sanjivani paranteral ltd Directors report


Dear Members

Your Directors are presenting herewith the 29th Annual Report together with the Audited statement of accounts for the Financial year ended March 31,2023.

FINANCIAL RESULTS

(Rs. in lakhs)

PARTICULARS AS AT 31.03.2023 AS AT 31.03.2022
Sales & Other Income 3604.51 3085.59
PBID 619.07 596.92
Interest 35.87 21.32
Depreciation 88.77 87.74
PBT 494.43 487.86
PAT 451.15 484.64

PERFORMANCE AND BUSINESS REVIEW

During the year under review, Company has achieved the turnover of Rs.3604.51 Lakh and PAT of Rs. 451.15 Lakh as against turnover of Rs.3085.59 Lakh and PAT of Rs.484.64 Lakh for the corresponding previous year.

DIVIDEND

The Directors do not recommend any dividend for the financial year ended March 31,2023.

TRANSFER TO RESERVES:

There has been no transfer to reserves out of the amount available for appropriation.

CHANGE IN THE NATURE OF BUSINESS:

There was no change in the general nature of business of your Company. SUBSIDIARY/ASSOCIATE COMPANY etc.

The Company do not have any Subsidiary, Joint Venture or Associate Company.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186:

There are no loans, guarantees or investments as specified under Section 186 of the Companies Act, 2013.

RELATED PARTY TRANSACTIONS:

All transactions entered with Related Parties for the year under review were on arms length basis and in the ordinary course of business and that the provisions of Section 188 of the Companies Act, 2013 and the Rules made thereunder are not attracted. Thus, disclosure in form AOC-2 in terms of Section 134 of the Companies Act, 2013 is not required. Further, there are no material related party transactions entered during the year under review with the Promoters, Directors or Key Managerial Personnel. All Related Party Transactions, if any, are placed before the Audit Committee

EXTRACT OF ANNUAL RETURN:

The provisions of section 134 of Companies Act, 2013 were amended vide Companies Amendment Act, 2017 and the said amendment was brought in force w.e.f. 31st July 2018. Accordingly, the requirement of attaching the extract of Annual Return, in format MGT -9 with the Directors Report has been dispensed off and the same needs to be posted on the Companys website, if any, and a link is to be given in the Directors Report.

Accordingly, the same will be placed on the website of the Company.

DETAILS OF COMPANYS CORPORATE SOCIAL RESPONSIBILITY

The Company is not required to constitute a Corporate Social Responsibility Committee as it does not fall within purview of Section 135(1) of the Companies Act, 2013 and hence it is not required to formulate policy on corporate social responsibility.

MANAGEMENT DISCUSSION AND ANALYSIS:

Global Overview

As per the World Economic Outlook (WEO) Update, global growth is anticipated to decline from an estimated 3.5 percent in 2022 to 3.0 percent in both 2023 and 2024. The rise in central bank policy rates in order to combat inflation continues to impact and burden economic activity. Global headline inflation is projected to fall from 8.7 percent in 2022 to 6.8 percent in 2023. The silver lining is that inflation could fall faster than expected, leading to loosening the need for a tight monetary policy. In most economies, the focus continues to be achieving sustained disinflation, while maintaining financial stability.

Indian Economy

As per the latest Government data, Indias GDP has grown by 6.1 per cent in the fourth quarter of Fy 2023. For the entire FY 2023, the growth rate has been 7.2 per cent, reaffirming Indias economic resilience in the face of geopolitical tensions and the shock waves of the last three fiscals. Indias GDP has reached $3.75 trillion in 2023, from around $2 trillion in 2014; moving from the tenth largest to the fifth largest economy in the world, having being called "a Bright Spot in the global economy" by the Ministry of Finance.

Pharmaceutical Industry

The importance of exemplary research and development in combating and containing the pandemic has created a defining precedent also for other treatment procedures. In line with this, the pharma sector is poised for robust growth on the back of extensive research and development, coupled with the introduction of innovative treatments for patients. In the recent past, there has been a dynamic shift in focus for the pharma sector, where it has transitioned from being volume-driven to reinventing itself and delivering far-reaching value to customers across geographies.

The Global pharmaceutical markets estimated value stands at a whopping USD 1 trillion. Apropos of this uptrend, the Indian pharmaceutical market is also expected to scale up to USD 130 billion by the end of 2030. At present, the Indian pharma industry ranks third globally in pharmaceutical production by volume and is known for its generic medicines and low-cost vaccines. The sector contributed to around 1.32 percent of the Gross Value Added (at 2011-12 constant prices) of the Indian economy in 2020-21.Generic drugs, over-the-counter medications, bulk drugs, vaccines, contract research and manufacturing, biosimilars, and biologics are some of the major segments of the industry. India has the largest number of pharmaceutical manufacturing facilities that are in compliance with the US Food and Drug Administration (USFDA) and has 500 API producers that make for around 8 percent of the worldwide API market. Currently, the pharma segment contributes to around 1.72 percent of the countrys GDP.

The Injectable Drugs Market size is expected to grow from USD 529.88 billion in 2023 to USD 762.48 billion by 2028, at a CAGR of 7.55 percent during the forecast period (2023-2028). The North American market is expected to dominate the injectable drugs market over the forecast period, owing to the high prevalence of chronic diseases, such as cancer, diabetes, and cardiovascular diseases, robust healthcare infrastructure, and major players in the region.In addition, the increasing number of novel product launches, huge investments in R&D, and the increased adoption of injectable drugs in hospitals to treat different types of cancer are also contributing to the market growth in the region.

The Global Oral Solid dosage (OSD) Contract Manufacturing Market is forecasted to grow by USD 11.57 billion during 2022-2027, accelerating at a CAGR of 6 percent during the forecast period. The market is driven by patent expiry and an increasing demand for generic drugs, prompting a growing need to focus on core competencies, and availability of cost-efficient resources in emerging markets.

The Global nutraceuticals market is huge, standing approximately at USD 117 billion. According to the Ministry of Food Processing Industry, Indias nutraceutical market is enroute to becoming a global leader at USD 4-5 billion, and is expected to grow approximately to USD 18 billion by 2025. The said industry is also well-equipped to step up and combat health issues in the country amidst the ongoing after-effects of the pandemic, in addition to significantly contributing to Indias GDP.

Company Overview

Sanjivani Paranteral is a WHO-GMP certified core pharmaceutical company and a pioneer in the manufacturing of injectables and oral solids with an extensive experience spanning two- and-a-half-decades. The Company primarily focuses on life-saving drugs and has exports to over 25 countries, while catering to the needs of a vast geographic area through two WHO-GMP certified manufacturing facilities in Mumbai and Dehradun. The Company has a dedicated quality assurance team that uses the strictest regulatory measures possible to ensure quality and eliminate margin of error. These core competencies have worked as Sanjivanis greatest competitive advantages. The Company has 2 major opportunities, has signed joint venture with HAL & with a company in Czech Republic for Nutraceuticals which will help company to grow in near future. Also, the Company has plans to revamp the existing plants, which will help the

Company to achieve much higher market value for the same products and will also make it easy for the Company to enter new markets.

RISK MANAGEMENT POLICY

The Board has been vested with specific responsibilities in assessing of risk management policy, process and system. The Board has evaluated the risks which may arise from the external factors such as economic conditions, regulatory framework, competition etc. The Executive management has embedded risk management and critical support functions and the necessary steps are taken to reduce the impact of risks. The Independent Directors expressed their satisfaction that the systems of risk management are defensible.

INTERNAL FINANCIAL CONTROLS

The Company has in place adequate systems of Internal Control to ensure compliance with policies and procedures which is commensurate with size, scale and complexity of its operations.

HUMAN RESOURCES

In any organization communication with employee is a key determinant factor of success your company believes that employees are the most valued assets for success and growth of the Company. Your Company had implemented internet network for communication between management and employees for enhanced accessibility and transparency. Company has also initiated many morale building programs to strengthen their self-belief which further benefits the Company.

DEPOSITS

The Company has not accepted any deposit within the meaning of the Chapter V to Companies Act, 2013. Further, no amount on account of principal or interest on deposit was outstanding as at the end of the year under report.

DISCLOSURES UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE PREVENTION, PROHIBITION & REDRESSAL) ACT, 2013

In order to prevent sexual harassment of women at work place a new act The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 has been notified on 9th December 2013. Under the said Act every company is required to set up an Internal Complaints Committee to look into complaints relating to sexual harassment at work place of any women employee.

Company has adopted a policy for prevention of Sexual Harassment of Women at workplace and has set up Committee for implementation of said policy. During the year, the Company has not received any complaint of harassment

DIRECTORS AND KEY MANAGERIAL PERSONNEL:

(A) Independent Directors:

The Company as on March 31,2023 has three Independent Directors on Board as follows:

1. Mrs. Monika Amit Singhania

2. Mr. Shrenikkumar Parasmalji Solanki

3. Mrs. Mrunmai Mahendra Sarvankar

All Independent Directors have furnished declarations that they meet the criteria of Independence as laid down under section 149 of the Companies Act, 2013.

The Company has received declarations with respect to independence from all the Independent Directors of the Company.

A separate meeting of the Independent Director was convened on February 14, 2023, which reviewed the performance of the Board, the Non Independent Directors and the Chairman.

(B) Cessation of Directors:

There was no cessation of Directors during the year under review.

(C) Retire by Rotation:

In accordance with the provisions of Section 152 of the Companies Act, 2013 and the Companys Articles of Association, Mr. Srivardhan Ashwani Khemka, Director retires by rotation at the forth coming annual general meeting and being eligible to offer himself for re- appointment.

Details of Directors seeking appointment / reappointment at the forthcoming Annual General Meeting are annexed to the Notice convening the Annual General Meeting and forms part of the Annual Report.

(D) Key Managerial Personnel:

As on March 31,2023 the following are the Key Managerial Personnel:

i. Mr. Ashwani Khemka - Managing Director;

ii. Mr. Hitesh Khona - Chief Financial Officer;

iii. Ms. Ritu Puglia - Company Secretary

(E) Code of Conduct:

The Directors and senior management personnel has Complied with the Code of Conduct of the Company.

ANNUAL EVALUATION OF DIRECTORS, BOARD AND CHAIRMAN

Pursuant to the provisions of the Companys Act, 2013, a structured questionnaire was prepared after taking into consideration of the various aspects of the Boards functioning, composition of the Board and its Committees, culture, execution and performance of specific duties, obligations and governance.

The performance evaluation of the independent Directors was completed. The performance evaluation of the Chairman and the Non-independent Directors was carried out by the independent Directors. The Board of Directors expressed their satisfaction with the evaluation process.

NUMBER OF MEETINGS OF THE BOARD AND AUDIT COMMITTEE:

The Company has held 6 ( Six) Board Meetings during the year under review on 17th May 2022, 8th August 2022, 14th November 2022, 8th December 2022, 31st January 2023 and 14th February 2023.

The Company has held 4 (Four) Audit Committee Meetings during the year under review on 17th May 2022, 8th August 2022, 14th November 2022 and 14th February 2023 .

WHISTLE BLOWER POLICY:

The Company has a whistle blower policy to report genuine concerns or grievances.

VIGIL MECHANISM:

Company established a vigil mechanism pursuant to the provisions of section 177(9) & (10) of the Companies Act, 2013 and as per Clause 49 of the Listing Agreement for their directors and employees to report their genuine concerns or grievances., which also incorporates a whistle blower policy in terms of the Listing Agreement, includes an Ethics & Compliance Task Force comprising senior executives of the Company. Protected disclosures can be made by a whistle blower through an e-mail, or dedicated telephone line or a letter to the member of Audit committee or to the Chairman of the Audit Committee.

STATEMENT OF DIRECTORS RESPONSIBILITY

Pursuant to Section 134(3) (c) of the Companies Act, 2013, the Directors confirm that:

(a) in the preparation of the annual accounts for the financial year ended 31st March, 2023, the applicable accounting standards and Schedule III of the Companies Act, 2013, 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 your Company as at 31st March, 2023 and of the profit and loss of the Company for the financial year ended 31st March, 2023;

(c) proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(d) the annual accounts have been prepared on a ‘going concern basis;

(e) proper internal financial controls laid down by the Directors were followed by the Company and that such internal financial controls are adequate and were operating effectively; and

(f) proper systems to ensure compliance with the provisions of all applicable laws were in place and that such systems were adequate and operating effectively.

CORPORATE GOVERNANCE

The paid-up capital of the Company is less than Rs. 10 Crores and the Net-worth of the Company is less than 25 Crores as on the last day of the previous financial year.

Pursuant to regulation 15(2) of SEBI (LODR) Regulations, 2015 the compliance with the corporate governance provisions as specified in regulations 17, 18, 19, 20, 21,22, 23, 24, 24A, 25, 26, 27 and clauses (b) to (i) of sub-regulation (2) of regulation 46 and para C , D and E of Schedule V SHALL NOT apply, in respect of those listed entities whose paid up equity share capital does not exceed rupees ten crore and net worth does not exceed rupees twenty five crore, as on the last day of the previous financial year. Accordingly, your company is exempt from attaching Corporate Governance report.

AUDITORS AND AUDITORS REPORT:

STATUTORY AUDITOR

M/s. R.B. Gohil & Co., Chartered Accountants, were appointed for a period of 5 years from the financial period year 01-04-2022 till 31-03-2027.

Further, there is no qualification, adverse remark or observation in their audit report. No instance of fraud was reported by the Auditors during the year

The Company has received Eligibility certificate letter from M/s. R.B. Gohil & Co., Chartered Accountants, to the effect that their appointment, is within the prescribed limits under Section 141(3)(g) of the Companies Act, 2013 and that they are not disqualified for appointment

COST AUDITOR

Pursuant to the provisions of the Section 148 of the Companies Act, 2013 read with the Companies ( Cost Records and Audit) Rules,2014, the Company is required to maintain cost records for FY 2022-2023 as per Rule 3 of the Companies ( Cost Records and Audit) Rules,2014, however Cost Audit is not applicable for the Fy 2022-2023 as the Company does not meet the criteria specified in Rule 4(1) of the Companies ( Cost Records and Audit) Rules,2014.

SECRETARIAL AUDITOR

Pursuant to the provisions of Section 204 of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, your Company has appointed Mr. Mohd. Akram, Practicing Company Secretary to conduct the Secretarial Audit of your Company. The Secretarial Audit Report is annexed herewith as "Annexure - A" to this Report.

PARTICULARS OF EMPLOYEES

The Company does not have any employee whose particulars are required to be given pursuant

to Rule, 5(2) of The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 in respect of employees of the Company

SIGNIFICANT/MATERIAL ORDERS PASSED BY THE REGULATORS:

There are no significant / material orders passed by the Regulators or Courts or Tribunals impacting the going concern status of your Company and its operations in future.

PERSONNEL:

Industrial relations at the Companys factory and other establishments remained cordial during the year. We appreciate the contribution made by the employees.

GENERAL:

Your Company does not have any ESOP scheme for its employees/Directors. DISCLOSURES

A) CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO:

Additional information as required in terms of the provisions of Section 134 of the Companies Act, 2013 read with the Companies (Accounts) Rules,2014 in respect to above matters is given below:

Power and Fuel Consumption 2022-23 2021-22
1. Gas and Electricity
a) (1) Gas - -
(2) Electricity
Unit 975084 684751
Total Amt. (Rs.) 7379344 6753238
Average Rate / Unit 7.568 9.862
b) (1) Own Generation

-

-

2. Coal - -
3. Furnace Oil, LSHS & L.D.O.
Quantity (Ltrs) 41392 38051
Total Amt. (Rs.) 3613654 2842284
Average Rate / Unit 87.30 74.697
4. Other/Internal Generation - -

B. RESEARCH & DEVELOPMENT

The Company has no specific Research and Development Department. However, the Company is outsourcing the R&D work for the development of new monocular and also has a in- house Quality Control Department to check the quality of different products manufactured.

C. FOREIGN EXCHANGE EARNINGS AND OUTGO:

Total Foreign exchange used and Earned (In Rs.)

Particulars For the year ended March 31
2023 2022
Used 1,25,02,273 62,38,286
Earned 22,65,26,936 19,68,58,616

ACKNOWLEDGEMENT:

Your Board of Director is grateful to the Companys Shareholders, Bankers, Government Authorities, Customers, Suppliers, Distributors, and Business Associates for their continued and valued support. The Directors also wish to place on record their appreciation to Ccompanys personnel at all levels for the contribution made by them towards the working of your Company.

Place: Mumbai For and on behalf of the Board of Directors
Date: July 24, 2023 ASHWANI KHEMKA
Chairman