The Directors are pleased to present the Hundred and Fourteenth (114th) Annual Report of the Company together withStandalone Audited Financial Statements of the Company for the financial year ended on March 31, 2025.
The summarized financial position of the Company are given in the table below.
Particulars
Standalone
FY 2024-25
FY 2023-24
Revenue from Operations
7,082.45
7305.15
Profit before taxation
(483.60)
54.92
Tax Expense
(25.16)
30.96
Profit for the year
(458.44)
23.96
Other Comprehensive Income (Net of Tax)
(1.19)
99.34
Total Comprehensive Income
(459.63)
123.30
Other Equity at year end
5689.44
6131.09
Note: The above figures are extracted from the Standalone Financial Statements prepared under IND AS (Indian AccountingStandards) for the Financial Year ended on 31st March, 2025 and 31st March, 2024
The year under review has been the worst year forentire north India on crop front wherein there wasmajor pest attack followed by fungal activity whichhad dented the crop majorly. In absence of certaineffective chemicals which were not included in PPC,were banned to be used, it became further difficultto control pest thus resulting in major crop loss.Indian tea industry lost more than 100 million kgs onaccount of pest and fungal activity and early closure ofoperation on 30th November. Our company also facedthe same consequence by virtue of which we producedthis 27,99,612 kgs against last year 31,13,239 kgs. Wemade 1,87,241 kgs of bought leaf against last year1,28,082 kgs. Furthermore, tea market which wasbuoyant till mid-September showed a sharp fall due toexcessive import of Tea from Nepal & Kenya, thereforeerasing maximum gains on average realization over
last year resulting in merely average of ' 236.41against ' 233.50 last year. The outcome of above hasresulted in loss of ' 458.44 Lakh this year against profitof '23.96 Lakh last year.
Current year has started on a better note on cropfront where Indian Tea production is on a higher by 67million kgs till the month of May. Majority of which iscontributed by small growers. In every likelihood thelast year crop short fall of more than 100 million kgsis likely to be erased this year. However extreme pestand fungal activity prevalent in North India in absenceof adequate MRL compliant chemicals available in themarket for tea Industry remains a challenge on cropfront in coming months. Excess availability will putpressure on overall market sentiments. Furthermore,continuous unregulated import from Nepal and
Kenya part of which is filtering into domestic marketcould further be detrimental to market sentiments.However, export prospect seems to be promising.Demand for quality tea & prices thereof should beless impacted. Our own crop till June is higher by2.25 Lakh kgs and realization to date is more or lessat par with last year. Increasing cost with stagnantprice realization continues to be a challenge for theorganized tea industry. Your company is taking utmostprecaution and leaving no stones unturned to passthough this turbulent phase faced by the industry.
4. CHANGE IN NATURE OF BUSINESS, IF ANY
There has been no change in the nature of businessand the Company continues to concentrate on theirown business.
5. TRANSFER TO RESERVES
The Directors transferred ' 350 Lakhs out of GeneralReserves to retained earnings to meet up the deficit.
6. DIVIDEND
Due to making loss during the financial year, the Boardof Directors have not recommended any dividend forthe Financial Year 2024-25.
7. DETAILS OF BOARD MEETINGS
During the Financial Year, four (4) Board meetingswere held, details of which are given below:
Date of the meeting
No. of Directors attended the
meeting
27.05.2024
4
29.07.2024
11.11.2024
6
05.02.2025
5
8. SHARE CAPITAL
During the financial year ended 31st March, 2025there has been no change in the issued and subscribedcapital of the Company. The Issued, Subscribed & paid-up Share capital as on 31st March, 2025 is ' 749.55Lakh comprising of 1,49,91,000 equity shares of ' 5/-each.
9. EXTRACT OF ANNUAL RETURN
In accordance with the Companies Act, 2013, theannual return in the prescribed format can be accessedat https://www.dianatea.in/finance.shtml .
10. DISCLOSURE RELATING TO MATERIAL VARIATIONS
As per Regulation 32(1) of SEBI (Listing Obligations and
Disclosure Requirements) Regulation, 2015, there areno such material variances in the Company.
11. COMMITTEES OF BOARD
The details of composition of the Committees ofthe Board of Directors as on 31st March, 2025 are asunder:-
a. Audit Committee
Sl.
No.
Name
Chairman/
Members
1.
Mr. H.M. Parekh
Chairman
2.
Mr. Sandeep Singhania
Member
3.
Mr. Gautam Bhalla
4.
Mr. Kiran Nanoo Desai
The Audit Committee has been reconstituted witheffect from 25.06.2025 after the cessation of Mr.Harish Chandra Parekh Maneklal and Mr. GautamBhalla pursuant to their tenure completion asIndependent Director. Mr. Navin Nayar have beeninducted as Chairman and Mr. Ravindra Suchanti havebeen inducted as Member of the Committee.
The Terms of Reference of the Audit Committee hasbeen provided in the Corporate Governance Sectionforming part of this Report. During the financial year,the Committee had met 4 times as on 27th May, 2024,29th July, 2024, 11th November, 2024 and 5th February,2025.
Recommendation by audit committee:
There was no such recommendation of auditcommittee which has not been accepted by the Boardduring the said financial year.
• Vigil Mechanism/ Whistle Blower Policy
The Company has formulated the codified VigilMechanism/Whistle Blower Policy incorporating theprovisions relating the Vigil Mechanism in terms ofSection 177(9) & (10) of the Companies Act, 2013and Regulation 22 of SEBI (Listing Obligation &Disclosure Requirements) Regulations , 2015 andSEBI (Prohibition of Insider Trading) (Amendment)Regulations, 2018 , in order to encourage Directors andEmployees of the Company to escalate to the level ofthe Audit Committee any issues of concern impactingand compromising with the interest of the Companyand the Stakeholders in any way and to prevent leak ofUnpublished Price Sensitive Information The Companyhas also made provisions for adequate safeguardsagainst victimization of its employees and Directors
who express their concerns. The Chairman of AuditCommittee can be accessed directly by any employeefor reporting issues which need to be brought to thenotice of the Board. The Vigil Mechanism / WhistleBlower Policy of the Company has been uploadedon the website of the Company at https://www.dianatea.in/202503204_whistle_blower.pdf .
b. Nomination & Remuneration Committee
Mr. H.M Parekh
3
Mr Kiran Nanoo Desai
The Nomination and Remuneration committee hasbeen reconstituted with effect from 25.06.2025after the cessation of Mr. Harish Chandra ParekhManeklal and Mr. Gautam Bhalla pursuant to theirtenure completion as Independent Director. Mr. KiranNanoo Desai have been inducted as Chairman and Mr.Ravindra Suchanti and Mr. Navin Nayar have beeninducted as Member of the Committee.
The Terms of Reference of the Committee has beenprovided in the Corporate Governance Sectionforming part of this Report. During the financial year,the Committee had met 2 times on 27th May, 2024 and11th November, 2024.
:. Stakeholders Relationship Committee
Mrs. Sarita Singhania
5.
Mr. Devang Singhania1
the Committee had met 4 times on 27th May, 2024,29th July, 2024, 11th November, 2024 and 5th February,2025.
12. MANAGEMENT DISCUSSION AND ANALYSIS
As per SEBI (Listing Obligations & DisclosureRequirements) Regulations 2015, ManagementDiscussion and Analysis Report is attached asAnnexure "A" forming part of this report.
13. CORPORATE SOCIAL RESPONSIBILITY (CSR)
Pursuant to the provisions of Section 135 of theCompanies Act, 2013 read with Schedule VII andCompanies (Corporate Social Responsibility Policy)Rules, 2014, every company meeting the specifiedfinancial thresholds is required to constitute aCorporate Social Responsibility (CSR) Committeeand undertake CSR activities. However, during thefinancial year under review, the Company did notmeet the criteria prescribed under Section 135(1) ofthe Act in respect of net worth, turnover, or net profit.Accordingly, the provisions relating to Corporate SocialResponsibility are not applicable to the Company forthe financial year 2024-25.
The Corporate Social Responsibility Policy of theCompany as adopted by the Board of Directors isavailable on Company's websites https://www.dianatea.in/20220802_CSR-Policy-DTCL-2021.pdf
During the year ended 31st March, 2025, yourCompany is not required to spent on CSR activitiesas defined under schedule VII of the Companies Act2013.
14. DIRECTORS' RESPONSIBILITY STATEMENT
Pursuant to the provisions of clause (c) of sub-section(3) and sub-section (5) of Section 134 of the Act, theBoard of Directors of the Company hereby confirmthat:
i) in the preparation of the annual accounts, forthe financial year ended 31st March, 2025,the applicable accounting standards had beenfollowed along with proper explanation relatingto material departures except gratuity liabilitybeing accounted for, as and when paid/payable;
ii) we have selected such accounting policies andapplied consistently and made judgments andestimates that are reasonable and prudent, so asto give a true and fair view of the state of affairsof the Company as at March 31, 2025 and of the
profit of the Company for the year ended onMarch 31, 2025;
iii) we have taken proper and sufficient care for themaintenance of adequate accounting records inaccordance with the provisions of the Act, forsafeguarding the assets of the Company andfor preventing and detecting fraud and otherirregularities;
iv) we have prepared the annual accounts for thefinancial year ended on March 31, 2025 on agoing concern basis;
v) we have laid down internal financial controls andthe same have been followed by the Companyand that such internal financial controls areadequate and were operating effectively; and
vi) we have devised proper systems to ensurecompliance with the provisions of all applicablelaws and that such systems were adequate andoperating effectively.
15. CORPORATE GOVERNANCE
The Company attaches considerable significance togood Corporate Governance as an important steptowards building investor confidence, improvinginvestor's protection and maximizing long termshareholders value. The certificate of the Auditorsconfirming compliance of conditions of CorporateGovernance as stipulated under Regulation 34 readwith Schedule V(E) of the Securities and ExchangeBoard of India (Listing Obligations and DisclosureRequirements) Regulations, 2015 of the StockExchange is annexed as Annexure "B".
16. RELATED PARTY TRANSACTIONS
The related party transactions entered during theyear were in ordinary course of business and also onarm's length basis in compliance with the applicableprovisions of the Companies Act, 2013 and SEBI ListingRegulations, 2015. There are no materially significantrelated party transactions made by the Company withPromoters, Directors or Key Managerial Personnel etc.which may have potential conflict of the interest withthe Company at large. All related party transactionsare presented to the Audit Committee and theBoard, if required, for approval. Omnibus approval isobtained for the transactions which are foreseen andrepetitive in nature. The Revised Policy on RelatedParty Transactions as approved by the Board isuploaded on the Company's web link: https://www.
dianatea.in/202503204_Policy_on_Related_Party_
Transactions.pdf.
17. DETAILS OF CONSERVATION OF ENERGY,TECHNOLOGY ABSORPTION, FOREIGN EXCHANGEEARNINGS AND OUTGO
The particulars as prescribed under sub-section (3)(m)of the Section 134 of the Companies Act, 2013 readwith Rule 8(3) of the Companies (Accounts) Rules,2014, are given at Annexure "C" to the Directors'Report.
18. PARTICULARS OF EMPLOYEES
The ratio of the remuneration of each Director tothe median employee's remuneration and otherparticulars or details of employees pursuant to Section197(12) of the Companies Act, 2013 read with Rule 5(1)of the Companies (Appointment and Remuneration ofManagerial Personnel) Rules, 2014 as amended areattached to this Report as Annexure "D".
The details of employees prescribed under Rule 5(2)of the Companies (Appointment and Remuneration ofManagerial Personnel) Rules, 2014 forms part of thisreport.
There were no directors who is in receipt of anycommission from the company as well as from itsholding company as per section 197 (14) of theCompanies Act, 2013.
19. ANNUAL EVALUATION OF BOARD'S PERFORMANCE
During the financial year, the Board evaluated itsown performance as well as that of its committeesand individual Directors. The exercise was carried outcovering various aspects of the Boards functioningsuch as composition of the Board & committees,qualification, experience & competencies,performance of specific duties & obligations,governance issues etc. Separate exercise was carriedout to evaluate the performance of Non-IndependentDirectors. The performance of Independent Directorshas been evaluated based on the guidelines asprovided under Schedule IV of the Act. The evaluationof the Independent Directors was carried out by theentire Board except by the Director being evaluated.The directors were satisfied with the evaluationresults, which reflected the overall engagement of theBoard and its Committees with the Company.
20. AUDITORSStatutory Audit
M/s. B. Nath & Co., Chartered Accountants havingregistration number FRN No. 307057E were appointedas statutory Auditors of the Company in the 112thAnnual General Meeting to hold office for a term of5(Five) years from the conclusion of 112th AnnualGeneral Meeting till the conclusion of the 117th AnnualGeneral Meeting. Pursuant to the amendments madeto Section 139 of the Companies Act, 2013 by theCompanies (Amendment) Act, 2017 effective fromMay 7, 2018, the requirement of seeking ratificationof the Members for the appointment of the StatutoryAuditors has been withdrawn from the Statute. Hencethe resolution seeking ratification of the Membersfor continuance of their appointment at this AGM isnot being sought. The Statutory Auditors hold a validpeer review certificate as prescribed under Regulation33(1)(d) of SEBI Listing Regulations, 2015.
Further, the report of the Auditors along with notesto Schedules is enclosed to this report. The Companyis in the regime of unmodified opinions on financialstatements. Further, the Statutory Auditors have notreported any incident of fraud during the year underreview to the Audit Committee of your Company.
Secretarial audit
Pursuant to the provisions of Section 204 of theCompanies Act, 2013 read with Rule 9 of theCompanies (Appointment and Remuneration ofManagerial Personnel) Rules, 2014 and in accordancewith the applicable provisions of Regulation 24A of theSEBI (Listing Obligations and Disclosure Requirements)Regulations, 2015, the Board of Directors of theCompany has appointed M/s. MR & Associates, a firmof Company Secretaries in Practice (Firm RegistrationNo. P2003WB008000), to conduct the Secretarial Auditof the Company, and for a term of five consecutivefinancial years commencing from FY 2025-26 to FY2029-30, subject to the approval of the shareholdersat the ensuing Annual General Meeting (AGM).
The Secretarial Audit Report for the financial yearended 31st March, 2025 is annexed herewith asAnnexure "E" to this Report.
The remark in the Secretarial Audit Report andclarification thereof for the financial year ended March31, 2025, is as follows:
i. "The company has delayed compliance with
Regulation 30 read with Schedule III Part A ParaA of SEBI (Listing Obligation and DisclosureRequirements) Regulations, 2015 and SEBI
Circular SEBI/HO/CFD/PoD2/CIR/P/0155 datedNovember 11, 2024, in respect of timelyintimation regarding the revision in credit rating.The credit rating report dated December 5, 2024,was submitted to the stock exchange on February13, 2025, beyond the prescribed timeline."
Management Response: "The delay in submissionwas inadvertent and due to internal oversight. TheCompany has taken corrective measures to strengthenits internal compliance systems to ensure timelydisclosures in the future."
Cost Audit
As per Section 148 of the Companies Act 2013 readwith Rule 4 of Companies (Cost Records and Audit)Rules, 2014, the Company is required to maintaincost records for the financial year 2024-2025 andaccordingly such accounts and records are made andmaintained. However, the Company is not requiredto appoint Cost Auditor to conduct the audit of costrecords for the financial year 2024-2025.
21. HUMAN RESOURCES
The Company treats its "human resources" as one ofits most important assets.
The Company has a large work force employed atthe tea estates. There were no major disruptions ofwork at the garden or any other establishment of theCompany during the period under review. The correctrecruitment practices are in place to attract besttalent. Industrial Relations at all the units remainedsatisfactory.
22. MATERIAL CHANGES AND COMMITMENTS, IF ANY,AFFECTING THE FINANCIAL POSITION
No material changes and commitments have occurredduring the financial year 2024-2025 which might affectthe financial position of the company.
23. DISCLOSURE UNDER SEXUAL HARASSMENT OFWOMEN AT WORKPLACE (PREVENTION, PROHIBITION& REDRESSAL) ACT, 2013
The Company is committed to provide a workenvironment which ensures that every womanemployee is treated with dignity, respect and equality.There is zero-tolerance towards sexual harassmentand any act of sexual harassment invites seriousdisciplinary action. The Company has adopted a policyin line with the provisions of the Sexual Harassmentof Women at Workplace (Prevention, Prohibition and
Redressal) Act, 2013 and the Rules made thereunder.
The Company hereby declares that it has compliedwith provisions relating to the constitution of InternalComplaints Committee of Woman at Workplace(Prevention, Prohibition and Redressal) Act, 2013.During the financial year under review, the Companyhas complied with all the provisions of the POSH Actand the rules framed thereunder. Further details are
aQ fnlln\A/Q Ý
a.
Number of complaints of sexual Harassmentreceived in the year
NIL
b.
Number of complaints disposed off duringthe year
c.
Number of Cases pending for more thanninety days
24. RISK MANAGEMENT
In terms of the requirement of the Companies Act,2013 and SEBI (Listing Obligations and DisclosureRequirements) Regulations, 2015, the Company hasdeveloped and implemented the Risk ManagementPolicy. The Company has taken adequate measuresto mitigate various risk encountered. In the opinion ofthe Board there is no such risk which may threaten thepresent existence of the Company
25. DECLARATION BY INDEPENDENT DIRECTORS
Necessary declarations have been obtained fromall the Independent Directors that they meet thecriteria of Independence as laid down under Section149(6) of the Companies Act, 2013 and Regulation16(1) (b) of SEBI (Listing Obligations and DisclosureRequirements) Regulations, 2015 (including anystatutory modification(s) or re-enactment(s) thereoffor the time being in force).
26. REMUNERATION POLICY
The remuneration policy of the Company aims toattract, retain and motivate qualified people at theBoard levels. The remuneration policy seeks to employpeople who not only fulfill the eligibility criteria but alsohave the attributes needed to fit into the corporateculture of the company. The remuneration policy isconsistent with the 'pay-for-performance' principle.The Company has formulated Criteria for makingpayment to Non-Executive Directors which is availablein Company's weblink: https://www.dianatea.in/Criteria%20of%20making%20payment%20to%20non-executive%20directors_6.pdf
Executive Directors
The Nomination and Remuneration Committee takesinto account experience, qualification and prevailingindustry practices before giving its recommendationto the Board. On recommendation of the Nominationand Remuneration Committee, the Board decidesremuneration to be paid to Executive Directors, subjectto approval of shareholders in terms of provisionsof the Companies Act, 2013, read with Schedule Vthereof. The Committee aims towards rewarding, onthe basis of performance and reviews on a periodicalbasis.
Non-Executive Directors
The Company has formulated Criteria for makingpayment to Non-Executive Directors which is availablein Company's weblink : https://www.dianatea.in/Criteria%20of%20making%20payment%20to%20non-executive%20directors_6.pdf. As per the criteria,Non-Executive Directors are paid sitting fees forattending the meetings of the Board of Directors andCommittees.
27. DETAILS OF SIGNIFICANT AND MATERIAL ORDERSPASSED BY THE REGULATORS/ COURTS/ TRIBUNALSIMPACTING THE GOING CONCERN STATUS AND THECOMPANY'S OPERATIONS IN FUTURE.
There were no significant and material orders passedby the regulators or courts or tribunals that wouldimpact the Going concern Status and or will have anybearing on Company's Operations in future. Details ofcontingent liabilities and commitments (to the extentnot provided for) are disclosed in Notes to the financialstatements for the financial year ended 31st March,2025.
28. TRANSFER TO INVESTOR EDUCATION ANDPROTECTION FUND
The Company has, subsequent to year end, transferreda sum of ' 74,141/- to Investor Education andProtection Fund, in compliance with the provisions ofSection 124, 125 and other applicable provisions ofthe Companies Act, 2013 read with Investor Educationand Protection Fund Authority (Accounting, Audit,Transfer and Refund) Rules, 2016.
The said amount represents dividend for the year2016-d17 which remain unclaimed for a period of7 years from its due date of payment. The details ofunpaid dividend and shares transferred to the IEPFare available at the following weblink https://www.
The Company has adequate Internal Financial ControlSystem at all levels of Management and they arereviewed from time to time. The Internal Audit iscarried out in house as well as by firm of CharteredAccountants. The Audit Committee of the Board looksinto Auditor's review which is deliberated upon andcorrective action taken, wherever required.
The Company continues to be the Subsidiary ofDiana Capital Limited. Further, the Company hasno subsidiary, joint venture and associates for thefinancial year ended 31st March, 2025 therefore,the Statement in Form AOC-1 containing the salientfeatures of the financial statement of the Company'ssubsidiaries pursuant to first proviso to Section 129(3)of the Companies Act, 2013 (Act) read with Rule 5 ofthe Companies (Accounts) Rules, 2014, forms part ofthe Annual Report, is not applicable to the companyduring the financial year.
The particulars of loans, guarantees or investmentsmade under section 186 of the Companies Act 2013are covered in the notes to accounts of the FinancialStatement for the year ended 31st March, 2025forming part of this Annual Report.
As per provisions of Section 152 of the CompaniesAct, 2013 read with Companies (Appointment andQualifications of Directors) Rules, 2014, Mr. SandeepSinghania (DIN 00343837) is liable to retire by rotationat the forthcoming Annual General Meeting and beingeligible, offers himself for re-appointment. The Boardrecommends him for re-appointment as a directorliable to retire by rotation.
Pursuant to regulation 36 of SEBI (LODR) Regulation2015, a brief resume / details relating to Directorswho are proposed to be appointed/re-appointed andthe details of the director liable to retire by rotation isfurnished in the Notice of the ensuing Annual GeneralMeeting (AGM) of the Company.
During the year, the company had appointedMr. Devang Singhania (DIN 08662305) as Whole¬Time Directors on the Board with effect from 11thNovember, 2024 on recommendation of Nomination& Remuneration committee by the Board.
The company has also appointed Mr. RavindraSuchanti (DIN: 00143116) as Independent Directorwith effect from 29th May, 2025 and Mr Navin Nayar(DIN: 00136057) as Independent Director with effectfrom 25th June, 2025 subject to the approval of theshareholders at the ensuing Annual General Meeting(AGM).
The Independent Directors have confirmed thatthey have registered their names in the data bankmaintained with The Indian Institute of CorporateAffairs ('IICA'). In terms of Section 150 of the Actread with Rule 6(4) of the Companies (Appointment& Qualification of Directors) Rules, 2014, theIndependent Directors are required to undertakeonline proficiency self-assessment test conducted bythe IICA within a period of two year from the dateof inclusion of their names in the data bank. All theIndependent Director of the Company to whom theprovisions of proficiency test are applicable, have dulypassed the online proficiency test.
The Board of Directors of the Company is of the opinionthat the Independent Director appointed during theyear under review possess the requisite expertiseand experience (including proficiency) and are thepersons of high integrity and repute. They fulfill theconditions specified in the Companies Act, 2013 andthe Rules made thereunder and are independent ofthe management.
Pursuant to the provisions of sub-section (51) ofSection 2 and Section 203 of the Act read with theRules framed thereunder, the following persons arethe Key Managerial Personnel of the Company as onMarch 31, 2025:
1. Mr. Sandeep Singhania, Managing Director;
2. Mrs. Sarita Singhania, Whole-Time Director andChief Financial Officer;
3. Mr. Devang Singhania, Whole-Time Director -(appointed w.e.f. 11.11.2024);
4. Ms. Namrata Saraf, Company Secretary cumCompliance officer.
During the year under review, the changes made inthe Key Managerial Personnel of the Company wereduly complied as per the provision of the CompaniesAct, 2013.
The Company has not accepted any deposits withinthe meaning of sub-section (31) of Section 2 andSection 73 of the Companies Act, 2013 ("the Act") andthe Rules framed thereunder. As on March 31, 2025,there were no deposits lying unpaid or unclaimed.
Regulation 34(2)(f) of the Securities and ExchangeBoard of India (Listing Obligations and DisclosureRequirements) Regulations, 2015 was not applicableto the Company during the year under review, basedon the market capitalization.
CRISIL has assigned the Credit rating of "BBB-/Stable"and "A3" respectively to the Company for the workingcapital and term loan facilities availed by the Company.
There has been revision in the credit rating duringthe year to "BB /Stable" and "A4 " respectively forthe working capital and term loan facilities availedby the Company and the rating has re-affirmed andwithdrawn by Crisil Ratings Limited with effect from05th December, 2024.
The Company has adopted the Code of Practices andProcedures for Fair Disclosure of Unpublished PriceSensitive Information and Code of Conduct to Regulate,Monitor and Report Trading by Designated Personsand Immediate Relatives of Designated Persons Interms of Regulation 8 and 9 of SEBI (Prohibition ofInsider Trading) Regulations, 2015 as amended fromtime to time (the "Regulations").
All Board of Directors and the designated employeeshave confirmed compliance with the applicable Codeduring the financial year.
No application or proceeding was made or pendingagainst the Company under the Insolvency andBankruptcy Code, 2016 during the year under review.
During the year under review, there was no instanceof one-time settlement with any bank or financialinstitution necessitating disclosure or reportingin respect of difference in valuation done by theCompany.
The Company complies with all applicable SecretarialStandards as mandated by the Institute of CompanySecretaries of India.
The company affairms that is has been in line with therequirement of the provisions of the Maternity BenefitAct, 1961.
The Directors take this opportunity to thank theCentral and State Government Departments,Organizations and Agencies for their continuedsupport and co-operation. The Directors are alsothankful to all valuable stakeholders viz., customers,vendors, suppliers, banks, financial institutions, jointventure partners and other business associates fortheir continued co-operation and excellent supportprovided to the Company during the year. TheDirectors acknowledge the unstinted commitmentand valuable contribution of all employees of theCompany. The Directors also appreciate and value thetrust reposed in them by Members of the Company.
Sd/- Sd/-
Registered Office Sandeep Singhania Sarita Singhania
3B, Lal Bazar Street (Managing Director) (Whole-time Director)
Kolkata- 700 001 DIN: 00343837 DIN: 00343786
Date: 23rd July, 2025
1
Appointed as Member in Stakeholders RelationshipCommittee w.e.f 11th November, 2024.
The Stakeholders Relationship Committee has beenreconstituted with effect from 25.06.2025 after thecessation of Mr. Gautam Bhalla pursuant to his tenurecompletion as Independent Director. Mr. RavindraSuchanti have been inducted as Chairman andNavin Nayar have been inducted as Member of theCommittee.
The Terms of Reference of the Committee has beenprovided in the Corporate Governance Sectionforming part of this Report. During the financial year,