Your Directors have pleasure in presenting their 32ndAnnual Report of the business and operations of the Company together with audited financial statements for the financial year ended March 31, 2025. The earlier version of the Director's Report was placed before the Board on 10.05.2025. However, certain material events and developments that occurred after the initial placement necessitated the revision and resubmission of the report to ensure full and fair disclosure.
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FINANCIAL PERFORMANCE:
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(Amount in Rs.)
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Particulars
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2024-25
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2023-24
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Total Income
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17, 66,170
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2,215
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Profit / (Loss) before Depreciation & tax
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60,681
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(10,69,375)
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Less: Depreciation
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-
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-
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Less: Extra ordinary item
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30,34,228
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-
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Profit/ (Loss) before tax
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(29,73,547)
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(10,69,375)
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Less: Tax Expenses
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15,677
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-
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Profit /(Loss) for the year
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(29,89,224)
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(10,69,375)
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STATE OF COMPANY’S AFFAIRS:
During the year under review, the Company did not carry out any business operations in real terms. There has been no operational income or commercial activity during the year. The Company has undertaken strategic initiatives to revamp its operations, enhance corporate governance, and strengthen financial stability in order to sustain long-term business growth and shareholder value. The members of the Company in its Extra-Ordinary General meeting held on 6th February, 2025 has approved the proposal for issuance of 6,06,000 (Six Lakh Six Thousand Only) 10% Cumulative Non-Convertible Redeemable Preference Shares (herein after referred to as “"CNCRPS") of Rs. 50/- (Rupees Fifty Only) each at par on a private placement basis through Private Placement Offer for consideration in cash.
In light of the suspension from Bombay Stock Exchange Limited ("BSE"), the Company has proactively initiated steps to ensure compliance with listing regulations and has filed for revocation. The Company has received the in-principle approval from the BSE vide its letter dated 14th July, 2025 for revocation of suspension in trading of equity shares. The Company continues to meet its statutory and regulatory compliance obligations. The Company is committed to transforming its operations and driving sustainable growth in the chemical industry. The Company is confident that the business strategy will not only revitalize its market presence but also enhance shareholder value and comply with all regulatory obligations.
OPERATIONAL REVIEW AND INDUSTRY OUTLOOK:
During the year under review, although the Company did not engage in any active business operations, and neither engaged in manufacturing process of Chemicals, the total income stood at Rs. 17,66,170/-, as compared to Rs. 2,215/- in the previous year, primarily attributable to nonoperational income sources. The Company incurred a net loss of Rs. 29,89,224/- for the current year, as against a net loss of Rs. 10,69,375/- in the previous year. The increase in loss is mainly on
account of statutory and administrative expenses. The Company continues to monitor its financial position while exploring potential business opportunities.
MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY
There have been 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 and the date of report other than those stated elsewhere in this report
CHANGE IN NATURE OF BUSINESS:
There has been no change in nature of business of the Company during the F.Y. 2024-25. However, the company is further exploring future possibilities of trading in chemicals and allied product, to run a manufacturing unit on contract basis in same line of business.
CHANGES IN SHARE CAPITAL:
The equity share paid up Share Capital as on 31st March, 2025 stood at Rs. 4,43,81,430. During the year under review, the Company has not issued any equity shares with differential voting rights as to dividend, voting or otherwise and neither issue any sweat equity shares nor granted any Employees stock options and neither came out with rights, bonus issue. However, the company had re-classified its authorized preference share capital of the Company and consequently varied the rights attached to the existing preference shares of the Company by way of pre mature redemption and had subsequently allotted 6,06,000 10% cumulative nonconvertible redeemable preference shares of nominal value of Rs. 50 each on a private placement basis in different tranches during the Financial year 2024-25 as approved by shareholders by way of Postal Ballot concluded on 05.02.2025.
During the year under review, the company had redeemed at pre-mature date 3,44,743 10% Cumulative convertible redeemable preference shares (CCRPS) of nominal value of Rs. 50/- each for a full and final settlement amount of Rs. 53/- per share and 10,00,000 13.50% Cumulative Redeemable Preference Shares (CRPS) of nominal value of Rs. 10/- each for a full and final settlement of Rs. 12/- per share .
TRANSFER TO RESERVE:
During the period under review, no amount was transferred to any Reserves.
DIVIDEND:
In view of huge accumulated losses, the Company is not in a position to recommend any dividend for the financial year 2024-25.
DETAIL OF DIRECTORS & KEY MANAGERIAL PERSONNEL:
Directors:
In accordance with the provisions of Section 152 of the Companies Act, 2013 read with Companies (Appointment and Qualifications of Directors) Rules, 2014 and the Articles of Association of the company Mrs. Garima Sureka (DIN: 07138785), Director of the Company retires by rotation & being eligible offers herself for re-appointment at the ensuing Annual General Meeting of the company. The resume and other information regarding re-appointment of Mrs. Garima Sureka (DIN: 07138785), as required under Regulation 36 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015 (the "SEBI LODR") will be given in the Notice convening the ensuing Annual General Meeting.
The Board of Directors at its meeting held on 23.08.2024, and on the recommendation of the Nomination and Remuneration Committee, appointed Mr. Milan Sardar (DIN: 08470284), as an Additional (Independent) Director of the Company to hold office for a term of 5 (five) consecutive years commencing from August 23, 2024 as approved by the shareholders at Annual General Meeting held on 28.09.2024.”
Your Company has received declaration from each of the Independent Directors under Section 149(7) of the Companies Act, 2013 and Regulation 25(8) of SEBI Listing Regulations, 2015 that they meets the criteria of independence laid down in Section 149(6) of the Companies Act, 2013 and Regulation 16 of SEBI Listing Regulations, 2015 and that they are not aware of any circumstance or situation, which exist or may be reasonably anticipated, that could impair or impact his/her ability to discharge their duties with an objective independent judgment and without any external influence. All the declarations were placed before the Board.
KEY MANGERIAL PERSONNEL
Your Company has following personnel’s designated as whole -time key managerial personnel as on 31.03.2025 pursuant to section 203 of the Companies Act, 2013 and rules made thereon:
1) Mr. Jayanta Sahu - Manager
2) Mr. Rajesh Kumar Rungta- Chief Financial Officer
3) Mr. Sourabh Chitlangia- Company Secretary
However, there had been changes in the whole -time key managerial personnels of the Company due to resignation of Mr. Sourabh Chitlangia as the Company Secretary of the company w.e.f 21.05.2025 and Mr. Rajesh Kumar Rungta as Chief Financial Officer of the company w.e.f. 14.05.2025 respectively and subsequent appointment of the following personnels as KMPs:-
Ms. Kiran Satyawan Vaidya (Chief Financial Officer ) (w.e.f 21.05.2025) and Ms. Vandana Gupta (Company Secretary ) (w.e.f 02.06.2025)
MANAGERIAL REMUNERATION AND PARTICULARS OF EMPLOYEES:
The statement containing the disclosure as required in accordance with the provisions of Section 197(12) of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Amendment Rules, 2016 is annexed as “Annexure A” and forms a part of the Board Report.
Further, none of the employees of the Company are in receipt of remuneration exceeding the limit prescribed under rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and Companies (Appointment and Remuneration of Managerial Personnel) Amendment Rules, 2016 so statement pursuant to Section 197(12) of the Companies Act 2013 read with rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and Companies (Appointment and Remuneration of Managerial Personnel) Amendment Rules, 2016 is not required to be included.
POLICY FOR REMUNERATION OF DIRECTORS, KEY MANAGERIAL PERSONNEL AND OTHER EMPLOYEES:
The Company recognizes the fact that there is a need to align the business objective with the specific and measurable individual objectives and targets.
Pursuant to provisions of Section 178(3) of the Companies Act, 2013 and Regulation 19 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board of Directors of the Company based on the recommendation of the Nomination and Remuneration Committee, has formulated a Remuneration Policy. The remuneration policy of the company can be accessed to its website at https: //www .shentracon.com/investor.html.
The Remuneration Policy of the Company, inter alia, includes the aims and objectives, principles of remuneration, guidelines for remuneration to Directors and KMPs.
DECLARATION BY INDEPENDENT DIRECTORS
All Independent Directors have given declarations that they meet the criteria of independence as per applicable provisions of the Companies Act, 2013 and Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.
None of the Directors on the Board is a member of more than 10 Committees and the Chairman in more than 5 Committees, across all Companies in which they are Director and the same is in compliance with Regulation 26 of SEBI Listing Regulations, 2015.
1 The directorship held by Directors as mentioned above does not include Directorships of private companies / Section 8 companies / foreign companies as on 31st March, 2025.
In accordance with Regulation 26 of the SEBI Listing Regulations, 2015, Memberships/Chairmanships of Board Committees relate to only Audit Committee and Shareholders’ / Stakeholder Relationship Committee in all public limited committee (excluding Shentracon Chemicals Limited) have been considered.
During the financial year 2024-2025, 11 (Eleven) meetings of the Board of Directors were held on 27th April, 2024, 29th May, 2024, 29th June, 2024, 13th August, 2024, 23rd August, 2024, 12th November, 2024, 27th December, 2024, 14th February, 2025, 27th February, 2025, 6th March, 2025 & 13th March, 2025.
COMMITTEES OF BOARD
There are currently four Committees of the Board, as follows:
S Audit Committee
S Nomination and Remuneration Committee S Stakeholders’ Relationship Committee AUDIT COMMITTEE
The company has an Audit committee with majority including chairman being independent directors. They possess sound knowledge on accounts, audit, finance, taxation, internal controls etc. The Audit Committee acts as a link between the statutory and internal auditors and the Board of Directors.
Composition, Name of Member and Chairperson:
The Audit Committee consists of 3 members as on 31st March, 2025 with majority independent directors. The Committee had met 4(four) times i.e. on 31st May, 2024, 23rd August 2024, 07th October, 2024, 01st February 2025.
NOMINATION AND REMUNERATION COMMITTEE
Nomination and Remuneration Committee has been constituted pursuant to section 178 of Companies Act, 2013 read with Regulation 19 of SEBI Listing Regulations, 2015.
Composition and meeting details:
The Nomination and remuneration committee consist of the following non-executive members. The Chairman being the Independent Director. The Committee had met three times i.e., on 29th June, 2024, 23rd August, 2024, and 22nd February, 2025. The details of composition of the Nomination & Remuneration Committee are as under:-
STAKEHOLDERS RELATIONSHIP COMMITTEE:
The Stakeholders Relationship Committee shall act in compliance with the provisions of Section 178(5) of the Companies Act, 2013 and Regulation 20 of SEBI Listing Regulations, 2015.
The Stakeholders Relationship Committee of your Company comprises of three members, out of which one being Non-Executive & Non-Independent Directors. During the financial year one meeting was held i.e. 10th February, 2025 to consider & resolve the grievances of Security holders.
DISCLOSURE ON ESTABLISHMENT OF A VIGIL MECHANISM / WHISTLE BLOWER POLICY
In compliance with provisions of Section 177(9) of the Companies Act, 2013 read with rules and Regulation 22 of SEBI Listing Regulations, 2015, the Company has framed a Vigil Mechanism / Whistle Blower Policy to deal with unethical behaviour, actual or suspected fraud or violation of the Company’s code of conduct or ethics policy, if any. The Vigil Mechanism / Whistle Blower Policy have also been uploaded on the website of the Company and may be accessed at http://www.shentracon.com/pdf/v mach.pdf
DISCLOSURE ON ESTABLISHMENT OF A RISK MANAGEMENT POLICY
Pursuant to section 134(n) of the Companies Act, 2013 and Regulation 17(9) of SEBI Listing Regulations, 2015, your company has a Risk Management framework to identify, evaluate business risk and
opportunities. Risk management is the process of identification, assessment and prioritization of risks followed by coordinated efforts to minimize, monitor and mitigate/ control the probability and / or impact of unfortunate events or to maximize the realization of opportunities.
Your Company manages monitors and reports on the principal risks and uncertainties that can impact its ability to achieve its strategic objectives. Your Company’s management systems, organizational structures, processes, standards, code of conduct and behaviours governs how the Group conducts the business of the Company and manages associated risks.
PREVENTION. PROHIBITION & REDRESSAL OF THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE
Your Company has always believed in providing a safe and harassment free workplace for every individual working in the Company. Your Company always endeavors to create and provide an environment that is free from discrimination and harassment including sexual harassment.
The Company is not required to form an internal complaint committee under section 4 of the Sexual Harassment of women at workplace (Prevention, Prohibition and Redressal) Act, 2013. During the year no complaint was filed in the Company.
LISTING AT STOCK EXCHANGE:
The Equity shares of the company are listed on The Calcutta Stock Exchange Association Ltd., The BSE Ltd and Ahmedabad Stock Exchange Limited (de- recognized). Further, the Equity Shares of the Company are suspended in BSE Ltd. since 10.09.2001. The Company has already made an application with the Bombay Stock Exchange (BSE) for revocation of suspension of trading of equity shares. The Company has received the in-principle approval from the BSE vide its letter dated 14th July, 2025 for revocation of suspension in trading of equity shares.
FAMILIARIZATIONS PROGRAMME FOR INDEPENDENT DIRECTORS
In terms of Regulation 25(7) of the SEBI Listing Regulations, 2015 the Company has conducted the Familiarization Program for Independent Director to familiarize them with their roles, rights, responsibilities in the company, nature of the industry in which the company operates, business model of the company, etc., through various initiatives. The same has been uploaded in Company’s website and may be accessed at https://www.shentracon.com/pdf/familiarisation-programme-for-ID-24-25.pdf.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO:
In accordance with the provisions of Section 134(3)(m) of Companies Act, 2013 the required information relating to the "Conservation of Energy, Technology, Absorption and Foreign Exchange Earnings and outgoing" are nil. Since presently there are no manufacturing activities in the company therefore no such data are available.
DETAILS OF SUBSIDIARY / JOINT VENTURES / ASSOCIATE COMPANIES:
Your Company has neither a Subsidiary Company nor a Joint Venture Company or an Associate Company during the year under review. Therefore, no disclosure is required to be included in this report.
Moreover, Formulation of Policy for determining material subsidiary is not required.
STATUTORY AUDITORS
M/s. Chanani & Associates, Chartered Accountants, who were appointed as the Statutory Auditors of the Company for a term of five consecutive years at the AGM held on 30.09.2022 till the conclusion of AGM to be held in the year 2027, have tendered their resignation with effect from 13.05.2025, for the remaining term of their period.
Hence, in order to fill up the casual vacancy, the Company has appointed M/s.Mark & Co. Chartered Accountants, [Firm Registration No. : 142902W] in the Board Meeting convened on 28.05.2025.
The office of M/s. Mark & Co, Chartered Accountants, are to be confirmed by the members in the ensuing Annual General Meeting, Further, their appointment shall be for the tenure of 01(One) year, subject to the approval of members in the ensuing Annual General Meeting. As required under Section 139 of the Companies Act, 2013, the Company has received a written consent from M/s. Mark & Co Chartered Accountants, , for such appointment and also a certificate to the effect that their appointment, if made, would be in accordance with Section 139(1) of the Companies Act, 2013 and the rules made thereunder.
The statutory Auditor has not reported any incident of fraud to the Audit committee of the company in the year under review.
The Auditors’ Report does not contain any qualification, reservation or adverse remarks.
Key Audit Matters
The Notes on financial statement referred to in the Auditors’ Report are self-explanatory and do not call for any further comments. Further, the Statutory Auditors in their report have stated “Key Audit Matters” and the response of your Board of Directors with respect to the same and note no. 2.17 of financial statement are as follows:
1. Note number 2.17 regarding presentation of accounts on the basis applicable to going concerned although the company’s net worth has been fully eroded due to accumulated losses including the loss for the year for the reasons as a stated in the note. In the event, the going concern assumption is vitiated; the financial statements may requires necessary adjustment. -In regard to this the Board would clarify that the company is exploring the possibilities to trade, run a unit on contract in same line of business and is thus maintaining the status of going concern.
2. As indicated in the financial in statements the company has accumulated losses and its net worth has been fully eroded, the company has incurred loss during the current year. These conditions, along with other matters set forth in notes to the financial statements indicate the existence of material uncertainty that make us significant doubt about the company’s ability to continue as a going concern. However these financial statements of the company has been prepared on a going concern basis due to reasons stated in note no. 2.17- the Board would clarify that the company is exploring the possibilities to trade, run a unit on contract in same line of business and is thus maintaining the status of going concern.
SECRETARIAL AUDITOR:
Pursuant to the provisions of Section 204 of the Companies Act, 2013 and The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, M/S. MR & Associates, a firm of Company Secretaries in Practice had undertaken the Secretarial Audit of the Company for F.Y. ended 31.03.2025. The Report of the Secretarial Audit Report is annexed herewith as “Annexure B”.
The Secretarial Auditors in their report have stated the following and the response of your Board of Directors with respect to the same are as follows:
• The Company’s shareholding of promoter and promoter group namely Mrs. Savitri Devi Sureka and Shentracon Financial Services Limited is not held in dematerialized form.
Management Reply- the Company is in process of dematerializing the shares of the promoter and promoter group.
• The Independent directors are not registered with the Indian Institute of Corporate Affairs for inclusion of their name in the data bank consequently not passed any proficiency test according to Section 150 of the Companies Act, 2013.
Management Reply- The management will take care of the same and will abide by the law in the upcoming future.
• There had been delay in newspaper publication for declaration of financial results for quarter and financial Year ended 31st March, 2024 and 31st March 2025.
Management Reply- The company had sent the data to the newspaper agency within time but due to some unknown reason the publication has been delayed by one day in both the quarter.
• The company published the advertisement offinancial results for quarter ended 31.12.2024 and 31.03.2025 in the newspaper on 14.02.2025 and 10.05.2025 respectively, without containing a Quick Response Code , as mandated by Regulation 47(1) of SEBI (LODR) 2015 effective from 13th December, 2024.
Management Reply-
The management will take care of the same and will abide by the law in the upcoming future.
INTERNAL AUDITOR:
Pursuant to the provisions of Section 138 of the Companies Act, 2013 and The Companies (Accounts) Rules, 2014 the Company has appointed Mr. Abhishek Sharma as Internal Auditor to undertake the Internal Audit of the Company for the F.Y. 2024-25. There stood no adverse finding & reporting by the Internal Auditor in the Internal Audit Report for the year ended 31st March 2025.
EXTRACT OF ANNUAL RETURN:
Pursuant to the provisions of Section 134(3)(a) and Section 92(3) of the Companies Act, 2013, the draft Annual Return of the Company for the Financial Year ended March 31, 2025 is uploaded on the website of the Company at https://www.shentracon.com/fin.html. The final Annual Return shall be uploaded in the same web link after the said Annual Return is filed with the Registrar of Companies, West Bengal.
MATERIAL CHANGES AND COMMITMENTS. IF ANY, AFFECTING THE FINANCIAL POSITION:
There have been 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 financial statements relate and the date of the report.
SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURT OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY’S OPERATION IN FUTURE:
There are no significant material orders passed by the Regulators / Courts/ Tribunals which would impact the going concern status of the Company and its future operations. Although, The Company’s net worth has been fully eroded due to accumulated losses including the loss for the year, the Management is of the opinion that the Going Concern assumption is on the basis of foreseeable future.
INTERNAL FINANCIAL CONTROL SYSTEM AND THEIR ADEQUACY:
The Company has policy for Internal Financial Control System, commensurate with the size, scale and complexity of its operations. Detailed procedural manuals are in place to ensure that all the assets are safeguarded, protected against loss and all transactions are authorized, recorded and reported correctly. The scope and authority of the Internal Audit (IA) function is defined in the internal financial control policy. The Internal Auditor monitors and evaluates the efficiency and adequacy of Internal Financial control system in the Company, its compliance with operating systems, accounting procedures and policies. To maintain its objectivity and independence, the Internal Auditor reports to the Chairman of the Audit Committee of the Board, the internal audit report on quarterly basis and some are reviewed by the committee.
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:
Particulars of loans given, guarantees given and Investments made under the provisions of Section 186 of the Companies Act 2013 read with relevant applicable rules thereon as provided in the notes to the Financial Statements.
CORPORATE SOCIAL RESPONSIBILITY:
In lines with the provisions of Section 135 of the Companies Act, 2013, the provisions of Corporate Social Responsibilities pursuant to Section 135 of the Companies Act 2013 read with relevant applicable rules thereon are not applicable to the Company.
DEPOSITS:
During the financial year, the Company has not accepted any deposits within the meaning of Section 73 and 76 of the Companies Act, 2013 read relevant applicable rules.
CONTRACTS/ TRANSACTIONS / ARRANGEMENTS WITH RELATED PARTIES:
During the year, the Company had not entered into any contract / arrangement / transaction with related parties thus disclosure relating to details of contracts or arrangements or transactions with related parties referred to in section 188(1) in Form AOC-2 is not required. There are no materially significant related party transactions made by the Company with Promoters, Directors, Key Managerial Personnel or their relatives or other designated persons which could have a potential conflict with the interest of the Company at large. All Related Party Transactions are periodically placed before the Audit Committee for its approval.
Your Directors draw attention of the members to Note 2.22 to the Financial Statement which sets out related party disclosures.
The Policy on Related Party Transactions as approved by the Board is uploaded on the Company’s website and may be accessed at http://www.shentracon.com/pdf/mrpt.pdf.
ANNUAL EVALUATION:
The Nomination & Remuneration Committee of your Company has formulated and laid down criteria for Performance Evaluation of the Board (including Committees) and every Director (including Independent Directors) and that of Committees pursuant applicable provisions of the Companies Act 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
Based on these criteria, the performance of the Board, various Board Committees viz. Audit Committee, Stakeholder’s Relationship Committee, Nomination and Remuneration Committee and Individual Directors (including Independent Directors and chairman) was evaluated.
During the year under review, the Independent Directors of your Company reviewed the performance of Non-Independent Directors and Chairperson of your Company, taking into account the views of Executive Directors and Non-Executive Directors.
The information flow between your Company’s Management and the Board is complete, timely with good quality and sufficient quantity.
DIRECTORS RESPONSIBILITY STATEMENT:
In terms of provision of Section 134(5) of the Companies Act, 2013, your Board of Directors to the best of their knowledge and ability state that:
I. In the preparation of the annual accounts for the financial year ended on 31st March 2025, the applicable accounting standards had been followed along with proper explanation relating to material departures.
II. 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 as at 31st March 2025 and of the profit and loss of the company for that period;
III. 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;
IV. The directors had prepared the annual accounts on a going concern basis;
V. The directors had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively.
VI. 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.
CODE OF CONDUCT
The Board has laid down a Code of Conduct for all Board members and senior management of the Company Board members and senior management personnel have affirmed compliance with the Code for the financial year 2024-25 annexed as ‘Annexure C’.
TRANSFER OF AMOUNTS TO INVESTOR EDUCATION AND PROTECTION FUND
Pursuant to the provisions of the Companies Act, 2013, the Company is not required to transfer any amount to Investor Protection and Education Fund as the Company has not declared any Dividend since its incorporation and as such there is no amount of dividend which was due and payable and remained unclaimed and unpaid for a period of seven years.
MANAGEMENT’S DISCUSSION AND ANALYSIS REPORT
Management’s Discussion and Analysis Report for the year under review, is presented in a separate section forming part of the Annual Report as “Annexure - D”.
CEO/ CFO CERTIFICATION:
The CEO (Manager) and CFO of the Company have certified to the Board of Directors, inter alia, the accuracy of financial statements and adequacy of internal controls for the financial reporting as required under Regulation 33(2)(a) of the Listing Regulations for the year ended 31st March 2025 is annexed as “Annexure E”
CORPORATE GOVERNANCE
The provision related to corporate governance is not applicable to the company according to regulation 15(2) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
DETAILS RELATING TO MATERIAL VARIATIONS:
Disclosures regarding material variations as specified in Regulation 32(1) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is not required to be furnished as no such events took place during the year.
DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016 DURING THE YEAR ALONG WITH THEIR STATUS AS AT THE END OF THE FINANCIAL YEAR
There were no applications made or any proceeding pending under the Insolvency and Bankruptcy Code, 2016 during the year.
DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE TIME OF ONE TIME SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR FINANCIAL INSTITUTIONS ALONG WITH THE REASONS THEREOF.
There was no such instances of one-time settlement made during the year, therefore the disclosures of the details of difference between amount of the valuation done at the time of one-time settlement and the valuation done while taking loan from the Banks or Financial Institutions is not applicable.
SECRETARIAL STANDARDS:
The Company complies with all applicable secretarial standards as issued and notified by Institute of Company Secretaries of India.
ACKNOWLEDGEMENTS:
Your Directors take the opportunity to thanks the Regulators, Organizations and Agencies for the continued help and co-operation extended by them. The Directors also gratefully acknowledge all stakeholders of the Company viz. customers, members, vendors, banks and other business partners for the excellent support received from them during the year. The Directors place on record their sincere appreciation to all employees of the Company for their unstinted commitment and continued contribution to the Company.
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