smartlink holdings ltd share price Directors report


TO

THE MEMBERS,

The Directors of your Company are delighted to present the 30th Annual Report along with the audited financial statements for the financial year ended March 31, 2023. The consolidated performance of the Company and its subsidiaries has been referred to wherever required.

1. FINANCIAL PERFORMANCE

Key highlights of standalone and consolidated financial performance for the year ended March 31, 2023, are summarized as under:

(Amount in INR lakhs)

Standalone Consolidated
Particulars 2022-23 2021-22 2022-23 2021-22
Revenue from operations 954.49 909.37 16,305.26 7,950.18
Other Income 150.69 2,819.64 128.68 92.96
Total Income 1,105.18 3,729.01 16,433.94 8,043.14
Profit before depreciation, finance cost, tax expenses and 139.88 3,062.57 653.73 1,048.85
exceptional items
Less: Depreciation and Amortization expenses 102.22 108.31 298.60 239.46
Less: Finance cost 16.69 16.70 171.91 70.86
Profit before exceptional items and tax 20.97 2,937.56 183.22 738.53
Exceptional income/ (expense) 2,091.57 -- 2,091.57 --
Profit/Loss before tax 2,112.54 2,937.56 2,274.79 738.53
Less: Tax expenses
a) Current tax 334.89 108.42 334.89 108.42
b) Deferred tax 53.29 (73.11) 65.68 (408.39)
c) Adjustment of tax of earlier years (49.72) 6.90 (49.72) 6.90
Profit/Loss after Tax 1,774.08 2,895.35 1,923.94 1,031.60
Other Comprehensive Income (Net of tax) 3.45 (2.32) (29.37) (13.68)
Total Comprehensive Income 1,777.53 2,893.03 1,894.57 1,017.92
Earnings Per Share (INR) 17.79 27.59 19.29 9.90

Note: The standalone and consolidated financial statements of the Company for the financial year ended March 31, 2023, have been prepared in accordance with the Indian Accounting Standards (Ind AS) as notified by the Ministry of Corporate Affairs and as amended from time to time.

2. STATE OF COMPANYS AFFAIRS

2.1 Review of Standalone Financial Results

The revenue from operations of the Company for the year ended March 31, 2023 stood at INR 954.49 lakhs as against INR 909.37 lakhs in the previous financial year. The total Income stood at INR 1,105.18 lakhs for the year ended March 31, 2023 as compared to INR 3,729.01 lakhs in the previous financial year.

The standalone profit before tax decreased by INR 825.02 lakhs to INR 2,112.54 lakhs. The profit after tax stood at INR 1,774.08 lakhs as compared to INR 2,895.35 lakhs in the previous financial year. This includes an exceptional gain to the tune of INR 2,091.57 lakhs on account of sale of land by the company.

2.2 Review of Consolidated Financial Results

The consolidated revenue from operations of the Company for the year ended March 31, 2023 stood at INR 16,305.26 lakhs as against INR 7950.18 lakhs in the previous financial year. The total Income stood at INR 16,433.94 lakhs for the year ended March 31, 2023 as compared to INR 8,043.14 lakhs in the previous financial year.

The consolidated profit before tax increased by INR 1,536.26 lakhs to INR 2,274.79 lakhs. The profit after tax stood at INR 1,923.94 lakhs as compared to INR 1,031.60 lakhs in the previous financial year. This includes an exceptional gain to the tune of INR 2,091.57 lakhs on account of sale of land by the company.

3. DIVIDEND

Your Directors have not recommended any dividend for the current financial year due to conservation of profits and continued investment in the business.

4. TRANSFER TO RESERVES

Your Board of Directors has transferred an amount of INR 354.82 lakhs to the Statutory Reserve maintained under Section 45 IC of the RBI Act, 1934 for the FY 2022-23.

5. SHARE CAPITAL

The Paid-up Equity Capital of the Company as on March 31, 2023 stood at INR 1,99,50,000/- consisting of 99,75,000 Equity Shares of INR 2/- each. The Company has not issued shares with differential voting rights, employee stock options and sweat equity shares. The Company has paid Listing Fees for the FY 2022-23 to each of the Stock Exchanges, where its equity shares are listed.

6. ANNUAL RETURN

As provided under Section 92(3) and Section 134(3)(a) of the Companies Act, 2013, the Annual Return for FY 2022-23 is uploaded on the website of the Company and can be accessed at https://www.smartlinkholdings.com/investor-relations.

7. MEETINGS

The Board meets at regular intervals to discuss and decide on the Company/business policy and strategy apart from other Board business.

During the year, 6 (Six) Board Meetings and 5 (Five) Audit Committee Meetings were held. The details of the same are given in the Corporate Governance Report which forms part of this report. The intervening gap between the Meetings was within the period prescribed under the Companies Act, 2013 and Regulation 17 of the SEBI (Listing Obligations and Disclosure Requirement) Regulation, 2015.

Pursuant to provisions of part VII of the Schedule IV of the Companies Act, 2013 and Regulation 25 of the SEBI (Listing Obligations and Disclosure Requirement) Regulation, 2015, one meeting of Independent Directors was held on May 06, 2022 for transacting the business enumerated under the said provisions.

8. PARTICULARS OF LOANS / ADVANCES / GUARANTEE / INVESTMENTS OUTSTANDING DURING THE FINANCIAL YEAR

The Company has provided Guarantees to its wholly owned subsidiaries in compliance with section 186 of the Companies Act, 2013. During the year the company has given guarantees of INR 5,000 lakhs to Digisol Systems Limited and INR 1,570 lakhs to Synegra EMS Limited.

9. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

All Related Party Transactions (RPTs) that were entered into during the financial year were on arms length basis and in the ordinary course of business. These RPTs did not attract provisions of Section 188 of the Companies Act, 2013 and were also not material RPTs under Regulation 23 of the Listing Regulations. None of the transactions with related parties falls under the scope of Section 188(1) of the Act.

All RPTs are placed before the Board for approval. The Company has developed a RPT Policy for the purpose of identification and monitoring such transactions.

The disclosures as required under IND-AS have been made in Note 37 to the Standalone Financial Statements. The particulars of contracts or arrangements entered by the Company with related parties pursuant to Section 134(3)(h) of the Act read with Rule 8(2) of the Companies (Accounts) Rules, 2014 are given in Annexure – J in Form AOC-2 and the same forms a part of this report. The Policy on RPT as approved by the Board of Directors of the Company is available on the Companys website at https://www.smartlinkholdings.com/wp-content/uploads/2021/05/Related-Party-Transactions-Policy-Smartlink-2021.pdf.

10. MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY

There was no material change/ commitment affecting the financial position of the Company during the period from the end of the financial year on March 31, 2023 to the date of the Report.

11. CONSERVATION OF ENERGY, RESEARCH AND DEVELOPMENT, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO

Your Company being a Non-Banking Finance Company, has no activities involving conservation of energy and adoption of any specific technology.

Foreign Exchange earnings and outgo is given in note No. 25 of the standalone Financial Statements of the Company forming part of this report.

12. DETAILS OF SUBSIDIARY COMPANIES

The Company has two subsidiaries, namely Digisol Systems Limited and Synegra EMS Limited as on March 31, 2023. The board of Directors at its meeting held on August 17, 2022 approved the Scheme of amalgamation of Telesmart SCS Limited (‘Telesmart), subsidiary with Digisol Systems Limited (‘Digisol), wholly owned subsidiary of the Company. Telesmart was engaged in the business of manufacturing wide range of passive Networking (SCS) products and manufacturing of copper and fiber range of cabling products. Digisol is a brand product company that caters to sales, marketing, service and support of the ‘Digisol brand of active and passive (structured cabling) products and solutions.

The amalgamation was done to enable consolidation of the business and operations of Telesmart and Digisol which will provide significant impetus to growth by permitting pooling of resources, enable synergies, reduce operational costs, achieve economies of scale, increase operational efficiencies and greater focus and provide expansion opportunities in a consolidated and compliant manner. The amalgamation will enable optimum utilisation of various resources to your Company.

The Honble National Company Law Tribunal (‘NCLT) approved the Scheme of amalgamation vide order dated March 03, 2023. The financial statements of the Company are prepared in accordance with Section 129(3) of the Companies Act, 2013. Further, a statement containing salient features of the financial statements of our subsidiaries in prescribed format AOC-1 is appended as Annexure – I to the Directors Report. The statement also provides the details of performance and financial position of each subsidiary. In accordance with Section 136 of the Companies Act, 2013, the audited financial statements, including consolidated financial statements will be available on our website www.smartlinkholdings.com. The Company would provide the annual accounts of the subsidiaries and the related detailed information to the shareholders of the Company on specific request made to it in this regard. The same will also be available at the Registered Office and corporate office of the Company for inspection during office hours. Digisol Systems Limited and Synegra EMS Limited are unlisted Material Subsidiaries of the Company. The Company has formulated a Policy on Material Subsidiary as required under Listing Regulations and the policy is uploaded on the website of the Company at https://www.smartlinkholdings.com/wp-content/uploads/2020/03/Subsidiary-Policy-2019-amended.pdf.

13. RISK MANAGEMENT

Pursuant to section 134(3)(n) of the Companies Act, 2013, the Company has a Risk Management (RM) framework to identify, evaluate Business risks and opportunities. This framework seeks to create transparency, minimize adverse impact on the business objectives and enhance the Companys competitive advantage.

The risk framework defines the risk management approach across the enterprise at various levels including documentation and reporting. The framework helps in identifying risk trend, exposure and potential impact analysis at a Company level.

The Risk Management policy formulated by the Company has identified the key business risks and also the plans to mitigate the risks.

14. DIRECTORS AND KEY MANAGERIAL PERSONNEL

a. Key Managerial Personnel

Mr . Kamalaksha Naik, Executive Chairman, Mr. K. G. Prabhu, Chief Financial Officer and Ms. Urjita Damle, Company Secretary have been designated as Key Managerial Personnel in accordance with the provisions of Section 203 of the Companies Act, 2013. There was no change in the Key Managerial Personnel during the year under review.

b. Re-appointment of Directors

Ms. Arati Naik (DIN 06965985), Executive Director of the company, who retired by rotation in terms of Section 152(6) of the Companies Act, 2013 was re-appointed as Director of the Company at the Annual General Meeting of the Company held on September 23, 2022.

Ms. Arati Naik was reappointed as a Wholetime Director designated as Executive Director of the Company for a period of 5 years with effect from April 01, 2022. Mr. Kamalaksha Rama Naik (DIN: 00002013) retires by rotation and being eligible, offers himself for re-appointment.

The Business item seeking shareholders approval for his re-appointment forms part of the AGM Notice.

The Company has devised a Policy for performance evaluation of the Board, Committees and other individual Directors (including independent directors) which includes criteria for performance evaluation of Non-Executive Directors and Executive Directors. The evaluation process inter-alia considers attendance of the Directors at Board and Committee meetings, effective participation, domain knowledge, compliance with code of conduct, vision and strategy, etc.

During the year under review, the Non-Executive directors of the Company had no pecuniary relationship or transactions with the Company, other than sitting fees, commission and reimbursement of expenses incurred by them for the purpose of attending meetings of the Board/Committee of the Company.

c. Declaration by Independent Director

P ursuant to sub-section (7) of Section 149 of the Companies Act, 2013 read with the rules made thereunder, all the Independent Directors of the Company have given the declaration that they meet the criteria of independence as laid down in sub-section (6) of section 149 of the Act and Regulation 16(1)(b) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

15. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS

There were no significant material orders passed by the Regulators / Courts which would impact the going concern status of the Company and its future operations.

16. INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY

The Company has an Internal Financial Control System, commensurate with the size, scale and complexity of its operations. The Management evaluates the efficacy and adequacy of internal control system in the Company, its compliance with operating systems, accounting procedures and policies of the Company.

17. DEPOSITS FROM PUBLIC

The Company has neither invited nor accepted any deposits from the public during the FY 2022-23. The Company does not intend to invite or accept any deposits during FY 2023-24 as such no amount on account of principal or interest on deposit from public was outstanding as on the date of the balance sheet.

18. SECRETARIAL AUDITOR AND AUDITORS REPORT

Pursuant to the provisions of Section 204 of the Act and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company has appointed Mr. Shivaram Bhat, Company Secretary in Practice (ACS No. 10454, Certificate of Practice No. 7853), to carry out the Secretarial Audit of the Company. The Report of the Secretarial Auditor for FY 2022-23 is attached herewith as Annexure - B. There are no qualifications, observations or adverse remarks or disclaimer in the said report. Pursuant to Regulation 24A of Listing Regulations read with SEBI Circular No. CIR/CFD/CMD1/27/2019 dated February 08, 2019, the Secretarial Audit Report of Material unlisted Subsidiaries of the Company namely Digisol Systems Limited and Synegra EMS Limited is annexed as Annexure – C and Annexure – D respectively.

The Annual Secretarial Compliance Report of the Company is uploaded on the website of the company at https://www.smartlinkholdings.com/wp-content/uploads/2023/05/Annual-Secretarial-Compliance-Report-31-03-2023.pdf

19. CORPORATE SOCIAL RESPONSIBILITY (CSR)

Pursuant to Section 135 of the Companies Act, 2013 read with rules made thereunder, the Company has formulated a Corporate Social Responsibility Policy (‘CSR Policy) indicating the activities to be undertaken by the Company, which has been approved by the Board. The CSR Policy of the Company may be accessed on the Companys website at https://www.smartlinkholdings. com/wp-content/uploads/2020/03/3.-Corporate-Social-Responsibility-Policy.pdf Under Section 135 of the Act, the Company was required to spend INR 7.40 lakhs (2%) of the average qualifying net profits of the last three financial years on CSR activities in the FY 2022-23. During the year under review the Company has spent INR 7.65 lakhs on CSR activities. The Board of Directors at their meeting approved the same. The requisite details on CSR activities pursuant to Section 135 of the Act and the Companies (Corporate Social Responsibility Policy) Rules, 2014 are annexed as Annexure – H to this Report.

20. AUDIT COMMITTEE

The composition of the Audit Committee is in line with the provisions of Section 177 of the Act read with Regulation 18 of SEBI Listing Regulations. The Chairman of the Audit Committee is an Independent Director. The details of the composition of the Audit Committee are given in the Corporate Governance Report which is part of this report. During the year, all the recommendations of the Audit Committee were accepted by the Board.

Further, in terms of section 177(8) of the Companies Act, 2013, it is stated that there were no such instances where the Board of Directors have not accepted the recommendations of the Audit Committee during the FY 2022-23.

21. ANNUAL EVALUATION OF THE BOARD, ITS COMMITTEES AND INDIVIDUAL DIRECTORS

The Company has devised a Policy for performance evaluation of the Board, Committees and other individual Directors (including independent directors) which includes criteria for performance evaluation of Non-Executive Directors and Executive Directors. The evaluation process inter-alia considers attendance of the Directors at Board and Committee meetings, effective participation, domain knowledge, compliance with code of conduct, vision and strategy, etc.

Pursuant to the provisions of the Companies Act, 2013 and the Listing Regulations, the Board has carried out an annual performance evaluation of its own performance, the directors individually as well as the evaluation of the working of its Audit, Nomination & Remuneration and other Committees.

a) Observations of board evaluation carried out for the year - There were no observations in the Board Evaluation carried out during the financial year;

b) Previous years observations and actions taken - There were no observations of the Board for the last financial year;

c) Proposed actions based on current year observations - Not applicable.

The manner in which the evaluation has been carried out has been given in the Corporate Governance Report.

22. NOMINATION AND REMUNERATION COMMITTEE

The Board has, on recommendation of the Nomination & Remuneration Committee framed a policy for selection and appointment of Directors, Senior Management and their remuneration. The details of Remuneration Policy are stated in the Corporate Governance Report.

The Companys remuneration policy is driven by the success and performance of the individual employees, senior management, Executive Directors of the Company and other relevant factors including the following criteria:

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;

b) Relationship of remuneration to performance is clear and meets appropriate performance industry 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.

It is affirmed that the remuneration paid to Directors, Key Managerial Personnel and all other employees is as per the Remuneration Policy of the Company.

The composition of the Nomination and Remuneration Committee (NRC) is in line with Section 178 of the Act read with Regulation 19 of SEBI Listing Regulations. The details of meetings and their attendance are included in the Corporate Governance Report.

23. STAKEHOLDERS RELATIONSHIP COMMITTEE

The composition of the Stakeholders Relationship Committee (SRC) is in line with Section 178 of the Act read with Regulation 20 of SEBI Listing Regulations. The details of the composition of the Stakeholders Relationship Committee are given in the Corporate Governance Report which is part of this report.

24. VIGIL MECHANISM / WHISTLE BLOWER POLICY

Pursuant to the provisions of section 177 of the Companies Act, 2013 read with rules made thereunder, the Company has established a vigil mechanism for Directors and employees to report genuine concerns about unethical behavior, actual or suspected fraud or violation of code of conduct which provides for adequate safeguards against victimization of director(s) / employee(s) and also provides for direct access to the Chairman of the Audit committee in exceptional cases. The Audit Committee and the Board of Directors have approved the Whistle Blower Policy and the details are available on the website of the Company under the weblink https://www.smartlinkholdings.com/wp-content/uploads/2020/03/Whistle-Blower-Policy-Final-2019.pdf.

During the year under review, the Company through Audit Committee has not received any complaints relating to unethical behavior, actual or suspected fraud or violation of companys code of conduct from any employee or director.

25. CORPORATE GOVERNANCE

As required under Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Report on Corporate Governance as well as the Auditors Certificate regarding compliance of Conditions of Corporate Governance forms a part of Annual Report as Annexure – E and Annexure – F respectively.

26. STATEMENT OF PARTICULARS OF APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL

The information required under section 197 of the Act read with Rule 5(1)(i) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 in respect of employees of the Company and Directors is enclosed as Annexure – G to this report.

27. DIS CLOSURES AS PER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND

REDRESSAL) ACT, 2013

As per provisions of Section 4 of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, your Company has constituted an Internal Complaints Committee for redressal of complaints against sexual harassment. There were no complaints relating to sexual harassment, pending at the beginning of financial year, received during the year and pending as at the end of the FY 2022-23.

28. REPORTING OF FRAUDS

There have been no instances of fraud reported by the Auditors under Section 143(12) of the Act and Rules framed thereunder either to the Company or to the Central Government.

29. STATUTORY AUDITOR AND AUDIT REPORTS

M/s Shridhar & Associates, Chartered Accountants (having FRN 134427W) were appointed as Statutory Auditors of the Company for the period of four years of the first term, commencing from Financial Year 2022-23. The Statutory Auditors have given a confirmation to the effect that they are eligible to be appointed and not disqualified from continuing as the Statutory Auditors. During the year under review, the auditors have not reported any matter under Section 143(12) of the Companies Act, 2013. The statutory auditors report does not contain any qualifications, reservations, or adverse remarks or disclaimer.

30. COST AUDIT

During the relevant period for the purpose of Section 148 of the Companies Act, 2013 read with the rules made thereunder, maintenance of cost records and requirement of cost audit are not applicable for the business activities carried out by the Company.

31. MANAGEMENT DISCUSSION AND ANALYSIS REPORT

The Management Discussion and Analysis including the result of operations of the Company for the year, as required under Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, is appended to the Annual Report as Annexure - A.

32. DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Section 134(5) of the Act, the Board of Directors, to the best of its knowledge and ability, hereby state and confirm that:

a) in the preparation of annual accounts for the financial year ended March 31, 2023, the applicable accounting standards have been followed and that no material departures have been made from the same;

b) appropriate accounting policies have been selected and applied consistently and judgments and estimates have been made 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 the profit/loss of the Company for that period;

c) proper and sufficient care has been taken 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 frauds and other irregularities;

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

e) proper internal financial controls were in place and that the financial controls were adequate and were operating effectively; and

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

33. INVESTOR EDUCATION AND PROTECTION FUND (IEPF)

a) Transfer of unclaimed dividend

P ursuant to the applicable provisions of the Companies Act, 2013, read with IEPF Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 (‘the Rules), all unpaid and unclaimed dividend are required to be transferred to the IEPF established by the Government of India, after completion of seven years. Accordingly, Dividend of INR 1.42 lakhs for the FY 2014-15 which remained unpaid or unclaimed was transferred to the IEPF Authority in the FY 2022-23.

b) Transfer of Shares to IEPF

According to the provisions of section 124 of the Companies Act, 2013 and Rules made thereunder, the shares on which dividend has not been paid or claimed by shareholders for seven consecutive years or more shall be transferred to Demat account of IEPF Authority. Accordingly, 6,507 shares were transferred as per the requirements of IEPF Rules during FY 2022-23. The following table provides the details of unclaimed dividend and their corresponding shares that would become due to be transferred to the IEPF on the dates mentioned below:

Financial Year Ended Date of declaration of dividend Last date for claiming unpaid dividend Due date for transfer to IEPF
31.03.2017 12.08.2017 11.09.2024 10.10.2024

34. PREVENTION OF INSIDER TRADING

The Company has adopted a Code of Conduct for Prevention of Insider Trading in compliance with SEBI (Prohibition & Insider Trading) Regulation, 2015 duly amended and approved at its board meeting with a view to regulate trading in securities by the designated persons of the Company.

35. SECRETARIAL STANDARDS

The Institute of Company Secretaries of India has currently mandated compliance with the Secretarial Standards on board meetings and general meetings. During the year under review, the Company has complied with the applicable Secretarial Standards.

36. GREEN INITIATIVE

As part of our green initiative, the electronic copies of this Annual Report including the Notice of the 30th AGM are sent to all members whose email addresses are registered with the Company / Registrar / Depository Participant(s). The Company welcomes and supports the ‘Green Initiative undertaken by the Ministry of Corporate Affairs, Government of India, enabling electronic delivery of documents including the Annual Report, quarterly and half-yearly results, amongst others, to Shareholders at their e-mail address previously registered with the DPs and RTA.

The requirement of sending physical copies of Annual Report to those shareholders who have not registered their email addresses is dispensed with for Listed Entities who would be conducting their AGMs upto September 30, 2023 vide SEBI circular SEBI/HO/CFD/PoD-2/P/CIR/2023/4 dated January 05, 2023. In this respect the physical copies are not being sent to the shareholders. The copy of the same would be available on the website of the Company at www.smartlinkholdings.com. However, the Shareholders of the Company may request physical copy of the Notice and Annual Report from the Company by sending a request at company.secretary@smartlinkholdings.com in case they wish to obtain the same. The Company is providing e-voting facility to all its members to enable them to cast their votes electronically on all resolutions set forth in the Notice. This is pursuant to Section 108 of the Companies Act, 2013 and Rule 20 of the Companies (Management and Administration) Rules, 2014. The instructions for e-voting are provided in the Notice.

37. ACKNOWLEDGEMENT

The Directors wish to convey their deep appreciation to all the customers, vendors, dealers, distributors, resellers, bankers, investors, Goa Industrial Development Corporation, State Industries, Electricity and other Government departments for their sincere and dedicated services as well as their collective contribution to the Companys performance.

The Directors also take this opportunity to thank the employees for their dedicated service throughout the year.

For and on behalf of the Board of Directors
K. R. Naik Arati Naik
Executive Chairman Executive Director
DIN: 00002013 DIN: 06965985
Place: Mumbai Place: Mumbai
Date: May 17, 2023 Date: May 17, 2023