We have pleasure in presenting the 34th Annual Report of the Company along with the audited statement of accounts for the yearended March 31, 2025. The financial results for the year are shown below. The working and operational parameters of all the plantsof the Company were quite satisfactory during the year.
(Amount in Lakhs)
Particulars
Current Year31.03.2025
Previous Year31.03.2024
Total Income
7943.23
6931.51
Earnings before Interest and Depreciation
521.12
475.84
A. Finance Cost
193.94
153.89
B. Depreciation
134.86
99.02
Profit before Tax
192.32
222.93
Tax Liability
I. Current Tax
36.49
50.75
II. Deferred Tax
12.04
4.25
III. Tax Adjustments Earlier Years
Profit after Tax
143.79
167.93
Earnings Per Share
Basic
3.56
4.16
Diluted
The paid up Equity Share Capital as on March 31, 2025 is Rs'40,400,000. During the year under review, the Company hasnot issued any shares.
During the year under review, total revenue of the Company sis Rs.7943.23 lakhs as against to Rs 6931.51lakhs in theprevious year. Profit for the year 2024-25 is Rs . 143.79 lakhsas against Rs 167.93 lakhs the previous year.
Company has not proposed any amount to be carried to anyreserves.
The total exports of the Company amounted to Rs.5959.50lakhs (Previous year Rs 5160.79 lakhs) representing about75.86 percent of the sales. The Company is trying to locatenew export markets for its products and see good potential forgrowth in the export business.
The Directors have not recommended dividend for theFinancial Year 2024-25.
During the year under review, your Company has not acceptedany deposit within the meaning of Section73 and74 of theCompanies Act, 2013 read with the Companies (Acceptance ofDeposits) Rules, 2014 (including any statutory modification(s)or re-enactment(s) for the time being in force).
During the year under review, your company has gotreaffirmation on credit ratings from CARE Rating Limited, areputed Credit Rating Agency for its Long term and Short termBank Facilities. The Credit Rating Agency has reaffirmed andassigned its rating of CARE BBB; Stable / CARE A3(Triple B ;Outlook: Stable / A Three Long-term/ Short term BankFacilities and CARE A3 (A Three)] for its Short-term BankFacilities.
Your Company does not have any subsidiary company duringthe year; hence consolidation of financial data of thesubsidiary company is also not applicable to the Company forthe financial year 2024-25.
Pursuant to the provisions of the Companies Act, 2013 readwith Rules framed there under and incompliance with the
requirements of SEBI(LODR)Regulations,2015, the Board hascarried out the annual evaluation of its own performance,performance of the Directors individually as well as theperformance of the working of its Audit, Nomination &Remuneration and other Committees of the Board. At themeeting of the Board, all the relevant factors that are materialfor evaluating the performance of individual Directors, theBoard and its various Committees, were discussed in detail. Astructured questionnaire each, for evaluation of the Board, itsvarious Committees and individual Directors, was preparedand recommended to the Board by the Nomination &Remuneration Committee, for doing the required evaluation,after taking into consideration the input received from theDirectors, covering various aspects of the Board's functioning,such as adequacy of the composition of the Board and itsCommittees ,execution and performance of specific duties,obligations and governance, etc.
A separate exercise was carried out to evaluate theperformance of individual Directors, including the Chairman ofthe Board, who were evaluated on parameters such as level ofengagement and contribution, independence of judgment,safeguarding the interest of the Company and its minorityShareholders, etc. The performance evaluation of theindependent Directors was carried out by the entire Board.The performance evaluation of the Chairman and non¬independent Directors was also carried out by theIndependent Directors at their separate meeting. TheDirectors expressed their satisfaction with the evaluationprocess.
During the year, seven Board Meetings were held. seven Auditcommittee's meetings & three Nomination & Remunerationcommittee meetings were convened and held. The interveninggap between the Meetings was within the period prescribedunder the Act and the Listing Regulations.
The Audit Committee comprises of Mr Ayush KediaIndependent Director as Chairman, Mr. Shyamal Raval Nonexecutive Director and Mr. Rishi Tikmani, Whole-time Director,Ms. Poonam Panchal Independent Director as Members. TheNomination and remuneration Committee comprises of, Mr.Ayush Kedia Independent Director as Chairman, Mr ShyamalRaval Independent Director, Ms. Poonam Panchal IndependentDirector as Members The Stakeholder relationship Committeecomprises of Mr Shyamal Raval, Non executive Director asChairman, Mr. Ayush Kedia, Independent Director and Mr.Rishi Tikmani, Whole-time Director as Members.
Further, as per section 177(8) of the Companies Act, 2013there was not any case during the period under review thatany recommendation is made by the Audit Committee and theBoard has not accepted it.
The Company is presently engaged in the process ofmanufacturing High Pressure Laminate (H.P.L) Sheets &Compacts which are available in several Colours, Designs andTextures. Alfa range consists of more than 600 design decorsand more than 50 textures. Company has also spreading itsfootprints globally, producing more than 6 Million sq. mts.Laminates. With more decors and more finishes, ourinnovation brings you beautiful, high quality environmentalfriendly decorative solutions. These High Pressure Laminatesare recognized and appreciated by architects, interiors andfitters. The Laminate sheets are used for various applicationsin many areas such as furniture covering, wall paneling,partitions, door covering, shower panels, interior wallpaneling, exterior wall cladding, green chalk board, whitemarker board, dry wipe boards, kitchen top and backsplash,cubicle partition panel, green chalk board/white market, anti¬fingerprint laminate, table top , fire retardant and many otherareas.
The annexed Management Discussion and Analysis forms apart of this report and covers, amongst other matters, theperformance of the Company during the Financial Year 2023¬24 as well as the future outlook.
All Independent Directors have given declarations as requiredunder Section 149(7) of the Companies Act, 2013 that theymeet the criteria of independence as provided in Section149(6) of the Companies Act, 2013 and qualify to act asIndependent Director of the Company.
Ms. Pooja Tikmani (DIN: 00638644), Women Joint Managingdirector will retire by rotation at the ensuing Annual GeneralMeeting pursuant to the provisions of Section 152 of theCompanies Act, 2013 read with the Companies (Appointmentand Qualification of Directors) Rules, 2014 and being eligibleoffers herself for re-appointment. The Board recommends herre-appointment. An appropriate resolution for his re¬appointment is being placed for your approval at the ensuingAGM. The brief resume of the Directors and other relatedinformation has been detailed in the Notice convening the34th AGM of your Company.
During the Financial year, the tenure of two consecutive termsof 5 years each of two independent Directors namely Mr.Sanjeev Sharma and Mr. Inderchand Nahta had expired on05/09/2024 accordingly they had resigned as Directors.
During the year under review, the Board of Directorsappointed the following individuals:
• Mr. Shyamal Raval was appointed as a Non-ExecutiveDirector.
• Ms. Poonam Panchal was appointed as an IndependentDirector.
Additionally, there was a change in the designation of Mr.Ayush Kedia, who was re-designated from a Non-ExecutiveDirector to an Independent Director with effect from August 8,2024.
Details of Directors seeking appointment as required underthe Listing Regulations are provided in the Notice forming partof this Annual Report. Their appointments are appropriate andin the best interest of the Company
In accordance with Section 203 of the Companies Act, 2013,the Company have Mr. Rishi Tikmani, managing Director, Ms.Pooja Tikmani , Women Joint Managing Director, Mr. HansrajSekhani, CFO, Ms. Himadri Trivedi, Company Secretary as a KeyManagerial Personnel at the end of the financial year and ason date of the Board Report.
Your Company in accordance with the provisions of Section2(51), 203 of the Companies Act, 2013 read with Companies(Appointment and Remuneration of Managerial Personnel)Rules, 2014 (including any statutory modification(s) or re-enactment(s) for the time being in force).
DISCLOSURE RELATING TO REMUNERATION OF DIRECTORS,KEY MANAGERIAL PERSONNEL AND PARTICULARS OFEMPLOYEES
In accordance with Section 178 and other applicable provisionsif any, of the Companies Act, 2013 read with the Rules framedthere under and Regulation 19 of the SEBI (LODR) Regulations,2015, the Board of Directors formulated the RemunerationPolicy of your Company on the recommendations of theNomination and Remuneration Committee. The salient aspectscovered in the Remuneration Policy, covering the policy onappointment and remuneration of Directors, key managerialpersonnel and employees.
Pursuant to the provisions of Section 134 (3) (c) of theCompanies Act, 2013 your Directors confirm that:
a) in the preparation of the financial statements for thefinancial year ended March 31, 2025 ,as far as possibleand to the extent, if any, accounting standardsmentioned by the auditors in their report are compliedwith, all other applicable accounting standards havebeen followed along with proper explanation relating tomaterial departure;
b) such accounting policies have been selected and appliedthem consistently and judgments and estimates madethat are reasonable and prudent so as to give a true andfair view of the state of affairs of the Company at theend of the financial year and profit of the Company forthe year ended on that date;
c) the Directors have taken proper and sufficient care hasbeen taken for maintenance of adequate accountingrecords in accordance with the provisions of this Act for
safeguarding the assets of the Company and forprevention and detection of fraud and otherirregularities;
d) the Directors have prepared the annual accounts on agoing concern basis; and
e) Proper internal financial controls are in place and thatsuch internal financial controls are adequate and wereoperating effectively.
f) The Directors have devised proper systems to ensurecompliances with the provisions of all applicable lawsand that such systems are adequate and operatingeffectively.
The Company is exempted from providing report on CorporateGovernance in accordance with Regulation 15 of the SEBI(Listing Obligation and Disclosure Requirements) Regulations,2015 the compliance with the corporate Governanceprovisions as specified in regulation 17 to 27 and Clause (b) to(i) of sub regulation (2) of Regulation 46 and Para C D and E ofSchedule V are not applicable to the company.
The provisions of Section 135 of the Companies Act, 2013 readwith the Companies (Corporate Social Responsibility Policy)Rules, 2014 are not applicable to your Company.
At the 31st Annual General Meeting of the Company held inthe year 2022 the shareholders had approved theappointment of M/S. O.P. bhandari & co., CharteredAccountants, Ahmedabad (Firm Registration No. 112633W) asStatutory Auditors of the Company for a term of 5 (five)consecutive years from the conclusion of 31st AGM to theconclusion of 36th AGM.
Proviso (1) of sub-section (1) of Section 139 of the Act whichmandates that the Company shall place matter relating to suchappointment for ratification by Shareholders at every AnnuaGeneral Meeting has been omitted by the Companies(Amendment) Act, 2017 effective May 07, 2018. Therefore, forthe Financial Year 2021-22 and thereafter, ratification ofAuditors appointment every year at the Annual GeneralMeeting is no longer required.
The Notes on financial statement referred to in Auditors'Report are self-explanatory and do not call for any furthercomments. The Auditors' Report does not contain anyqualification, reservation, adverse remark or disclaimer.SECRETARIAL AUDITOR
In terms of Section 204 of the Companies Act,2013,yourCompany has appointed M/s. Kamlesh M Shah & Co.,Practicing Company Secretary (Certificate of Practice No.
2072), as the Secretarial Auditor to conduct an audit of thesecretarial records, for the financial year 2024-25.
The Secretarial Audit Report for the financial year endedMarch 31, 2025 is annexed herewith as "ANNEXURE A" to thisreport. The Secretarial Audit Report does not contain anyqualification, reservation or adverse remark.
In terms of Section 138 of the Companies Act,2013, yourCompany has reappointed M/s Biren Shah & Co, CharteredAccountants (Firm Registration No. 132301W) as InternalAuditor of the company for the financial year for the financialyear 2024-25.
Pursuant to Rule 3 of Companies (Cost Records and Audit)Rules, 2014 as amended from time to time, your Company isrequired to maintain cost records and accordingly, suchrecords are made and records have been maintained. Yourcompany is obtained certificate from M/s J. B. Mistry & Co,Cost Accountant, Ahmedabad (FRN: 101067).
Your Company has robust Risk Management policy. TheCompany through Board and Audit Committee oversees theRisk Management process including risk identification, impactassessment, effective implementation of the mitigation plansand risk reporting. Risk Management forms an integral part ofthe Company's planning process. There are no risks, which inthe opinion of the Board threaten the existence of yourCompany.
The Company has in place robust internal control procedurescommensurate with its size and operations. Company has theinternal controls Department headed by Internal Auditor ofthe company. The Board of Directors is also responsible for theinternal control system, sets the guidelines, verifying itsadequacy, effectiveness and application. The Company'sinternal control system is designed to ensure managementefficiency, measurability and verifiability, reliability ofaccounting and management information, compliance with allapplicable laws and regulations, and the protection of theCompany's assets so that the company's main risks(operational, compliance-related, economic and financial) areproperly identified and managed over time.
CODE OF CONDUCT FOR PREVENTION OF INSIDER TRADINGIn terms of Regulation 8 of SEBI (Prohibition of Insider Trading)Regulations, 2015, the Company has adopted Code of Conductprohibiting, regulating and monitoring the dealings in thesecurities of the Company by Directors, Designated Employeesand Connected Persons while in possession of unpublishedprice sensitive information in relation to the securities of theCompany. The code of conduct is available at the Company'swebsite at www.alfaica.com under investor segment.
In accordance with the Section 177(9)& (10) of the CompaniesAct,2013 and rules framed there under read with Regulation22 of the Listing Regulations, the Company has aWhistleblower Policy in place for its Directors and Employeesto report concerns about the unethical behavior, actual orsuspected fraud or violation of the Company's Code ofConduct. The Policy provides for protected disclosures that canbe a whistle blower through e-mail or letter or to theChairperson of the Audit Committee. Whistle Blower Policy isdisclosed on the website of the Company. During the yearended on March 31, 2022, the Company did not receive anyinformation under the scheme.
The Company has in place an anti-sexual harassment policy inline with the requirement of the Sexual Harassment of Womenat the Workplace (Prevention, Prohibition and Redressal) Act,2013.There is no such instance reported during the year underreview.
The Company complies with the provisions of MaternityBenefit Act, 1961, as and when it becomes applicable.
In accordance with the provisions enshrined in the Act, annualreturn in the prescribed format is available at web-link vizhttps://www.alfaica.com/investors-relation.html pursuant tothe provisions of clause (a) of sub-section (3) of Section 134 ofthe Act.
The information required under Section 197(12) of theCompanies Act, 2013 read with Rule 5(1) of Companies(Appointment and Remuneration of Managerial Personnel)Rules, 2014 in respect of Directors/employees of yourCompany is set out in "Annexure - C" of this report. Thestatement containing the information of the top tenemployees in terms of remuneration drawn as required underSection 197 of the Companies Act, 2013 read with Rule 5(2) ofthe Companies (Appointment and Remuneration ofManagerial Personnel) Rules, 2014 will be provided to anyMember on a written request to the Company Secretary. Interms of Section136 of the Act, the Reports and Accounts arebeing sent to the Members and others entitled thereto,excluding the aforesaid information of top ten employeeswhich is available for inspection by the members at theRegistered office of the Company during business hours onworking days of the Company up to the date of the ensuingAnnual General Meeting. There was no employee who was inreceipt of remuneration in excess of ' 8.5Lacs per monthduring the year or '1.2Crore per annum in the aggregate ifemployed part of the year.
The information pertaining to conservation of energy,technology absorption, Foreign exchange Earnings and outgoas required under Section134(3)(m) of the Companies Act,2013 read with Rule8(3) of the Companies (Accounts)Rules,2014 is furnished in Annexure to Directors Report and isattached to this report. [Annexure-C]
LOAN, GUARANTEES OR INVESTMENTSDuring the year, the Company has not made any investmentnor given any loan or guarantees under Section 186 ofCompanies Act, 2013.
During the financial year 2023-24, there was no materiallysignificant related party transaction undertaken by theCompany under Section 188 of the Companies Act, 2013 readwith rules framed there under and Regulation 23 of SEBI(LODR) Regulations, 2015 that may have potential conflict withthe interest of the Company. Disclosure on related partytransactions is set out in financial statements.
There is no material changes have taken place after theclosure of the financial year up to the date of this report whichmay have substantial effect on the business and financial ofthe Company.
No significant and material orders have been passed by any ofthe regulators or courts or tribunals impacting the goingconcern status and companies operations in future.
During the year under review, there were no application madeor proceeding in the name of the company under theInsolvency and Bankruptcy Code 2016.
DETAILS OF DIFFERENCE BETWEEN VALUATION AMOUNT ONONE TIME SETTLEMENT AND VALUATION WHILE AVAILINGLOAN FROM BANKS AND FINANCIAL INSTITUTIONS:
During the year under review, there were no one timesettlement of loan taken banks and financial Institutions
Your Directors state that the Company has made disclosures inthis report for the items prescribed in section 134(3) of the Actand Rule 8 of the Companies (Accounts) Rules,2014 to theextent the transactions took place on those items during theyear.
Your Director stake this opportunity to express their sincereappreciation to the shareholders, customers, bankers,suppliers, employees and other business associates for theexcellent support and co-operation extended by them.
By Order of the Board of DirectorsMr. Shyamal Raval
Place: Ahmedabad Chairman
Date:23/08/2025 (DIN: 10722558)