Hindprakash Indu Director Discussions


DEAR MEMBERS OF HINDPRAKASH INDUSTRIES LIMITED,

Your Directors take pleasure in presenting the 15th Annual Report on business and operations along with the Audited financial statements and the Auditors report of the Company for the financial year ended on 31st March, 2023.

FINANCIAL HIGHLIGHTS:

The Audited Financial Statements of your Company as on 31st March, 2023 are prepared in accordance with the relevant applicable Ind AS and Regulation 33 of the Securities and Exchange Board of India (Listing Obligations and Disclosure

Requirements) Regulations, 2015 ("SEBI Listing Regulations") and the provisions of the Companies Act, 2013 ("Act").

The Companys financial performance, for the year ended 31st March, 2023 is summarized below: (Rs. in Lakhs)

PARTICULARS Consolidated Standalone
YEAR YEAR YEAR YEAR
2022-23 2021-22 2022-23 2021-22
Revenue from operations 10078.54 10361.25 10078.54 10361.25
Other Income 175.10 119.71 176.21 119.71
Total Income 10253.64 10480.96 10254.75 10480.96
Expenditure other than Depreciation and 9697.28 9992.8 9697.28 9992.8
Finance cost
Depreciation and Amortisation Expenses 47.26 30.65 47.26 30.65
Finance Cost 177.13 89.76 177.13 89.76
Total Expenditure 9921.67 10113.21 9921.67 10113.21
Profit before share of Profit/ (Loss) from joint 331.97 367.75 333.08 367.75
ventures, exceptional items and tax
Total tax expense 87.31 94.69 87.31 94.69
Profit after Tax and before share of Profit from 246.51 273.06 245.77 273.06
joint Venture entities
Share of profit from joint ventures
Profit for the year 246.51 273.06 245.77 273.06
Other Comprehensive income (net of tax) 1.74 14.22 1.74 14.22
Total Comprehensive Income for the year (net of 248.25 287.28 247.51 287.28
tax)
Attributable to:
Owners of the Company 248.25 287.28 247.51 287.28
Non-controlling interests - - - -

SHARE CAPITAL:

The authorised share capital of the company as on date of balance sheet is Rs. 12,50,00,000/- divided into 1,25,00,000 equity shares of face value of Rs. 10/- each.

The paid up share capital of the company as on date of balance sheet is Rs.10,42,41,100/- divided into 1,04,24,110 equity shares of face value of Rs.10/- each.

STATUS OF SHARES:

As the members are aware, the companys shares are compulsorily tradable in electronic form. As on March 31, 2023, 100.00% of the companys total paid up capital representing 1,04,24,110 shares are in de-materialized form.

OTHER SHARES:

Apart from the equity shares as stated above and convertible warrants as mentioned below, the company has not issued any other class of shares i.e. equity shares with differential rights, sweat equity shares, employee stock options and did not purchase its own shares. Hence there is no information to be provided as required under Rule 4(4), Rule 8(13), Rule 12(9) and Rule 16(4) of the Companies (Share Capital and Debentures) Rules, 2014 and Section 62 of the companies Act 2013 respectively. During the year under review, the Company issued 10,00,000 Convertible Equity Warrants at a price of Rs. 82/- per Warrant (convertible into equivalent number of fully paid up Equity Shares of face value of Rs. 10/- each at a premium of Rs. 72/- each), the details of which are as under:

Sr . N o.

Kind of The Issue Pre-Issue Paid Up Capital (No. Of Shares) No. of Convertibl e Equity Warrants Allotted Face Value (Rs.) Pric e Per War rant s Date of Allotment Post-Issue Paid Up Capital (No. of Share) Assuming Full Conversion of Warrants Into Equity Date of Listing Approval From NSE Date of Trading Approval From NSE

1

Preferential Issue 1,04,24,110 10,00,000 10 82 15/07/2022 1,14,24,110 NA Not applicabl e NA Not applicabl e

The said preferential issue of convertible warrants to allottee belonging to Promoter / Promoter Group and public has been approved by shareholders at the Extra-ordinary General Meeting held on July 6, 2022.

The Company has received In-principal approval from National Stock Exchange of India Limited for issue of said convertible warrants on June 23, 2022 vide letter no. NSE/LIST/31409.

DIVIDEND AND RESERVES:

Your Directors recommended payment of dividend Rs. 0.50/- (Fifty Paisa only) (i.e. 5% dividend on the face value of shares) on Equity Shares of face value of Rs. 10/- each subject to the approval of the members at the ensuing Annual General Meeting.

In view of the changes made under the Income-tax Act, 1961, by the Finance Act, 2020, dividend paid or distributed by the Company shall be taxable in the hands of the Shareholders. The dividend, if declared, shall be subject to deduction of income tax at source. Your Company shall, accordingly, make the payment of the final Dividend after deduction of tax at source.

The Company has not transferred any amount to Reserves during the year under review.

TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND:

Since there was no unpaid / unclaimed dividend during the year under review, the Company is not required to transfer any amount to the Investor Education and protection fund as required under the provision of Section 125 of the Companies Act, 2013.

STATE OF THE COMPANYS AFFAIRS:

The state of the Company affairs forms an integral part of Management Discussion and Analysis Report which is annexed as "Annexure-III" to the report.

CHANGE IN THE NATURE OF BUSINESS:

No changes have been made in nature of business carried out by the Company during the financial year 2022-23.

MIGRATION TO MAIN BOARD:

Pursuant to Regulation 280(2) read with Regulation 277 under Chapter IX of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements), Regulations, 2018 and the SEBI (LODR) Regulations, 2015, the members of the Company, passed Special Resolution through Postal Ballot process on March 03, 2022 and approved migration of

Securities of the Company from SME Emerge Platform of National Stock Exchange of India Limited (‘NSE) to the Main

Board of NSE. The Company has received in Principle Approval for migration of securities from SME to Main Board of NSE on April 08, 2022. During the year under review the members of the Company, passed Special Resolution through Postal Ballot process on May 26, 2022 and approved for migration of Securities of the Company from SME Emerge Platform of National Stock Exchange of India Limited (‘NSE) to the Main Board of BSE (In addition to main board of NSE). The Company got Final listing approval from National Stock Exchange of India Limited (‘NSE) on November 03,2022 and from BSE Limited (‘BSE) on November 04, 2022 both effective from November 07, 2022. The Equity shares of the Company got listed and admitted for dealings on the Main Board of NSE and Main Board of BSE with effect from 07th November, 2022.

SUBSIDIARY, JOINT VENTURES AND ASSOCIATE COMPANIES:

During the year under review, the company has no subsidiaries or joint ventures.

Further during the year under review, on January 07, 2023 the Company has acquired 5,00,000 equity shares of M/s HINDPARAGON POLYRESINS PRIVATE LIMITED (‘HPPL) being 50% of the total shareholding of HPPL from the existing shareholder of HPPL and by virtue of the said acquisition M/s HINDPARAGON POLYRESINS PRIVATE LIMITED has become an Associate company of your Company.

Pursuant to the provisions of Section 129, 134 and 136 of the Act read with rules made thereunder and Regulation 33 of the SEBI Listing Regulations, your Company has prepared consolidated financial statements and a separate statement containing the salient features of financial statements of subsidiaries, joint ventures and associates in Form AOC-1, which forms part of the Annual Report as ‘Annexure I.

In accordance with the provisions of Section 136 of the Act, the audited financial statements, including consolidated financial statements and related information of your Company are available on website of your Company https://www.hindprakash.in/financials .

Your Company has formulated a policy for determining Material Subsidiaries. The policy is available on your Companys website at https://www.hindprakash.in/images/ourteam/pdms.pdf .

Pursuant to the provisions of Section 134 of the Act read with rules made thereunder, the details of developments of associate of your Company are covered in the Management Discussion and Analysis Report, which forms part of this Annual Report.

PUBLIC DEPOSIT:

The Company has not accepted or renewed any amount falling within the purview of provisions of Section 73 of the

Companies Act, 2013 ("the Act") read with the Companies (Acceptance of Deposit) Rules, 2014 during the year under review. Hence, the requirement for furnishing the details of deposits in compliance with Chapter V of the Act is not applicable.

PARTICULARS OF LOAN, GUARANTEES OR INVESTMENT MADE UNDER SECTION 186:

The details of the loans, guarantees and investments, if any are provided in the notes to the audited financial statements annexed with the Annual Report.

ANNUAL RETURN:

Pursuant to Section 134(3)(a) and Section 92(3) of the Act, the Copy of Annual Return of the Company for the financial year ended 31st March, 2023 will be placed on the Companys website at www.hindprakash.in .

DIRECTORS & KEY MANAGEMENT PERSONNEL: ? Composition of Board & Board Meetings:

Our board compromises of a group of Executive, Non-Executive and Independent Directors. As on 31 March 2023, the Company has six Directors. Out of the six Directors, four are Non- Executive Directors and of which three are Independent Directors. The composition of the Board is in conformity with the provisions of Section 149 of the Act and LODR Regulations. The Board Comprise of the following:

NAME OF THE DIRECTOR DESIGNATION DIN
Mr. Om Prakash Mangal Chairman & Non-Executive Director 03078228
Mr. Sanjay Prakash Mangal Managing Director 02825484
Mr. Santosh Narayan Nambiar Whole time Director 00144542
Mr. Jitendra Kumar Sharma Independent Director 07526003
Ms. Apeksha Vyas Independent Director 09469295
Mr. Rushabh Shah Independent Director 09012222

During the Financial year 2022-23, the Board of Directors meet 14 (Fourteen) times. In respect of these meetings, proper notices were given and the proceedings were properly recorded and signed in the Minutes Book maintained for the purpose. The intervening gap between the Meetings was within the period prescribed under the Companies Act, 2013.The details which are as mentioned below:

SR. DATE OF BOARD MEETINGS TOTAL STRENGTH OF THE NO. OF DIRECTORS
NO. BOARD PRESENT
1 22/04/2022 6 6
2 27/05/2022 6 6
3 09/06/2022 6 6
4 10/06/2022 6 6
5 08/07/2022 6 6
6 15/07/2022 6 6
7 25/08/2022 6 6
8 06/10/2022 6 6
9 22/10/2022 6 6
10 05/01/2023 6 6
11 31/01/2023 6 6
12 06/02/2023 6 6
13 14/02/2023 6 6
14 03/03/2023 6 6

? Appointments / Re-appointments:

During the year under review, No Director was appointed.

The Board of Directors, upon the recommendation of Nomination & Remuneration Committee in terms of Nomination and Remuneration Policy, in their meeting held on August 14, 2023 has approved the proposal for reappointment of Mr. Jitendra Kumar Sharma as an Independent Director of the Company for the further term of five years, effective from the expiry of their tenure i.e. July 03, 2024 at the ensuing Annual General Meeting. Accordingly, the matter for his re-appointment for a further period of 5 years have been included in the notice convening the 15th Annual General Meeting of the Company and necessary explanation and details have been mentioned in the explanatory statement to the Notice.

? Cessations:

During the year under review, None of the Directors resigned or ceased to become director.

During the year under review, Mr. Utsav Trivedi resigned from the post of Company Secretary and Compliance Officer (KMP) of the company w.e.f. 31st January, 2023. The placed appreciation for his contribution during the tenure. After the closure of the year under review, Ms. Avani Patel was appointed as the Company Secretary and Compliance Officer (KMP) of the company w.e.f. 01st June, 2023.

? Retirement by Rotation:

In accordance with the provisions of the Companies Act, 2013 and Companys Articles of Association, Mr. Santosh Narayan Nambiar (DIN: 00144542) retires by rotation at the ensuing Annual General Meeting and being eligible, offers himself for re-appointment. The Board recommends his re-appointment.

As required under regulation 36(3) of SEBI (LODR), 2015, particulars of the Director retiring and seeking reappointment at the ensuing Annual General Meeting is annexed to the notice convening the Annual General Meeting.

? Key Managerial Personnel:

As on the date of this report, the following are the Key Managerial Personnel(s) of the Company:

SR. NO. NAME DESIGNATION
1 Mr. Sanjay Prakash Mangal Managing Director
2 Mr. Santosh Narayan Nambiar Whole time Director
3 Mr. Hetal Shah Chief Financial Officer
4 Ms. Avani Patel Company Secretary & Compliance Officer

? Declaration from Independent Director:

The Company has three Independent Directors as on the date of this report and all the Independent Directors of the Company have given declarations stating that they meet the criteria of independence as prescribed under the Section 149(6) of the Companies Act, 2013 read with the rules made there under and read with Regulation 16(1)(b) of the Listing Regulations and in the opinion of the Board, the Independent Directors meet the said criteria and are Independent of the management of the Company. Further, the Board is of the opinion that the Independent Directors of the Company possess requisite qualifications, experience (including the proficiency) and expertise in their respective fields and that they hold highest standards of integrity. In terms of Regulations 25(8) of the Listing Regulations, the Independent Directors have confirmed that they are not aware of any circumstance or situation which exists or may be anticipated that could impair or impact their ability to discharge their duties.

COMMITTEES OF THE BOARD:

In compliance with the requirement of applicable provisions of the Companies Act, 2013 and Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, (the ‘SEBI (LODR) Regulations, 2015) and as part of the best governance practice, the Company has constituted following Committees of the Board. I. Audit Committee

II. Nomination and Remuneration Committee III. Stakeholders Relationship Committee

Details of the composition of the Board and its Committees and of the meetings held, attendance of the Directors at such meetings and other relevant details are given Corporate Governance Report attached as a separate Annexure-VI.

DISCLOSURE BY DIRECTORS:

The Directors on the Board have submitted notice of interest under Section 184(1) of the Companies Act, 2013 i.e. in Form MBP 1, intimation under Section 164(2) of the Companies Act, 2013 i.e. in Form DIR 8 and declaration as to compliance with the Code of Conduct of the Company.

VIGIL MECHANISM

The Company has implemented Vigil Mechanism. For details please refer Corporate Governance Report attached as a separate ‘Annexure-VI.

DIRECTORS RESPONSIBILITY STATEMENT:

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 Clause (c) of Sub-Section (3) of Section 134 of the Companies Act, 2013, which states that a) in the preparation of the Annual Accounts, the applicable Accounting Standards have been followed and that no material departures have been made from the same; b) the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit of the Company for that period; c) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; d) the Directors have prepared the Annual Accounts on a going concern basis; e) the Directors have laid down Internal Financial Controls to be followed by the Company and that such Internal Financial Controls are adequate and were operating effectively; and f) the Directors have devised proper systems to ensure compliance with the provisions of all applicable Laws and that such systems were adequate and operating effectively.

FORMAL EVALUATION OF THE PERFORMANCE OF THE BOARD, COMMITTEES OF THE BOARD AND INDIVIDUAL DIRECTORS:

Pursuant to the provisions of Section 134(3)(p) of the Companies Act, 2013 read with the rules thereof and the SEBI (LODR) Regulations, 2015, the Board has carried out the evaluation of annual performance of its own, the Directors individually as well as the evaluation of the working of its Committees on the basis of attendance, contribution and various criteria as recommended by the Nomination and Remuneration Committee of the Company. A structured questionnaire was prepared after taking into consideration inputs received from the Directors, covering various aspects of the Boards functioning such as adequacy of the composition of the Board and its Committees, Board Culture, execution and performance of specific duties, obligations and governance. The board was satisfied with the performance evaluation done of the directors. In pursuant to Regulation 17(10) of the SEBI (LODR) Regulations, 2015, the evaluation of Independent Directors was done by the entire Board of Directors which includes: I. Performance of the Directors and

II. Fulfillment of the Independence criteria as specified in the regulations and their independence from the management. The Independent Directors are satisfied with the outcome of evaluation.

INDEPENDENT DIRECTORS

Qualifications of Independent Director.

An Independent director shall possess appropriate skills, qualifications, experience and knowledge in one or more fields of finance, law, management, marketing, administration, corporate governance, operations or other disciplines related to the Companys business.

Positive attributes of Independent Directors.

An independent director shall be a person of integrity, who possesses knowledge, qualifications, experience, expertise in any specific area of business, integrity, level of independence from the Board and the Company etc. Independent Directors are appointed on the basis of requirement of the Company, qualifications & experience, expertise in any area of business, association with the Company etc. He / She should also devote sufficient time to his/her professional obligations for informed and balanced decision making; and assist the Company in implementing the best corporate governance practices.

Independence of Independent Directors.

An Independent director should meet the requirements of Section 149(6) of the Companies Act, 2013 and SEBI (LODR) Regulations, 2015 and give declaration to the Board of Directors for the same every year.

OTHER DIRECTORS AND SENIOR MANAGEMENT

The Nomination and Remuneration Committee shall identify and ascertain the qualifications, expertise and experience of the person for appointment as Director or at Senior Management level and recommend to the Board for his / her appointment.

The Company shall not appoint or continue the employment of any person as Whole-time Director or Senior Management Personnel if the evaluation of his / her performance is not satisfactory. Other details are disclosed in the Corporate Governance Report under the head Nomination and Remuneration Committee and details of Remuneration (Managing Director / Whole Time Director(s) and Non-Executive Directors) are attached as a separate ‘Annexure-VI to this Report.

FAMILIARIZATION PROGRAMME FOR INDEPENDENT DIRECTORS:

The Independent Directors have been updated with their roles, rights and responsibilities in the Company by specifying them in their appointment letter alongwith necessary documents, reports and internal policies to enable them to familiarize with the Companys Procedures and practices. The Company has through presentations at regular intervals, familiarized and updated the Independent Directors with the strategy, operations and functions of the Company and Agricultural Industry as a Whole and business model. The details of such familiarization programmes imparted to Independent Directors can be accessed on the website of the Company at. https://www.hindprakash.in/images/ourteam/ace78743fc160c85b3543742c2e930b0.pdf .

REMUNERATION POLICY

This Nomination and Remuneration Policy ("Policy") provides the framework and key guiding principles to be followed in for appointment and determination of remuneration of Directors, Key Managerial Personnel and Senior management personnel. This Policy is to establish and govern the procedure applicable: a) To evaluate the performance of the members of the Board. b) To ensure remuneration to Directors, KMP 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. c) To retain, motivate and promote talent and to ensure long term sustainability of talented managerial persons and create competitive advantage. Pursuant to the requirements of Section 134 and 178 of the Companies Act, 2013, read with the relevant Rules framed thereunder, the policy on appointment of Board Members and policy on remuneration of the Directors, KMPs and Senior Management is attached as per ‘Annexure VIII to this Report.

The said Policy is available on the website of the Company at https://www.hindprakash.in/images/ourteam/b85b3500b26b31092c354e19c3a189b7.pdf .

MANAGERIAL REMUNERATION AND EMPLOYEES

Details required pursuant to Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014 are enclosed separate as an ‘Annexure-V.

Details of employees required pursuant to Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014 is annexed as a separate Annexure, however it is not being sent along with this annual report to the members of the Company in line with the provisions of Section 136 of the Companies Act, 2013 and rules made there under. Members who are interested in obtaining these particulars may write to the Company Secretary at the Registered Office of the Company. The aforesaid Annexure is also available for inspection by members at the Registered Office of the Company, 21 days before and up to the date of the ensuing Annual General Meeting during the business hours on working days.

Company has not sanctioned loan to any of its employees for purchase of Companys shares under any scheme.

CORPORATE GOVERNANCE AND MANAGEMENT DISCUSSION AND ANALYSIS

Pursuant to SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, report on Corporate Governance and Management discussion and Analysis have been included in this Annual Report per separate ‘Annexure-VI and ‘Annexure-III respectively.

AUDITORS:

? STATUTORY AUDITORS:

Pursuant to the provisions of Section 139 of the Companies Act, 2013 and rules thereof, M/s. K K A K & Co., Chartered Accountants, (Firm Registration No.: 148674W) Ahmedabad have been appointed as Statutory Auditors of the Company for a period of five years, who shall hold office till the conclusion of the Annual general Meeting to be held for the financial year ending on 31st March, 2025. The present statutory auditors of the company will continue to act as statutory auditor till the expiry of their present term.

There are no qualifications or reservations or adverse remarks or disclaimers given by Statutory Auditors of the

Company and therefore do not call for any comments under Section 134 of the Companies Act, 2013. The Auditors Report is enclosed with the financial statements in this Annual Report.

? SECRETARIAL AUDITORS:

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the rules made thereunder, the Company had appointed, M/s V. N. Vasani & Associates, Practicing Company Secretaries to undertake the Secretarial Audit of the Company for the Year 2022-23. The Secretarial Audit Report for FY 2022-23 is annexed, and forms part of this report as ‘Annexure-VII. There are no qualifications or reservations or adverse remarks or disclaimers given by Secretarial Auditors of the Company.

? COST AUDITORS:

The Company has appointed M/s. A. G. Tulsian & Co., Practicing Cost Accountants (Firm Registration Number: 100629) as Cost Auditors for conducting cost audit for the year 2023-24.

As required by the Companies Act, 2013 the remuneration payable to the Cost Auditor is required to be placed before the members in General Meeting for their ratification. Accordingly, necessary resolution seeking ratification of remuneration payable to cost auditor is included in the notice convening the Annual General Meeting. The Directors of the Company to the best of their knowledge and belief state that the Company has maintained adequate Cost records as required to be maintained by the Company under the provisions of Section 148 of the Companies Act, 2013 read with the relevant Rules framed thereunder.

REPORTING OF FRAUDS

During the year under review, the Statutory Auditors, Cost Auditors and Secretarial Auditors have not reported any instances of fraud committed in the Company by its Officers or Employees to the Audit Committee and / or Board under section 143(12) of the Act.

? INTERNAL AUDITORS:

Pursuant to the provisions of Section 138 of the Act read with the Companies (Accounts) Rules, 2014, the Company has appointed Mr. Dheeraj Tak as the Internal Auditor of the Company.

CORPORATE SOCIAL RESPONSIBILITY(CSR):

The provisions of Section 135 of the Companies Act, 2013 with regard to the Corporate Social Responsibility (CSR) are not applicable to the Company during the year under review.

MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL POSITION OF THE COMPANY

No material changes or commitments, affecting the financial position of the Company have occurred between the end of the financial year of the Company to which the financial statements relate, i.e. 31st March, 2023 and the date of the

Boards Report.

There is no application pending under the Insolvency and Bankruptcy Code 2016 against the Company.

ORDERS PASSED BY REGULATORY BODIES OR COURTS:

There are no significant and material orders passed by the regulators or courts or tribunals impacting the going concern status and Companys operations in future.

PARTICULARS OF CONTRACTS/ ARRANGEMENTS WITH RELATED PARTIES:

All Related Party Transactions that were entered into during the FY 2022-23 were on an arms length basis and in the ordinary course of business. There were no materially significant Related Party Transactions entered into by the

Company during the year that required shareholders approval under Regulation 23 of the Listing Regulations. Prior approval from the Audit Committee is obtained for transactions which are repetitive in nature. Further, disclosures are made to the Committee from time to time at reasonable interval. The Company presents all related party transactions before the Board specifying the nature, value and terms and conditions of the transaction. Transactions with related parties are conducted in a transparent manner with the interest of the Company and Stakeholders as utmost priority. Particulars of Contracts entered into with Related Parties referred to in Section 188(1) of the Companies Act, 2013, in prescribed Form AOC-2 is attached as an ‘Annexure II to this Report.

The Company has framed a policy on RPTs for the purpose of identification, approval and monitoring of such transactions. The policy on Related Party Transactions is hosted on the Companys website at https://www.hindprakash.in/images/ourteam/prpt.pdf .

INSURANCE:

All Insurable interests of the Company including Buildings, Plant & Machinery, Furniture & Fixtures, Inventories and other insurable interests are adequately insured.

CONSERVATION OF ENERGY, 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, as amended from time to time is annexed to this Report as "Annexure-IV".

STATEMENT CONCERNING DEVELOPMENT AND IMPLEMENTATION OF RISK MANAGEMENT POLICY OF THE COMPANY:

The Company has in place, a mechanism to identify, access, monitor and mitigate various risks towards the key business objectives of the Company. Major risk identified by the business and functions are systematically addressed through mitigating actions on a continuing basis. The risk management system is designed to safeguard the organization from various risks through adequate and timely action. It is designed to anticipate, evaluate and mitigate risks in order to minimize its impact on the business. The Risk Management system is also overseen by the Audit Committee / Board of Directors of the Company on a continuous basis. The major risks identified by the businesses are systematically addressed through mitigation actions on a continual basis.

PREVENTION OF SEXUAL HARASSMENT AT WORKPLACE:

The Company has in place a Policy against Sexual Harassment at workplace in line with the requirement of Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. Internal Complaints Committees have been set up to redress complaints received regarding sexual harassment. The Company has not received any complaints during the year under the Sexual Harassment of Women at workplace (Prevention, Prohibition and Redressal) Act, 2013.

ADEQUACY OF INTERNAL FINANCIAL CONTROL:

The Company has an effective internal control system commensurate with the size, scale and complexity of its business operations which ensures that all the assets of the Company are safeguarded and protected against any loss from unauthorized use or disposition. The Company has also put in place adequate internal financial controls with reference to the financial statements commensurate with the size and nature of operations of the Company. During the year, such controls were tested and no material discrepancy or weakness in the Companys internal controls over financial reporting was observed.

WEBSITE:

As per Regulation 46 of SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015 the Company is maintaining a functional website " www.hindprakash.in " containing information about the Company. The website of the

Company is containing information like Policies, Shareholding Pattern, Financial and information of the designated officials of the Company who are responsible for assisting and handling investor grievances for the benefit of all stakeholders of the Company etc.

HUMAN RESOURCE:

The company considers its Human Resources as the key to achieve its objectives. Keeping this in view, the company takes utmost care to attract and retain quality employees. The employees are sufficiently empowered and such work environment propels them to achieve higher levels of performance. The unflinching commitment of the employees is the driving force behind the companys vision. The company appreciates the spirit of its dedicated employees.

SECRETARIAL STANDARDS:

The Board of Directors of the Company confirms to the best of their knowledge and belief that the Company has complied with the applicable provisions of the Secretarial Standards issued by the Institute of Company Secretaries of India as amended from time to time and made applicable by the Ministry of Corporate Affairs during the year under review.

APPRECIATION AND ACKNOWLEDGEMENT:

Your directors express their sincere appreciation to the shareholders, customers, bankers, suppliers and other business associates for the excellent support and cooperation extended by them. Your directors gratefully acknowledge the ongoing co-operation and support provided by the Central and State Governments, Stock Exchanges, SEBI, RBI and Registrar of Companies, Gujarat and other Regulatory Bodies.

Registered Office: For and on behalf of Board of Directors
301,"Hindprakash House", Hindprakash Industries Limited
Plot No.10/6, Phase-1, GIDC, Vatva, CIN: L24100GJ2008PLC055401
Ahmedabad - 382 445

 

Sanjay Prakash Mangal Santosh Narayan Nambiar
Date: August 14, 2023 Managing Director Wholetime Director
Place: Ahmedabad DIN: 02825484 DIN: 00144542