Director	05151943
02. Mr. Anand Suresh Watve	Director	05151936
03. Mr. Prashant Balasaheb Kanikdale	Director	05151954

b) Number and Details of Board meetings :

During the year ended on 31^st March 2023, 8 (Eight) Board Meetings were duly held as per the provisions of the companies Act 2013. Details of meetings are given below:

Sr. No	Date of board meeting	Name of Directors and their attendance in each board meeting
		Mr. Atul Kulkarni	Mr. Anand Watve	Mr. Prashant Kanikdale
1	19/04/2022	Present	Present	Present
2	23/05/2022	Present	Present	Present
3	30/06/2022	Present	Present	Present
4	24/08/2022	Present	Present	Present
5	06/09/2022	Present	Present	Present
6	15/12/2022	Present	Present	Present
7	20/02/2023	Present	Present	Present
8	10/03/2023	Present	Present	Present

The intervening gap between the Meetings was within the period prescribed under the Companies Act, 2013.

Pursuant to the provisions contained in Section 134(5) of the Companies Act, 2013, your Directors confirm that:

(i) in the preparation of the annual accounts for the year ended 31^st March 2023, the applicable accounting standards have been followed along with proper explanation relating to material departures.

(ii) the directors had 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 at the end of the financial year and Profit of the company for that period,

(iii) the directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities,

(iv) the directors have prepared the annual accounts on a going concern basis.

(v) the directors have devised proper systems to ensure compliance with the provisions of all the applicable laws and that such systems were adequate and operating effectively.

11.Independent Directors:

The provisions of Section 149 in respect of appointment of Independent Directors are not applicable to the Company. Consequently, the provisions of Section 149 (6) in respect of obtaining Statement of Declaration from Independent Directors do not apply to the Company.

12.Statutory Auditors:

At the annual general meeting of the company held on 31^st December 2020.M/s. BSMART AND ASSOCIATE LLP, Chartered Accountants, Pune (Firm Registration No. 121181W/W-100011) were appointed as statutory auditors of the company for a term of five years (2020-21 to 2024-25) to hold office upto the conclusion of the annual general meeting of the Company to be held in the year 2025-26 and in the terms of first proviso of section 139 of the Companies Act 2013. They have confirmed that they are not disqualified from continuing as Auditors of the Company.

The company is not required to appoint internal auditor and cost auditor.

Auditors Report

The Notes on financial statement referred to in the Auditors Report are self-explanatory and do not call for any further comments. The Auditors Report does not contain any qualification, reservation or adverse mark.

13. Fraud Reporting bv Auditors:

The Auditor of the company in the course of the performance of his duties as auditor has not found any fraud committed by its officers or employees during the financial year 2022-23.

However, no fraud reporting made by the Auditor to the Board of Directors of the company under section 143(12) of the Companies Act, 2013.

14. Annual Return:

The company shall place the Annual return of the company on its website as per section as per section 92(3) and section 134 (3)(a) which is applicable vide companies Amendment Act, 2017 Notification dated 31^st July 2018.

15. Particulars of Loans. Guarantees or Investments (Section 186V.

The Company has not granted any loan, given guarantee or made an investment under section 186 of the Companies Act, 2013, during the year ending on 31^st March 2023.

16. Particulars of Contracts or Agreements with Related Parties (Section 1881:

As required pursuant to section 134 (3) (h) of the Companies Act, 2013 and rule 8(2) of the Companies (Accounts) Rules, 2014, a Form AOC-2 is enclosed as Annexure - II as a part of this Boards Report.

17. Unsecured loans accepted from Directors or their relatives:

Sr. PARTICULARS	AMOUNT IN RS.
a) From Directors :	-
b) From Relatives of Directors:	-
c) Inter Corporate:	-

The outstanding balance of the unsecured loans, as on 31^st March, 2023 is Rs.

11,00,000/-

18.Particulars of Employees:

During the year under review the Company had no employee as specified under rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

19.Conservation of Energy. Technology Absorption and Foreign Exchange

Earnings and Outgo:

The management of your company would like to share the highlights of its performance review on the conservation of energy, technology absorption, foreign exchange earnings and outgo, as below:

A. CONSERVATION OF ENERGY:

(i) Steps taken or impact on conservation of energy: Energy conservation dictates how efficiently a Company can conduct its business operations. And the Company has understood the value of energy conservation in decreasing the deleterious effects of global warming and climate change. Whereas the Company is running its business by optimal use of energy, which providing the Company and its management the new challenging task to perform.

(ii) Steps taken bv the company for utilizing alternate sources of energy: The Company makes every possible effort to save the energy. It makes timely maintenance of accessories used in providing services to make optimum utilization of electricity. As a result, the electricity bill of the Company is stabilized and controlled.

(iii) Capital investment on energy conservation equipments: The Company found enough system and equipment; hence it was not required to make additional investment on energy conservation related equipments.

B. TECHNOLOGY ABSORPTION:

(i) The Company has started its business operations effectively, whereas no such new technology was absorbed.

(ii) The Company was not required to import any technology related equipment during the period under review.

(iii) The Company is running its business operations effectively, and in this regards, the management has also hired a good team of technical professionals into its business profile, who always work for an improvement of Companys business objectives. The Company was not required to have separate department of research and development activities as of now.

C. FOREIGN EXCHANGE EARNINGS & OUTGO:

Foreign exchange earned in terms of actual inflows during the year and the foreign exchange outgo during the year in terms of actual outflows is given below:

Sr. No. Particulars	Amount (In Rs.)
01. Foreiqn exchange earnings	NIL
02. Foreiqn exchange expenditure	NIL

20. Deposits:

The Company has not accepted any deposits within the meaning of section 73 of the Companies Act, 2013 during the year ending on 31^st March 2023.

21. Particulars of subsidiaries, joint ventures and associate companies:

The Company does not have any Subsidiary, Joint venture or Associate Company. 22.Siqnificant or Material Orders:

During the year ending on 31^st March 2023 no regulator or court or tribunal has passed any order impacting the going concern status of the company and its operations in future.

23. Corporate Social Responsibility (CSR):

The Company was not required to constitute Corporate Social Responsibility (CSR) committee and comply with requirements of section 135 of the Companies Act, 2013 and the rules made thereunder.

24. Viqil Mechanism:

The provisions of Section 177 of the Companies Act, 2013 read with Rule 6 and 7 of the Companies (Meetings of Board and its Powers) Rules, 2014 are not applicable to the Company.

25. Nomination & Remuneration Policy:

The provisions in respect of developing and implementing a policy on directors appointment and remuneration including criteria for determining qualifications, positive attributes, independence of a director and other matters as stated under section 178(3) of the Companies Act,2013 are not applicable to the company. ....

26. Performance Evaluation:

The provisions of carrying out performance evaluation of the Board, Committees and Individual Directors are not applicable to the Company.

27. Disclosure under the Sexual Harassment of Women at Workplace (Prevention. Prohibition and Redressal) Act. 2013:

The Company has in place an Anti-Sexual Harassment Policy in line with the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. Internal Complaints Committee (ICC) has been set up to redress complaints received regarding sexual harassment. All employees (permanent, contractual, temporary, trainees) are covered under this Policy. The Policy is gender neutral.

The Company is fully committed to maintain the dignity of every women working in the Company. The Sexual Harassment Policy implemented by the Company provides for protection against sexual harassment of women at workplace and for prevention and for redressal of such complaints:

Particulars	Nos.
Number of complaints pending as on the beginning of the financial year	Nil
Number of complaints filed during the financial year	Nil
Number of complaints pending as on the end of the financial year	Nil

28. Secretarial Standards :

The Board of Directors of the Company have observed and followed all the applicable Secretarial Standards under Section 118 of the Companies Act, 2013 as issued by Institute of Company Secretaries of India, during the Financial Year ended 31^st March, 2023

29.1nternal Financial Controls:

The Company has in place an adequate internal financial controls with reference to financial statements, During the year, such controls were tested and no reportable material weaknesses in the design or operation were observed.

The Board of Directors is regularly reviewing the progress reports for the audit carried out in all the key areas of the operations. Additionally the Board of Directors approves all . the audit plans and reports for significant issues raised by the Auditors of the Company. Regular reports on the business development, future plans and projections are^g-w^Puto the Board of Directors. A

30. Details of application made or anv proceeding pending under the Insolvency and Bankruptcy Code, 2016 (31 of 2016) during the year along with their status as at the end of the financial year;

The Company has not made any application and there are no pending proceedings under the Insolvency and Bankruptcy Code, 2016 (31 of 2016), during the financial year under review.

31. Details of difference between amounts 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 thereof:

The Company has not done any one- time settlement during the financial year under review,

32. Acknowledgement:

The directors wish to convey their gratitude and place on record their appreciation for all the employees at all levels for their hard work, valuable contribution and dedication during the year.

The Directors also wish express their deep sense of appreciation to Customers, Shareholders, Vendors, Bankers, Business Associates, Regulatory and Government Authorities for their consistent support.

FOR AND ON BEHALF OF BOARD OF DIRECTORS
READYMIX CONSTRUCTION MACHINERY PRIVATE LIMITED
ATUPKULKARNI	ANAND WATVE	PRASHANT KANIKDALE
DIRECTOR	DIRECTOR	DIRECTOR
DIN: 05151943	DIN: 05151936	DIN: 05151954
ADD: FLNO 704, RAHUL PARK, WARJE MALWADI, SNO 80/3/2, NR ATUL NAGAR, PUNE 411058	ADD: M 201, BALWANTPURAM SAMRAJYA, SHIVTIRTHNAGAR PAUD ROAD KOTHRUD, PUNE 411038	ADD: FL NO-102, 1st FLR, TRIMURTI SANGAM, NR MAJOR RANE SCHOOL, BHAGAT MARG, SANGAMWADI, PUNE 411003
PLACE: PUNE
DATE: 27/09/2023		f w\