To,
The Members,
Walpar Nutritions Limited
Your Directors are pleased to present the 3rd Annual Report
on the business and operations of the Company along with the Audited Standalone and
Consolidated Financial Statement for the Financial Year ended on 31st March,
2023.
1. FINANCIAL RESULTS:
The financial performance of the Company for the Financial Year ended
on 31st March, 2023 and for the previous financial year ended on 31st
March, 2022 is given below:
(Rs. In Lakhs)
| Particulars |
Standalone |
Consolidated |
| 2022-2 3 |
2021-22 |
2022-23 |
2021-22 |
| Revenue from operations |
2870.3 6 |
2675.74 |
3514.23 |
2675.74 |
| Other Income |
26.68 |
3.99 |
33.50 |
4.41 |
| Total Income |
2897.04 |
2679.73 |
3547.73 |
2680.15 |
| Total Expenses |
2851.0 7 |
2644.65 |
3434.98 |
2651.31 |
| Profit / Loss before Exceptional and Extra
Ordinary Items and Tax Expenses |
45.97 |
35.08 |
112.75 |
28.85 |
| Less: Exceptional and Extra Ordinary Items |
0.18 |
1.52 |
1.63 |
1.52 |
| Profit / Loss before Tax Expenses |
45.79 |
33.56 |
111.12 |
27.33 |
| Less: Current Tax |
11.19 |
7.45 |
17.65 |
7.45 |
| Deferred Tax |
4.88 |
(17.18) |
12.21 |
(17.18) |
| Tax Related to Earlier Years |
0.30 |
1.48 |
0.30 |
1.48 |
| Profit / Loss for the Period |
29.43 |
41.81 |
80.98 |
35.58 |
| Earnings Per Share (EPS) |
|
|
|
|
| Basis |
0.65 |
0.99 |
1.78 |
0.84 |
| Diluted |
0.65 |
0.99 |
1.78 |
0.84 |
2. OPERATIONS:
• Standalone:
The total revenue from operations for Financial Year 2022-23 is Rs.
2897.04 Lakhs as compared to total revenue from operations of Rs. 2675.74 Lakhs for
previous Financial Year. The Company has incurred Profit before tax for the Financial Year
2022-23 of Rs. 45.79 Lakhs as compared to Profit before tax of Rs. 33.56 Lakhs for
previous Financial Year. The Net Profit after tax for the Financial Year 2022-23 is Rs.
29.43 Lakhs as compared to Net Profit after tax of Rs. 41.81 Lakhs for previous Financial
Year. The Directors are continuously looking for the new avenues for future growth of the
Company and expect more growth in the future period.
• Consolidated:
The total revenue from operations for Financial Year 2022-23 is Rs.
3547.73 Lakhs as compared to total revenue from operations of Rs. 2680.15 Lakhs for
previous Financial Year. The Company has incurred Profit before tax for the Financial Year
2022-23 of Rs. 111.12 Lakhs as compared to Profit before tax of Rs. 27.33 Lakhs for
previous Financial Year. The Net Profit after tax for the Financial Year 2022-23 is Rs.
80.98 Lakhs as compared to Net Profit after tax of Rs. 35.58 Lakhs for previous Financial
Year. The Directors are continuously looking for the new avenues for future growth of the
Company and expect more growth in the future period.
3. CHANGE IN NATURE OF BUSINESS, IF ANY:
During the Financial Year 2022-23, there was no change in nature of
Business of the Company.
4. WEBLINK OF ANNUAL RETURN:
Pursuant to Section 92(3) read with Section134(3)(a) of the Act, the
Annual Return as on March 31, 2023 is available on the Companys website at https://www.walparnutritions.com/.
5. SHARE CAPITAL:
A. AUTHORISED SHARE CAPITAL :
The authorized share capital of the Company as on 31st
March, 2023 is Rs. 4,60,00,000/- (Rupees Four Crores Sixty Lakhs Only) divided into
46,00,000 (Forty-Six Lakhs) Equity Shares of Rs. 10/- (Rupees Ten Only) each.
B. PAID-UP SHARE CAPITAL :
The paid-up share capital of the Company as on 31st March,
2023 is Rs. 4,54,12,200/- (Rupees Four Crores Fifty Four Lakhs Twelve Thousand Two Hundred
Only) divided into 45,41,220 (Forty Five Lakhs Forty One Thousand Two Hundred Twenty)
equity shares of Rs. 10/- (Rupees Ten Only).
6. DIVIDEND:
To conserve the resources for future prospect and growth of the
Company, the Board of Directors do not recommend any dividend for the Financial Year
2022-23 (Previous year - NIL).
7. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND
PROTECTION FUND:
Pursuant to Section 124 of the Companies Act, 2013, the amount of
dividend remaining unpaid or unclaimed for a period of seven years shall be transferred to
the Investor Education and Protection Fund ("IEPF"). During the year under
review, there was no unpaid or unclaimed dividend in the "Unpaid Dividend
Account" lying for a period of seven years from the date of transfer of such unpaid
dividend to the said account. Therefore, there were no funds which were required to be
transferred to Investor Education and Protection Fund.
8. TRANSFER TO RESERVES:
During the year under review, the Company has not transferred any
amount to reserves.
9. DISCLOSURES RELATING TO HOLDING, SUBSIDIARY, ASSOCIATE COMPANY
AND IOINT VENTURES:
The Company has a Subsidiary Company i.e. M/s. Walpar Wellness Private
Limited and Walpar Nutri Science Private Limited. The Company has complied with all
compliances related to its Subsidiary
Company. The Company has policy for determining "Subsidiary
Company" which is uploaded on the website of the Company.
Statement containing salient features of the Financial Statement of
Subsidiary pursuant to Section 129(3) of the Companies Act, 2013 read with Rule 5 of
Companies (Accounts) Rules, 2014 in Form No. AOC-1 is enclosed herewith as Annexure 1.
10. MATERIAL CHANGES AND COMMITMENTS. IF ANY. AFFECTING THE
FINANCIAL POSITION OF THE COMPANY WHICH HAVE OCCURRED BETWEEN THE END OF THE FINANCIAL
YEAR TO WHICH THE FINANCIAL STATEMENTS RELATES AND THE DATE OF THE REPORT:
There have been no material changes and commitments, which affect the
financial position of the Company which have occurred between the end of the financial
year to which the financial statements relate and the date of this Report.
11. SIGNIFICANT & MATERIAL ORDERS PASSED BY THE REGULATORS OR
COURTS OR TRIBUNALS:
No significant material orders has been passed by the Regulators or
Courts or Tribunals impacting the going concern status and Companys operations in future.
12. BOARD MEETINGS:
The Directors of the Company met at regular intervals at least once in
a quarter with the gap between two meetings not exceeding 120 days to take a view of the
Companys policies and strategies apart from the Board Matters.
During the year under the review, the Board of Directors met 6 (Six)
times viz. 11th April, 2022, 25th May, 2022, 23rd August,
2022, 11th October, 2022, 14th November, 2022 and 13th
February, 2023.
13. DIRECTORS RESPONSIBILITY STATEMENT:
In accordance with the provisions of Section 134 (3)(c) and Section
134(5) of the Companies Act, 2013, to the best of their knowledge and belief the Board of
Directors hereby submit that:
a. In the preparation of the Annual Accounts, for the year ended on 31st
March, 2023 the applicable accounting standards have been followed and there are no
material departure from the same;
b. The Directors had selected such accounting policies and applied them
consistently and made judgments and estimates that are reasonable and prudent so as to
give a true and fair view of the state of affairs of the company at the end of financial
year and of the profit of the company for the financial year ended on 31st
March, 2023;
c. The Directors had taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the provisions of Companies
Act, 2013 for safeguarding the assets of the company and for preventing and detecting
fraud and other irregularities;
d. The Directors had prepared the Annual Accounts on a going concern
basis;
e. The Directors had laid down internal financial controls to be
followed by the Company and that such internal financial controls are adequate and are
operating effectively and;
f. The Directors had devised proper systems to ensure compliance with
the provisions of all applicable laws and that such systems were adequate and operating
effectively.
14. CORPORATE SOCIAL RESPONSIBILITY (CSR):
The provisions of Section 135 of the Companies Act, 2013 is not
applicable to your Company as the Company does not fall under the criteria limits
mentioned in the said section of the Act.
Hence, the Company has not taken voluntary initiative towards any
activity mentioned for Corporate Social Responsibility.
15. COMMENT ON AUDITORS REPORT:
There were no qualifications, reservations, adverse remarks or
disclaimer made by the Auditors in their report on the financial statement of the Company
for the financial year ended on 31st March, 2023. Maintenance of cost records
as specified under Companies Act, 2013 is not applicable to the Company.
16. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS MADE UNDER
SECTION 186 OF THE COMPANIES ACT.2013:
The details of loans, investment, guarantees and securities covered
under the provisions of section 186 of the Companies Act, 2013 are provided in the
financial statement.
17. PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED
PARTIES:
All the transactions to be entered by the Company with related parties
will be in the ordinary course of business and on an arms length basis. Further,
particulars of contracts or arrangements with related parties referred to in Section
188(1) of the Companies Act, 2013 read with rule 8(2) of the Companies (Accounts) Rules,
2014, in Form No. AOC-2 is enclosed herewith as Annexure 2.
18. INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY:
The Company has in place adequate internal financial controls with
reference to financial statement across the organization. The same is subject to review
periodically by the internal audit cell for its effectiveness. During the financial year,
such controls were tested and no reportable material weaknesses in the design or
operations were observed. The Statutory Auditors of the Company also test the
effectiveness of Internal Financial Controls in accordance with the requisite standards
prescribed by ICAI. Their expressed opinion forms part of the Independent Auditors
report.
Internal Financial Controls are an integrated part of the risk
management process, addressing financial and financial reporting risks. The internal
financial controls have been documented, digitized and embedded in the business processes.
Assurance on the effectiveness of internal financial controls is
obtained through management reviews, control self-assessment, continuous monitoring by
functional experts. We believe that these systems provide reasonable assurance that our
internal financial controls are designed effectively and are operating as intended.
During the year, no reportable material weakness was observed.
19. RESERVES & SURPLUS:
| Sr. No. |
Particulars |
Amount (In Lakhs) |
| 1. |
Balance at the beginning of
the year |
48.96 |
| 3. |
Current Years Profit /
(Loss) |
29.43 |
| 4. |
Other Comprehensive Income |
0.00 |
| 5. |
Amount of Securities Premium and
other Reserves |
599.27 |
| Total |
677.66 |
20. STATEMENT CONCERNING DEVELOPMENT AND IMPLEMENTATION OF THE RISK
MANAGEMENT POLICY OF THE COMPANY:
The Company has framed formal Risk Management framework for risk
assessment and risk minimization for Indian operation which is periodically reviewed by
the Board of Directors to ensure smooth operations and effective management control. The
Audit Committee also reviews the adequacy of the risk management frame work of the
Company, the key risks associated with the business and measures and steps in place to
minimize the same.
21. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION. FOREIGN EXCHANGE
EARNINGS AND OUTGO:
The details of conservation of energy, technology absorption etc. as
required to be given under section 134(3)(m) of the Companies Act 2013 read with the
Companies (Accounts) Rules, 2014, is not given as the Company has not taken any major step
to conserve the energy etc. Further, there was no foreign exchange earnings and outgo
during the financial year 2022-23.
|
Foreign exchange earnings
and outgo |
F.Y. 2022-23 |
F.Y. 2021-22 |
| a. |
Foreign exchange earnings |
Nil |
Nil |
| b. |
CIF value of imports |
Nil |
Nil |
| c. |
Expenditure in foreign
currency |
Nil |
Nil |
22. POLICY ON DIRECTORS APPOINTMENT AND REMUNERATION:
The Remuneration policy is directed towards rewarding performance based
on review of achievements on a periodical basis. The remuneration policy is in consonance
with the existing industry practice and is designed to create a high-performance culture.
It enables the Company to attract, retain and motivate employees to achieve results. The
Company has made adequate disclosures to the members on the remuneration paid to Directors
from time to time. The Companys Policy on directors appointment and remuneration
including criteria for determining qualifications, positive attributes, independence of a
director and other matters provided under Section 178 (3) of the Act is available on the
website of the Company at https://www.walparnutritions.com/.
23. SECRETARIAL STANDARDS:
During the year under review, the Company has complied with the
applicable Secretarial Standards issued by the Institute of Company Secretaries of India
(ICSI). The Company has devised proper systems to ensure compliance with its provisions
and is in compliance with the same.
24. REPORTING OF FRAUDS BY THE AUDITORS:
During the year under review, neither the Statutory nor the Secretarial
Auditors has reported to the Audit Committee under Section 143(12) of the Companies Act,
2013 any instances of fraud committed against the Company by its officers or employees,
the details of which would need to be mentioned in the Boards Report.
25. STATE OF COMPANYS AFFAIRS:
Management Discussion and Analysis Report for the year under review, as
stipulated in Regulation 34(2)(e) of SEBI Listing Regulations is given as a separate part
of the Annual Report. It contains a detailed write up and explanation about the
performance of the Company.
26. STATEMENT ON ANNUAL EVALUATION OF BOARDS PERFORMANCE:
The Board evaluated the effectiveness of its functioning, that of the
Committees and of individual Directors, pursuant to the provisions of the Act and SEBI
Listing Regulations. The Board sought the feedback of Directors on various parameters
including:
• Degree of fulfillment of key responsibilities towards
stakeholders (by way of monitoring corporate governance practices, participation in the
long-term strategic planning, etc.);
• Structure, composition, and role clarity of the Board and
Committees;
• Extent of co-ordination and cohesiveness between the Board and
its Committees;
• Effectiveness of the deliberations and process management;
• Board / Committee culture and dynamics; and
• Quality of relationship between Board Members and the
Management.
The above criteria are broadly based on the Guidance Note on Board
Evaluation issued by the Securities and Exchange Board of India on January 5, 2017.
The Chairman of the Board had one-on-one meetings with each Independent
Director and the Chairman of NRC had one-on-one meetings with each Executive and
Non-Executive, Non-Independent Directors. These meetings were intended to obtain
Directors inputs on effectiveness of the Board / Committee processes.
In a separate meeting of Independent Directors, performance of
Non-Independent Directors, the Board as a whole, and the Chairman of the Company was
evaluated, taking into account the views of Executive Directors and Non-Executive
Directors.
The Nomination and Remuneration Committee reviewed the performance of
the individual directors and the Board as a whole.
In the Board meeting that followed the meeting of the independent
directors and the meeting of Nomination and Remuneration Committee, the performance of the
Board, its committees, and individual directors was discussed.
The evaluation process endorsed the Board Members confidence in the
ethical standards of the Company, the resilience of the Board and the Management in
navigating the Company during challenging times, cohesiveness amongst the Board Members,
constructive relationship between the Board and the Management, and the openness of the
Management in sharing strategic information to enable Board Members to discharge their
responsibilities and fiduciary duties.
The Board carried out an annual performance evaluation of its own
performance and that of its committees and individual directors as per the formal
mechanism for such evaluation adopted by the Board. The performance evaluation of all the
Directors was carried out by the Nomination and Remuneration Committee.
The performance evaluation of the Chairman, the Non-Independent
Directors and the Board as a whole was carried out by the Independent Directors. The
exercise of performance evaluation was carried out through a structured evaluation process
covering various aspects of the Board functioning such as composition of the Board &
committees, experience & competencies, performance of specific duties &
obligations, contribution at the meetings and otherwise, independent judgment, governance
issues etc.
Pursuant to the provisions of the Companies Act, 2013 and SEBI (Listing
Obligation and Disclosure Requirements) Regulations, 2015, the Board has carried out the
annual performance evaluation of the Directors individually as well as evaluation of the
working of the Board by way of individual feedback from directors.
The evaluation frameworks were the following key areas:
a) For Non-Executive & Independent Directors:
• Knowledge
• Professional Conduct
• Comply Secretarial Standard issued by ICSI Duties
• Role and functions
b) For Executive Directors:
• Performance as leader
• Evaluating Business Opportunity and analysis of Risk Reward
Scenarios
• Key set investment goal
• Professional conduct and integrity
• Sharing of information with Board.
• Adherence applicable government law
The Directors expressed their satisfaction with the evaluation process.
27. MANAGING THE RISKS OF FRAUD, CORRUPTION AND UNETHICAL BUSINESS
PRACTICES:
A. VIGIL MECHANISM / WHISTLE BLOWER POLICY:
The Company has established vigil mechanism and framed whistle blower
policy for Directors and employees to report concerns about unethical behaviour, actual or
suspected fraud or violation of Companys Code of Conduct or Ethics Policy.
B. BUSINESS CONDUCT POLICY:
The Company has framed "Business Conduct Policy". Every
employee is required to review and sign the policy at the time of joining and an
undertaking shall be given for adherence to the policy. The objective of the policy is to
conduct the business in an honest, transparent and in an ethical manner. The policy
provides for anti-bribery and avoidance of other corruption practices by the employees of
the Company.
28. LOANS FROM DIRECTOR / RELATIVE OF DIRECTOR:
During the year under review, the Company has not entered into any
materially significant related party transactions which may have potential conflict with
the interest of the Company at large. Suitable disclosures as required are provided in
AS-18 which is forming the part of the notes to financial statement.
29. PARTICULARS OF EMPLOYEES:
The provisions of Rule 5(2) & (3) of the Companies (Appointment
& Remuneration of Managerial Personnel) Rules, 2014 are not applicable to the Company
as none of the Employees of the Company has received remuneration above the limits
specified in the Rule 5(2) & (3) of the Companies (Appointment & Remuneration of
Managerial Personnel) Rules, 2014 during the Financial Year 202223.
30. DETAILS OF APPLICATION MADE OR PROCEEDING PENDING UNDER
INSOLVENCY AND BANKRUPTCY CODE 2016:
During the year under review, there were no applications made or
proceedings pending in the name of the Company under the Insolvency and Bankruptcy Code
2016.
31. DETAILS OF DIFFERENCE BETWEEN VALUATION AMOUNT ON ONE TIME
SETTLEMENT AND VALUATION WHILE AVAILING LOAN FROM BANKS AND FINANCIAL INSTITUTIONS:
During the year under review, there has been no one time settlement of
Loans taken from Banks and Financial Institutions.
32. DIRECTORS AND KEY MANAGERIAL PERSONNEL:
The Directors and Key Managerial Personnel of the Company are
summarized below:
| Sr. No. |
Name |
Designation |
DIN / PAN |
| 1. |
Kalpesh Ladhawala |
Managing Director |
02849232 |
| 2. |
Sejal Ladhawala |
Chief Financial Officer |
ACQPL2341F |
| 3. |
Sejal Ladhawala |
Executive Director |
07331231 |
| 4. |
Rupesh Shah |
Independent Director |
07911687 |
| 5. |
Tanmaykumar Shah |
Whole-time Director |
08984640 |
| 6. |
Krunal Patel |
Executive Director |
09008355 |
| 7. |
Nidhi Shah |
Executive Director |
09008374 |
| 8. |
Abhishekkumar Patel |
Executive Director |
09012728 |
| 9. |
Fenil Shah |
Executive Director |
09012730 |
| 10. |
Jigneshkumar Modi |
Executive Director |
09012731 |
| 11. |
Divyanshu Raval |
Executive Director |
09012968 |
| 12. |
Jayshukh Detroja |
Independent Director |
09066938 |
| 13. |
Tapan Patel |
Independent Director |
09066951 |
| 14. |
Nehalkumar Shah |
Independent Director |
09066955 |
| 15. |
Priyanka Shah |
Company Secretary |
ASTPJ9651R |
| 16. |
Megha Shah |
Independent Director |
09568337 |
There were no other changes in the composition of the Board of
Directors of the Company during the Financial Year 2022-23 and till the date of Boards
Report.
As per Companies Act, 2013 the Independent Directors are not liable to
retire by rotation.
33. DECLARATION BY INDEPENDENT DIRECTORS:
Mr. Rupesh Shah, Mr. Jayshukh Detroja, Mr. Tapan Patel, Mr. Nehalkumar
Shah and Ms. Megha Shah are Independent Directors of the Company have confirmed to the
Board that they meet the criteria of Independence as specified under Section 149 (6) of
the Companies Act, 2013 and are qualified to be Independent Director. They also confirmed
that they meet the requirements of Independent Director as mentioned under Regulation
16(1)(b) of SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015. The
confirmations were noted by the Board.
34. CORPORATE GOVERNANCE:
Since the Company has listed its specified securities on the SME
Exchange therefore by virtue of Regulation 15 of SEBI (Listing Obligations &
Disclosure Requirements) Regulations, 2015 the compliance with the corporate governance
provisions as specified in regulations 17 to 27 and clauses
(b) to (i) of sub-regulation (2) of regulation 46 and Para C, D and E
of Schedule V are not applicable to the Company. Hence, Corporate Governance does not form
part of this Boards Report.
35. DEPOSITS:
As per Section 73 of the Companies Act, 2013, the Company has neither
accepted nor renewed any deposits during the financial year. Hence, the Company has not
defaulted in repayment of deposits or payment of interest during the financial year.
36. FORMAL ANNUAL EVALUATION PROCESS BY BOARD:
Pursuant to the provisions of the Companies Act, 2013 and Rules made
thereunder, the Board has carried the evaluation of its own performance, performance of
Individual Directors, Board Committees, including the Chairman of the Board on the basis
of attendance, contribution towards development of the Business and various other criteria
as recommended by the Nomination and Remuneration Committee of the Company. The evaluation
of the working of the Board, its committees, experience and expertise, performance of
specific duties and obligations etc. were carried out. The Directors expressed their
satisfaction with the evaluation process and outcome.
In a separate meeting of Independent Directors, the performances of
Executive and Non - Executive Directors were evaluated in terms of their contribution
towards the growth and development of the Company. The achievements of the targeted goals
and the achievements of the expansion plans were too observed and evaluated, the outcome
of which was satisfactory for all the Directors of the Company.
37. AUDITORS:
A. Statutory Auditor:
Your Company at its 1st Annual General Meeting held on 15th
December, 2021 had appointed M/s. A Y & Company, Chartered Accountants (Firm
Registration No.: 020829C) as a Statutory Auditors of the Company for a period of 5
consecutive years i.e. from the conclusion of 1st AGM till the conclusion of 6th
AGM to be held in the year 2026, at a remuneration as may be decided by the Managing
Director of the Company in consultation with the Auditors thereof.
There are no qualifications, reservations or adverse remarks made by
M/s. A Y & Company, Chartered Accountants, the Statutory Auditors of the Company, in
their report for the Financial Year 2022-23. The observations made in the Auditors Report
are self-explanatory and therefore do not call for further comments.
The Auditors report for the financial year ended on 31st
March, 2023 has been issued with an unmodified opinion by the Statutory Auditors and the
report is part of the Annual Report.
B. Secretarial Auditor:
The Board of Directors pursuant to Section 204 of the Companies Act,
2013 read with Rule 9 of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014, has appointed Mr. Gaurav Bachani, Proprietor of M/s. Gaurav
Bachani & Associates, Company Secretaries, Ahmedabad as a Secretarial Auditor of the
Company to conduct Secretarial Audit for the Financial Year 2022-23.
The Secretarial Audit Report for the Financial Year 2022-23 is annexed
herewith as Annexure - 4 in Form MR-3. There are no adverse observations in the
Secretarial Audit Report which call for explanation
C. Internal Auditor:
The Board of directors has appointed M/s. Saumil J. Shah &
Associates, Chartered Accountants, Ahmedabad as the internal auditor of the Company. The
Internal Auditor conducts the internal audit of the functions and operations of the
Company and reports to the Audit Committee and Board from time to time.
38. DISCLOSURES:
A. Audit Committee:
During the year under review, meetings of members of the Audit
Committee as tabulated below, was held on 25th May, 2022 and 23rd
August, 2022, 14th November, 2022 and 13th February, 2023 the
attendance records of the members of the Committee are as follows:
The constitution of the Audit Committee is as follows:
| Name |
Status |
No. of the Committee
Meetings entitled |
No. of the Committee
Meetings attended |
| Mr. Rupesh Shah |
Chairman |
4 |
4 |
| Mr. Tapan Patel |
Member |
4 |
4 |
| Mrs. Sejal Ladhawala |
Member |
4 |
4 |
B. Nomination and Remuneration Committee:
During the year under review, meetings of members of the Nomination and
Remuneration Committee as tabulated below, was held on 11th April, 2022 and 23rd
August, 2022, the attendance records of the members of the Committee are as follows:
The constitution of the Nomination and Remuneration Committee is as
follows:
| Name |
Status |
No. of the Committee
Meetings entitled |
No. of the Committee
Meetings attended |
| Mr. Tapan Patel |
Chairman |
2 |
2 |
| Mr. Rupesh Shah |
Member |
2 |
2 |
| Mr. Nehalkumar Shah |
Member |
2 |
2 |
C. Stakeholders Relationship Committee:
During the year under review, meetings of members of the Stakeholders
Relationship Committee as tabulated below, was held on 25th May, 2022 and 14th
November, 2022, the attendance records of the members of the Committee are as follows:
The constitution of the Stakeholders Relationship Committee is as
follows:
| Name |
Status |
No. of the Committee
Meetings entitled |
No. of the Committee
Meetings attended |
| Mr. Rupesh Shah |
Chairman |
2 |
2 |
| Mr. Tapan Patel |
Member |
2 |
2 |
| Mrs. Sejal Ladhawala |
Member |
2 |
2 |
39. DISCLOSURES UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE
(PREVENTION. PROHIBITION & REDRESSAL) ACT, 2013:
The Company has always been committed to provide a safe and conducive
work environment to its employees. Your Directors further state that during the year under
review there were no cases filed pursuant to the Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013 as confirmed by the Internal Complaints
Committee as constituted by the Company.
40. INDUSTRIAL RELATIONS:
The Directors are pleased to report that the relations between the
employees and the management continued to remain cordial during the year under review.
41. MAINTENANCE OF COST RECORDS:
The provisions relating to maintenance of cost records as specified by
the Central Government under sub-section (1) of section 148 of the Companies Act, 2013,
are not applicable to the Company and accordingly such accounts and records are not
required to be maintained.
42. MANAGEMENT DISCUSSION AND ANALYSIS REPORT:
Management Discussion and Analysis Report as required under Regulation
34 and Schedule V of the SEBI (Listing Obligation and Disclosure Requirements)
Regulations, 2015 forms an integral part of this Report, and provides the Companys
current working and future outlook as per Annexure - 3.
43. ACKNOWLEDGEMENTS:
Your Directors would like to express their sincere appreciation for the
co-operation and assistance received from the Bankers, Regulatory Bodies, Stakeholders
including Financial Institutions, Suppliers, Customers and other business associates who
have extended their valuable sustained support and encouragement during the year under
review.
Your Directors take this opportunity to recognize and place on record
their gratitude and appreciation for the commitment displayed by all executives, officers
and staff at all levels of the Company. We look forward for the continued support of every
stakeholder in the future.
+91-9892691696
