The Directors take pleasure in presenting the 44th Annual Report together with the
auditedfinancial statements of the Company for the year ended 31st March 2023.
1. FINANCIAL RESULTS (Standalone):
The Companys Financial Results for the year ended 31st March 2023 is summarized below:
[Rs. in Crores]
|
2022-23 |
2021-22 |
| Revenue from Operations (Net) and other income |
92.70 |
77.35 |
| Profit Before Tax (PBT) |
0.38 |
0.88 |
| Provision for Tax |
(0.19) |
0.36 |
Profit After Tax (PAT) |
0.57 |
0.52 |
| Other Comprehensive Income |
(0.03) |
- |
| Total Comprehensive Income |
0.53 |
0.52 |
| Balance brought forward from previous year |
3.28 |
2.76 |
| Profit available for Appropriations |
3.81 |
3.28 |
Appropriations: |
|
|
| Interim Equity Dividend |
- |
- |
| Proposed Final Equity Dividend |
- |
- |
| Tax on Equity Dividends |
- |
- |
| Transfer to General Reserve |
- |
- |
| Surplus carried to the next years account |
3.81 |
3.28 |
2. OVERVIEW OF COMPANYS FINANCIAL PERFORMANCE Revenue
During 2022-23, the Company achieved a turnover of Rs. 92.70 Crore, registering a
growth of 19.02% over the previous year. The Company focused on reducing fixed costs,
manage working capital more efficiently and making capital expenditure prudently on
critical growth projects.
Other Operating Revenue
Other operating revenue for the year ended March 31, 2023 includes Rs. 0.64 crore
(previous year Rs. 0.06 crore)
Profit before Tax
Profit posted before tax for the year is Rs. 0.38 Crore
Total Comprehensive Income
Total Comprehensive income for the year 2022-23 is Rs. 0.53 Crore as compared to a
profit of Rs. 0.52 Crore in 2021-22.
3. TRANSFER TO RESERVES
The Company has not transferred any amount to General Reserves during FY 2022-23.
4. CASH & CASH EQUIVALENT
Cash and Cash Equivalent as at March 31, 2023 was Rs.0.06 Crore. The Company continues
to focus on judicious management of its working capital. The Company has taken many steps
during the year to improve the working capital turns. The working capital parameters were
kept under strict check through continuous monitoring.
5. DIVIDEND
Your directors did not recommend any dividend for this year.
6. SHARE CAPITAL
The Companys paid up Equity Share Capital as on March 31st 2023 is Rs. 5.12
Crores. The Company has neither issued any shares with differential rights as to Dividend,
Voting or otherwise nor issued shares (including sweat equity shares) to the Employees or
Directors of the company under any Scheme. As on March 31, 2023 none of the Directors of
the Company hold shares or convertible instruments of the Company.
No disclosure is required under Section 67(3)(c) of the Act, in respect of voting
rights not exercised directly by the employees of the Company as the provisions of the
said Section are not applicable.
7. DEPOSITS
The Company has not accepted any fixed deposits under Chapter V of the Companies Act,
2013, and as such no amount of principal and interest were outstanding as on 31st
March 2023.
8. PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS
Details of Loans, Guarantees and Investments covered under the provisions of Section
186 of the Companies Act, 2013 are given in the notes to the Financial Statements.
9. CAPITAL EXPENDITURE
The Company continues to assess the trends emerging in the industry and the changing
requirements of its customers and invests appropriately for the long-term, with a view to
servicing its customers in a more timely and efficient manner.
10. STANDALONE FINANCIAL STATEMENTS
The Standalone Financial Statements of the Company for the Financial Year Ended 31st
March 2023 is prepared in compliance with the applicable provisions of the Act, Indian
Accounting Standards (Ind-AS) and as prescribed by Securities and Exchange Board of
India (SEBI) under SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015 (hereinafter referred to as ‘the SEBI (LODR) Regulations, 2015). The
Financial Statements of the Company for the year ended 31st March 2023 have been disclosed
as per Division II of Schedule III to the Companies Act, 2013. Pursuant to the provisions
of Section 136 of the Companies Act, the Financial Statements of the Company, the
Standalone Financial Statements along with all relevant documents and the Auditors Report
thereon form part of this Annual Report. The Financial Statements as stated above are also
available on the website of the company and can be accessed at the web link
www.tntpipes.com.
11. CORPORATE SOCIAL RESPONSIBILITY (CSR):
At present, the company is not falling under purview of section 135 of the Companies
Act, 2013. The Company is committed to Corporate Social Responsibility and strongly
believes that the business objectives of the Company must be in congruence with the
legitimate development needs of the society in which it operates.
12. CORPORATE GOVERNANCE
The Company is committed to maintaining high standards of corporate governance. The
Company has been in compliance with the requirements of SEBI Listing Regulations.
A report on corporate governance together with a certificate from the Practicing
Company Secretary is annexed in accordance with the terms of the SEBI Listing
Regulations and forms part of the Boards Report. The Managing Director and the Chief
Financial Officer have submitted a certificate to the Board regarding the financial
statements and other matters in terms of Part B of Schedule II [Corporate Governance] of
the SEBI Listing Regulations.
The Report further contains details as required to be provided in the Boards Report on
the policy on Directors appointment and remuneration including the criteria, annual
evaluation by the Board and Directors, composition and other details of Board committees,
implementation of risk management policy, whistle-blower policy / vigilmechanism, dividend
policy etc.
13. ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO
The information on conservation of energy, technology absorption and foreign exchange
earnings and outgo stipulated under Section 134(3)(m) of the Companies Act, 2013 read with
Rule 8 of The Companies (Accounts) Rules, 2014 forms part of this Report.
14. RELATED PARTY TRANSACTIONS
No related party transactions that were entered into during the financial year under
review were on an arms length basis and were in the ordinary course of business. There
are no materially significant related party transactions during the year which may have a
potential conflict with the interest of the Company at large. Necessary disclosures as
required under the Indian Accounting Standards have been made in the notes to the
Financial Statements.
The policy on Related Party Transactions as approved by the Board is uploaded and
available on the following link www.tntpipes.com
15. DIRECTORS AND KEY MANAGERIAL PERSONNEL
The Board of your Company is duly constituted in accordance with the requirements of
the Companies Act, 2013 and SEBI Regulations.
Directors and KMPs resigned and appointed during the year:
Mr. M.T. Elumalai, Whole-time Director was inducted to the Board during May 2002 and
re-appointed as whole-time director of the Company from 13th Aug 2022. The
appointment of Mr. M.T. Elumalai as Whole-time Director is approved by the shareholders in
the last Annual General Meeting.
Mr. N. Sudharsan, Director was inducted to the Board during Aug 2019 and reappointed as
Director of the Company from 13th Aug 2022. The appointment of Mr. N. Sudharsan
as Director is approved by the shareholders in the last Annual General Meeting.
All the Independent Directors of the Company have furnished necessary declaration in
terms of Section 149(6) of the Act affirming that they meet the criteria of independence
as stipulated thereunder. All the Independent Directors of the Company are regist ered on
the Independent Directors Databank as required under the Companies Act, 2013 and the
applicable Rules in the said regard. In the opinion of the Board, all the Independent
Directors have the integrity, expertise and experience including the proficiency as
required to effectively discharge their roles and responsibilities in directing and
guiding the affairs of the Company.
The required information of the Directors being appointed, pursuant to the provisions
of the Listing Regulations, forms part of the Annual Report.
There was no change in the composition of the Board of Directors and the Key Managerial
Personnel, except as stated above.
The following persons have been designated as Key Managerial Personnel of the Company
pursuant to section 2(51) and section 203 of the Act, read with the Rules framed there
under.
| 1. Mr. Bivashwa Das |
- Managing Director |
| 2. Ms. G. Chitra |
- CFO |
| 3. Mr. K. Suresh |
- Company Secretary & Compliance Officer |
| 4. Mr. N. Sudharsan |
- Whole-time Director |
| 5. Mr. M.T. Elumalai |
- Whole-time Director |
| 6. Mr. Ram Ashish Singh |
- Whole-time Director |
16. DIRECTORS REMUNERATION POLICY AND CRITERIA FOR MATTERS UNDER
SECTION 178
Information regarding Directors Remuneration Policy and criteria for determining
qualifications, positive attributes, independence of a director and other matters provided
under sub-section (3) of section 178 are provided in the Corporate Governance Report.
16. EXTRACT OF ANNUAL RETURN
A copy of the Annual Return of the Company is placed on the website of the Company and
the same is available on the website of www.tamilnadusteeltubesltd.com.
18. SECRETARIAL STANDARDS OF ICSI
Pursuant to the approval given on 10 April 2015 by the Central Government to the
Secretarial Standards specified by the Institute of Company Secretaries of India, the
Secretarial Standards on Meetings of the Board of Directors (SS-1) and General Meetings
(SS-2) came into effect from 1 July 2015. The said standards were further amended w.e.f. 1
October 2017.
The Company has ensured compliance of the Secretarial Standards issued by the Institute
of Company Secretaries of India during the period under review. The Company is in
compliance with the same.
19. DIRECTORS RESPONSIBILITY STATEMENT
The Board of Directors confirm that the Company has in place a framework of internal
financial controls and compliance system, which is monitored and reviewed by the Audit
Committee and the Board besides the statutory, internal and secretarial auditors. To the
best of their knowledge and belief and according to the information and explanations
obtained by them, your Directors make the following statements in terms of Section
134(3)(c) of the Companies Act, 2013:
a) that in the preparation of the annual Financial Statements for the year ended
31st March 2023, the applicable accounting standards have been followed along with proper
explanation relating to material departures, if any; b) that such accounting
policies as mentioned in the Notes to the Financial Statements have been selected and
applied consistently and judgment 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
31st March 2022 and of the loss of the Company for the year ended on that date; c) that
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)
that the annual Financial Statements have been prepared on a going concern basis; e)
that proper internal financial controls to be followed by the Company have been laid
down and that the financial controls are adequate and were operating effectively and f)
that proper systems have been devised to ensure compliance with the provisions of all
applicable laws and that such systems were adequate and operating effectively.
20. AUDITORS
Statutory Auditors
The members, at the 43rd Annual General Meeting held on September 27, 2022,
appointed M/s. DPV & Associates, Chartered Accountants, [Firms Registration
No.011688S] as the Statutory Auditors of the Company, to hold office for a term of 5
(five) years from the conclusion of the 43rd Annual General Meeting (AGM) of the Company
held for the financial year 2022-23 until the conclusion of the 48th AGM of the
Company for the financial year 2026-27 on such remuneration as may be determined by the
Board of Directors.
Pursuant to the amendment to Section 139 of the Companies Act, 2013 which was notified
on May 7, 2018, ratification of appointment of Statutory Auditors at every AGM is no
longer required. There are no qualifications, reservation or adverse remarks or disclaimer
made in the audit report for the Financial Year 2022-2023. The existing Auditors term
expired at the conclusion of the 43rd Annual General Meeting of the Company
held on 27.09.2022. Hence Based on the Recommendations of the Audit committee at their
meeting held on 21.05.2022, the Board, at their meeting held on 21.05.2022 appointed M/s
DPV and Associates, Chartered Accountants, Sri Ranga, No.51 Mambalam High Road,
T.Nagar, Chennai -17 as Statutory auditors of the company from the conclusion of this 43rd
AGM till the conclusion of 48th AGM to be held in the year 2027 on such terms
and remuneration as may be mutually agreed upon between the said Auditors and Board of
Directors of the Company".The Company has also obtained necessary consent under
Section 139 and eligibility certificate under Section 141 from M/s DPV and Associates
Chartered Accountants, Sri Ranga, No.51 Mambalam High Road T.Nagar, DPV & Associates
(Firm Registration Number 011688S), Chartered Accountants, Chennai to the effect that
their appointment, if made, would be in conformity with the provisions of the Companies
Act, 2013 and the appointee Statutory Auditors is holding a valid Peer Review Certificate
issued by the Institute of Chartered Accountants of India.
On the recommendation of the Audit Committee the Board of Directors appointed M/s.
Latha Venkatesh & Associates, Cost Accountants (Firm Registration No. 101017), as
Cost Auditor of the Company for the financial year 2022-23 under Section 148 of the
Companies Act, 2013 read with The Companies (Cost Records and Audit) Amendment Rules,
2014. M/s Latha Venkatesh & Associates has confirmed that they are free from
disqualification specified under Section 141 (3) and proviso to Section 148 (3) read with
Section 141 (4) of the Companies Act 2013 and that their appointment meets the
requirements of Section 141 (3) (g) of the Companies Act,
2013. They have further confirmed their independent status and an arms length
relationship with the Company.
The remuneration payable to the Cost Auditor is required to be placed before the
Members at the ensuing AGM for their confirmation and approval. Accordingly, a Resolution
for seeking appointment and remuneration payable to Cost Auditor is included in the notice
convening the Annual General Meeting.
Secretarial Audit
Pursuant to the provisions of Section 204 of the Companies Act, 2013 and The Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company has
appointed Mr. VS Sowri Rajan (FCS 2368), Company Secretary in Practice to undertake
the Secretarial Audit of the Company. The Report of the Secretarial Audit Report is
annexed herewith and forms part of this Report. The Company has ensured compliance of the
Secretarial Standards issued by the Institute of Company Secretaries of India during the
period under review. Accordingly, no qualifications or observations or other remarks have
been made by the Secretarial Auditor in the said Report.
21. DETAILS IN RESPECT OF FRAUDS REPORTED BY AUDITORS UNDER SECTION 143(12)
During the year under review, there were no frauds reported by the auditors to the
Audit Committee or the Board under section 143(12) of the Companies Act, 2013.
22. HUMAN RESOURCES
The Company continued to lay emphasis on creating a high performing work culture to
achieve organizational goals of the present as well as those of the future in a
sustainable way by establishing a culture of process discipline, organizational oneness
and achievement orientation across its businesses through simplification and digitization,
empowerment, project-based working and customer centricity.
The information relating to employees and other particulars required under Section 197
of the Companies Act, 2013 read with Rule 5 of the Companies (Appointment &
Remuneration of Managerial Personnel) Rules, 2014 will be provided upon request. In terms
of Section 136 of the Companies Act, 2013, the Report and Accounts are being sent
to the Members excluding the information on employees, particulars of which are available
for inspection by the Members at the Registered Office of the Company during business
hours on all working days of the Company up to the date of the forthcoming Annual General
Meeting. If any Member is interested in obtaining a copy thereof, such Member may write to
the Company Secretary in the said regard.
The disclosure with regard to remuneration as required under Section 197 of the Act
read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel)
Rules, 2014 is attached and forms part of this Report
23. INTERNAL CONTROL SYSTEMS
Internal Audit and their adequacy
The Company has in place well defined and adequate internal controls commensurate with
the size of the Company and the same were operating effectively throughout the year. To
maintain its objectivity and independence, the Internal Auditor (IA) reports to the
Chairman of the Audit Committee of the Board. The IA evaluates the efficacy and adequacy
of Internal Control System, its compliance with operating systems and policies of the
Company and accounting procedures at all locations of the company. Based on the report of
IA, process owners undertake corrective action in their respective areas and thereby
strengthen the controls. Significant audit observations and corrective actions thereon are
presented to the Audit Committee of the Board.
Internal Financial Control Systems with reference to the Financial Statements
The Company has complied with the specific requirements of the Companies Act, 2013,
which call for establishment and implementation of an Internal Financial Control framework
that supports compliance with requirements of the said Act in relation to the Directors
Responsibility Statement.
The Company has in place adequate internal financial controls commensurate with the
size, scale and complexity of its operations. During the year, such controls were tested
and no reportable material weakness in the design or operations were observed. The Company
has policies and procedures in place for ensuring for proper and efficient conduct of its
business, 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 information.
The Company has adopted Accounting Policies which are in line with the Accounting
Standards and the Act. These are in accordance with generally accepted accounting
principles in India. Changes in policies, if required, are made in consultation with the
Auditors and are approved by the Audit Committee.
The Risk Management Committee of the Board of Directors reviews the risk mitigation
plans periodically to monitor the key risks of the Company and evaluate the management of
such risks for effective mitigation.
The company has a robust financial closure, certification mechanism for certifying
adherence to various accounting policies, accounting hygiene and accuracy of provisions
and other estimates.
24. VIGIL MECHANISM / WHISTLE BLOWER POLICY
The Company has a Vigil Mechanism named Ethical View Reporting Policy (EVRP) to report
concerns about unethical behaviour, actual/suspected frauds and violation of companys
code of Conduct. Protected disclosures can be made by a whistle blower through several
channels. An Ethical View Committee has been constituted to discuss the finding of the
investigations of the complaints and to recommend remedial actions. The Audit Committee of
the Board oversees the functioning of the Ethical View Committee.
Also, during the year, your Company reached out extensively to employees to conduct
greater awareness on Value Creation in Competitive Environment (VCCE) and on Anti Bribery
and Corruption Directive (ABCD) through e-learning modules and face to face sessions,
achieving a high level of engagement and compliance. This reflects your companys strong
commitment to Zero tolerance for non-compliances in this regard and to doing business the
right way and with integrity.
25. BOARD EFFECTIVENESS
a. Familiarization Programme for the Independent Directors
In compliance with the requirements of SEBI (Listing Obligation and Disclosure
Requirements) Regulations, 2015, the Company has put in place of familiarization Programme
for the Independent Directors to familiarize them with their role, rights and
responsibility as Directors, the working of the Company, nature of the industry in which
the company operates, business model etc. The details of the familiarization programme are
explained in the Corporate Governance Report. b. Board Evaluation
Pursuant to the provisions of the Act and the SEBI (LODR) Regulations 2015, the Board
has carried out the annual performance evaluation of its own performance, the Directors
individually as well as the evaluation of the working of its Audit, Nomination &
Remuneration and Compliance Committee. The criteria applied in the evaluation process are
explained in the Corporate Governance Report.
26. ENHANCING SHAREHOLDER VALUE
Your Company firmly believes that its success in the marketplace and a good reputation
are among the primary determinants of value to the Shareholder. The organizational vision
is founded on the principles of good Governance and by the resolve to be a
customer-centric organization which motivates the Companys Management to be aligned to
deliver leading-edge building products backed with dependable after sales services.
Your Company is committed to creating and maximizing long-term value for Shareholders
and essentially follows a four-pronged approach to achieve this end. a) by
increasing all-round operational efficiencies. b) by identifying strategies that
enhance its competitive advantage. c) by managing risks and pursuing opportunities
for profitable growth, and d) by cementing relationships with other important
Stakeholder Groups through meaningful engagement processes and mutually rewarding
associations that Enable it to create positive impacts on the economic, societal and
environmental dimensions of the Triple Bottom Line.
Underlying this is also a dedication to value-friendly financial reporting that assures
the Shareholder and investor of receiving transparent and unfettered information on the
Companys performance.
27. ECONOMIC SCENARIO AND OUTLOOK
The critical challenges before your Company would include the following:
To continue to step up the sale of value creating Premium products.
? To further streamline channel management and strengthen marketing activities in a
manner that leverages the Companys brand equity.
? To continue promotion and facilitation of cashless transactions in the retail network
with a view to ensure uninterrupted retail off takes.
To develop the means to foresee changes in the value chain and the agility needed to
keep strict control on the costs of fuel and raw materials amid volatile global prices.
28. G.I. PIPES & TUBES PERFORMANCE
PARTICULARS |
2022-23 |
2021-22 |
| Production Metric Tonnes |
11,873.250 |
9,981.640 |
| Sales volume Metric Tonnes |
12,049.542 |
10,250.054 |
| Net Sale Value - (Rs. in lakhs) |
9,206.46 |
7,735.44 |
| Operating EBITDA - (Rs. in lakhs) |
122.68 |
124.92 |
| Operating EBITDA margin |
1.33% |
1.61% |
Costs Pipes & Tubes Business
During the year 2022-23, the Company maintained a close focus on effective cost
management through various initiatives.
a) Cost of Materials consumed
Cost of materials consumed was Rs. 8 ,611.35 Lakhs in 2022-23 as against 7,122.03 Lakhs
during the year 2021-22. The Companys Sustainable Development programme continues to be
comprehensive and robust.
b) Power & Fuel
The Power & Fuel spent in 2022-23 was Rs. 114.31 Lakhs, as compared to Rs.97.39
Lakhs spent in 2021-22. The Company continues to focus on reducing the overall cost of
fuel as well as shifting its dependence on linkage by optimizing the fuel mix to enhance
the use of alternative fuels.
c) Freight & Forwarding expenses
Freight and forwarding expenses during the year is Rs. 29.73 Lakhs as compared to Rs.
29.56 Lakhs in 2021-22.
d) Employee costs
Overall employee costs, increased by 10.23% in 2022-23.
e) Other Expenditure
Other expenditure constitutes Rs. 149.13 Lakhs of total expenditure of the company as
compared to Rs. 133.79 Lakhs in the previous year.
29. SUSTAINABLE DEVELOPMENT
CO2 Emissions:
Your Company is committed to cut its carbon footprint in line with the Low Carbon
Technology Roadmap for the Pipe Industry.
Green Energy
Controlling Emissions: The installation of dust monitors as per the statutory
requirement of TNPCB was completed at our plant.
Water Performance:
Performance and to achieve a water positive status, the Company has focused its efforts
on two approaches:
i) Reduction of fresh water intake by lowering water demand in process and non- process
areas and waste water recycling after treatment. Water metering and monitoring systems
were installed.
ii) Conservation of water by rain water harvesting in plants, and sustained water
harvesting measures undertaken over the years has helped our Plant become self- reliant
without being dependent on natural water sources like rivers and bores wells. These two
approaches have helped your Company reduce its specific water consumption.
Biodiversity
Your Company is committed to the conservation of biodiversity. Efforts on biodiversity
conservation are focused on following areas: i) To study and assess the biodiversity
operated by the Company.
ii) On-ground implementation of activities which conserves biodiversity:
iii) Afforestation activities in and around our plant premises with native species of
trees at our Plant.
30. HEALTH & SAFETY (H & S Policy Initiatives)
H&S business processes and information systems across the Company were further
strengthened with the proposed launch of an online H&S application called
"Click2Safety". This application helps streamline reporting in a manner that
gives access to all employees, is standardized, is faster and enriches the H & S
Database.
31. LOGISTICS SAFETY
Logistics safety is one of the major focus areas for your Company. Ongoing initiatives
undertaken in this regard included provisions of various plant and parking level
protocols, creation of certain hygiene factors for truck drivers and their crew such as
amenities at truck parking yards, improving tarpaulin tying practices, improving Personal
Protective Equipment usage, renewal of logistics contracts to include safety parameters
and issue of "passports", for drivers as well as vehicles which are informal
internal databases that provide details of individual identity, registration,
roadworthiness and safety preparedness.
32. HUMAN RESOURCES
The Company adopted a functional organization structure which is intended to enable the
organization to be more collaborative, agile and streamlined in implementing strategy,
harnessing internal functional expertise to the fullest and in enhancing stakeholder
value.
Employee Relations
The HR policy is intended as a part of the Companys continuous efforts to offer one of
the "Best Places to Work" in the Pipe Industry. This policy was designed to
attract new talent and motivate existing employees to contribute to their peak performance
levels.
The Companys HR function is recognized in the sector for its engagement and leadership
development processes in nurturing talent necessary to keep the Organizations talent pool
future ready. The Company continued with efforts to ensure that its pool of human
resources is "future ready" through its robust processes of learning &
development, capability building and its development programme for shop floor associates.
Efforts continued to be taken to develop leadership lines as well as to enhance technical
and functional capabilities with special focus on nurturing young talent, in order to meet
future challenges.
India Manufacturing Transformation (IMT)
The IMT Programme aims to make the work-culture in the core areas of production and
maintenance in the Steel Pipe Plant more contemporary. This envisages a lean manufacturing
organization design with multitasking, standardization and simplification of manufacturing
processes, improved productivity standards, introduction of a centralized maintenance
design with better planning and benchmarking with the best-in-class. These initiatives
will enable the Steel Pipe Plant operate more efficiently in a competitive environment and
render them compatible with National manufacturing standards.
Industrial Relations
Employee Relations at all the Units remained cordial. This has helped to build a
healthy relationship and resolve issues through mutual dialogue.
Prevention of Sexual Harassment of Women at Workplace
The Company has policy on prevention of sexual harassment at workplace in line with the
requirement of the Sexual Harassment of Women at the Workplace (Prevention, Prohibition
& Redressal) Act, 2013. An Internal Complaints Committee (ICC) to redress complaints
received regarding sexual harassment has been constituted in compliance with the
requirements of the said Act. The company has constituted "Visakha"
Committee consisting of following Members:
1. Mrs. Latha Venkatesh (External Member)
2. Mrs. Renuka Ramesh (External Member)
3. Mrs. Jyothi Satish (External Member)
4. Mrs. G Chitra (Internal Member - C.F.O., TNT)
5. Mrs. H Satyavathi (Internal Member HR., TNT)
The policy extends to all employees (permanent, contractual, temporary and trainees).
Employees at all levels are being sensitized about the new Policy and the remedies
available thereunder. During the year, the Company has not received any complaint on
sexual harassment and there are no complaints pending. Awareness programme were conducted
across the Company to sensitize the employees to uphold the dignity of their colleagues at
workplace, particularly with respect to prevention of sexual harassment.
33. BUSINESS RISKS & OPPORTUNITIES
The Business Risk Management Committee, chaired by an Independent Director, is
functioning as required under SEBI Regulations. The committee discussed about the physical
risk and marketing risk. Details of this Committee, its terms of reference and functioning
are set out in theCorporate Governance Report.
The Company has implemented a Business Risk Management Policy which lays down the
framework to identify business risks at both corporate level and at Business Segment
level.
The Companys approach to addressing business risks is comprehensive and enables timely
anticipation of risks and identification of opportunities enabling appropriate responses,
thereby enhancing the Companys competitive advantage. Separate approaches are defined for
each of the main business segments of Steel Pipes and forms an integral part of the
companys Mid Term Planning cycle.
The Company is faced with various risks at an operational level which very often have
the potential to offer business opportunities. Some of the main risks are discussed
herein:
Proactive Safety Culture
Your company has identified Health & Safety of employees and workmen as one of its
key focus areas. These include possibilities in the areas of the availability and souring
of Raw Materials, Energy, Efficiency and Conservation, Logistics and production
development and market segmentation based on research, imbibing best practices in
manufacturing and other areas leading productivity improvement. Safety on National roads
is largely dependent on various factors such as the overall condition and maintenance of
roads, vehicle road-worthiness and general observance of road traffic laws. As part of its
Logistics Safety function and Indian Road Safety Programme, the Company has taken several
initiatives including regular simulator- based driver training, vehicle inspection for
road-worthiness and the use of Global Positioning Systems (GPS) to monitor outbound
movement of Steel Pipes to the end user.
Opportunities
Your Company also regularly examines potential opportunities created from situations
involving business risks.
34. DECLARATIONS / AFFIRMATIONS
During the year under review:
- there were no material changes and commitments affecting the financial position of
the Company, which have occurred between the end of the financial year of the Company to
which the financial statements relate viz., 31st March 2023 and the date of this Report;
& - there were no significant material orders passed by the regulators or courts or
tribunals impacting the Companys going concern status and its operations in future.
35. ACKNOWLEDGEMENTS
The Directors thank all Customers, Vendors, Financial Institutions, Banks, State
Governments, and Investors for their continued support to your Companys performance and
growth. The Directors also wish to place on record their appreciation of the contribution
made by all the employees of the Company resulting in the good performance during the year
under review.
36. CAUTIONARY STATEMENT
Statements in the Boards Report and the Management Discussion & Analysis is
describing Companys objective, expectations and forward-looking within the meaning of
applicable Securities Laws and Regulations. Actual results may differ materially from
those expressed in the statement. Important factors that could influence the Companys
operations with regard to demand and supply conditions affecting selling prices of
finished goods, input availability and prices, changes in Government Regulations, Tax
Laws, Economic Developments and other factors such as litigation and industrial relations.
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