Your Directors have the pleasure to present the 36th Annual Report of the Company together with the Auditedfinancial statements for the financial year ended 31st March 2025 along with Auditors' Report thereon.
The Financial Results for the year ended 31st March 2025 are summarised as under:
Particulars
Current Year
Previous Year
2024-25
2023-24
Sales
1,650.09
1,744.66
Less: GST
242.25
263.59
Net Sales
1,407.84
1,481.07
Other Operating Income
247.27
231.89
Total Income from operations (Net)
1,655.11
1,712.96
Profit Before Finance Cost, Depreciation & Amortisation
112.84
(94.72)
Finance Cost
184.00
204.97
Profit Before Depreciation & Amortisation
(71.16)
(299.69)
Depreciation & Amortisation
33.67
34.24
Profit/(Loss) Before Tax
(104.83)
(333.93)
Provision for Taxation
—
Current Tax
Deferred Tax
(5.68)
(0.87)
Net Profit/(Loss) for the Period
(99.15)
(333.06)
EPS (Basic) Rs.
(2.31)
(7.75)
The Company has followed Indian Accounting Standards and accounting principles generally accepted inIndia in preparation of financial statements for the financial year 2024-25.
Your Company has registered a turnover of Rs.1,655.11 lakhs during the year 2024-25 as against theturnover of Rs.1,712.96 lakhs during the previous year. The Company has incurred a loss of Rs.104.83 lakhsduring the financial year 2024-25 before taxes as against a loss of Rs.333.93 lakhs during the previous year.After providing for taxes, the Company incurred loss of Rs.99.15 lakhs during the financial year 2024-25 asagainst received loss of Rs.333.06 lakhs during the financial year 2023-24. The Company has incurred lossduring the financial year 2024-25 as compared to previous year in which the Company received heavy lossand also could not make estimated turnovers due to unhealthy competition in respect of market prices, non¬receipt of timely rains in many places across the country, supply is more than market demand, non-receipt ofpayments from the market on time, etc.
During the year 2024-25, the turnover decreased by 3.38% as compared to the turnover of 2023-24. Theratio of manufacturing expenses to the Sales during the year 2024-25 is 73.54% as against 79.55% during2023-24. The ratio of Administrative, Selling and other expenses to the total expenditure is 14.87% during theyear 2024-25 as against 17.69% during 2023-24.
a. Brief about Activities and Operations of the Company:
Your Company is mainly into the business of manufacturing & marketing of Pesticides for agriculturesector and presently carrying on the business in three segments i.e. Pesticides Formulations, FerroAlloy Products and Real Estate.
The main focus is on the Pesticides Business and the following manufacturing facilities for variouspesticides formulations are available at the Factory:
i. Liquid and SC Formulations
ii. Weedicide Formulations
iii. Wettable and Powder Formulations
iv. Granule Formulations
Presently, the Company has Production Capacity of 90,00,000 Ltr's/ Kg's per annum to manufacturevarious pesticide formulations and has established its limited marketing network in the states ofTelangana, Andhra Pradesh, Maharashtra and Karnataka. The products are marketed with its ownbrands through dealers and distributors network. The Company has disposed its house plots atBangalore during financial year 2022-23 itself and received an amount of Rs.150.00 lakhs as priceescalation as per settlement deed during the current financial year 2024-25.
b. Performance of the Company:
The Company has achieved a turnover of Rs.1,655.11 lakhs during the year 2024-25 as againstturnover of Rs.1,712.96 lakhs during the previous year. Though the Company has established itslimited marketing network, it could not achieve the targeted turnovers due to unhealthy competition,supply is more than demand, non-receipt of timely rains in the country and non-receipt of paymentsfrom the market on time.
c. Prospects for the Financial Year 2025-26:
The Company estimates a turnover of Rs.3,275.00 lakhs from Pesticide formulations and Ferro alloymanufacturing activities during the financial year 2025-26. Since the company proposes to reduce itsturnovers in pesticides formulations, the limited marketing network with monsoon conditions, unlimitedcredit period play major role in achieving the estimated turnovers. The Company is hopeful of improvingturnovers in Ferro alloy activity during the financial year 2025-26.
In order to conserve its financial resources to meet its estimated plan and also in the light of the losses,your Board could not recommend any dividend for the year under review.
During the year under review, there has been no change in the nature of business of the Company.
The Company does not have any Subsidiaries or Joint Ventures or Associate Companies.
The cash and cash equivalents as at 31st March 2025 was Rs.4.61 lakhs. The Company continues tofocus on judicious management of its working capital, receivables, inventories and other working capitalparameters and they were kept under strict check through continuous monitoring at all levels.
There were no material changes and commitments affecting the financial position of the Company from theyear ended 31st March 2025 to till the date of this report.
There are no significant and material orders passed by the Regulators or Courts or Tribunals which wouldimpact the going concern status, growth and operations of the Company in future.
The Authorized Share Capital of the Company is Rs.1,350.00 lakhs divided into 1,35,00,000 equity sharesof Rs.10/- each and the Paid-up Share Capital is Rs.430.02 lakhs divided into 43,00,200 equity shares ofRs.10/- each. The Details of Share Capital are mentioned at Note No.12 of the Financial Statements.
The Reserves in Profit and Loss account as per last Balance Sheet is Rs.305.95 lakhs and the Companytransferred the loss of Rs.97.20 lakhs for the financial year 2024-25 to Reserves and Surplus account.The balance in Reserves and Surplus available at the end of the year 2024-25 is Rs.208.75 lakhs. Furtherdetails of Reserves and Surplus are mentioned at Note No. 13 of the Financial Statements.
Based on the framework of internal financial controls and compliance systems established and maintainedby the Company, work performed by the Internal, Statutory and Secretarial Auditors including audit ofinternal financial controls over financial reporting by the Statutory Auditors and the reviews performed byManagement and the relevant Board Committees, including the Audit Committee, the Board is of the opinionthat the Company's internal financial controls are adequate and effective during the period ended on 31stMarch 2025.
The compliance of the Provisions of CSR criteria mentioned in the provisions of Companies Act, 2013 arenot applicable to the Company as on date.
The Company has not accepted any fixed deposits from the public during the year.
The Company has not granted any Loans, given Guarantees or made any Investments in any otherCompanies during the year under Section 186 of the Companies Act, 2013.
The extract of the Annual Return of the company is given in Annexure - I in the prescribed Form MGT-9,which forms part of this Report. The extract of the Annual Return filed with ROC in Form MGT-7 is placedon Company's website www.phytochemindia.com.
Pursuant to provisions of Section 204 of the Companies Act, 2013 and Regulation 24A of SEBI (ListingObligations and Disclosure Requirements) Regulations, 2015, M/s. Vijendra & Co., Company Secretaries,were appointed as the Secretarial Auditors of the Company for financial year 2024-25. Further the Boardin their meeting held on 11th August 2025, have recommended their reappointment as the SecretarialAuditor of the Company for a term of five consecutive financial years commencing from F.Y. 2025-26 upto F.Y. 2029-30, subject to approval of shareholders at the ensuing 36th Annual General Meeting.”
The Secretarial Audit Report is annexed as Annexure-II.
The below are the observations along with the management reply:
1. There was a delay of 12 days in filing Form MGT-14 for the resolutions passed by the Board ofDirectors on 29th May 2024 the details of which are mentioned below:
a. Approval of the Audited Financial Results of the Company for the Fourth Quarter and FinancialYear ended 31st March 2024; and
b. Taking note of the change in the name of the Statutory Auditors of the Company from M/s. TAdinarayana & Co. (FRN: 000041S), Chartered Accountants, Hyderabad to M/s. Yelamanchi &Associates (FRN: 000041S), Chartered Accountants, Hyderabad.
Management Reply:
“The delay was purely inadvertent and occurred due to procedural oversight in collating supportingdocuments. The Company has since strengthened its internal monitoring system to ensure timely filingof all statutory forms in future.”
There was an inadvertent delay of 12 days in filing of Form MGT-14
2. There was a delay of 333 days in filing Form MGT-14 for the resolution passed by the Board ofDirectors on 12th August 2024 for approving the Directors' Report including the Report on CorporateGovernance for the Financial Year 2023-24:
The due date for filing was 11th September 2024, however, the form was filed on 10th August 2025with additional fees. There was an inadvertent delay in filing of form MGT-14
“The delay in filing was unintentional and caused due to oversight. The Company has already filed theform with additional fees and has implemented stricter compliance tracking mechanisms to avoidrecurrence.”
1. There was a delay of 16 minutes beyond the stipulated timeline in submitting the PDF version of thefinancial results for the quarter ended 30th June 2024, under Regulation 33 of SEBI (LODR) Regulations,2015.
This was caused by the manual typing of the entire body, which takes time, an issue with attachingthe covering letter and annexures during the filing process and there was no malafide intentioninvolved.
2. There was a delay of 25 minutes beyond the stipulated timeline in submitting the PDF version of thefinancial results for the quarter ended 30th September 2024, pursuant to Regulation 33 of the SEBI(LODR) Regulations, 2015.
3. There was a delay of 80 days beyond the stipulated timeline in the appointment of a qualified CompanySecretary as the Compliance Officer, as required under Regulation 6(1) of SEBI (LODR) Regulations,2015.
“The delay in appointment of a qualified Company Secretary as the Compliance Officerwas purely inadvertent and due to genuine difficulty in finding a suitable candidate.During the period, the Company invited applications by publishing notices twice innewspapers and also sought assistance from the Institute of Company Secretaries ofIndia (Hyderabad Chapter) for suitable references. The vacancy has since been filled byappointing a qualified Company Secretary effective from 31st March 2025. The Companyhas paid the prescribed penalty to the Stock Exchange and assures that systems arebeing strengthened to avoid such delays in future.”
The Company has taken corrective action by appointing a qualified Company Secretaryeffective from 31st March, 2025. The Company had paid the fine of Rs 1,08,560/- Imposedby the Stock Exchange.
4. There was a delay of 287 days in filing the intimation of the reappointment of the ExecutiveDirector of the Company in XBRL format, pursuant to the Board Meeting held on 12thAugust 2024, as required under Regulation 30 of SEBI (LODR) Regulations, 2015.
The necessary form in PDF format with respect to the reappointment of Executive Director of theCompany was duly filed on time i.e. within the due date and filing of XBRL was missed inadvertentlyand there was no malafide intention involved.
All contracts/arrangements/transactions entered into by the Company with related parties during thefinancial year were in the ordinary course of business and on an arm's length basis.During the year under review, the Company had the following related party transactions:
Ý Acceptance of unsecured loans from:
Ý Mr. Y. Nayudamma (DIN: 00377721), Managing Director; and
Ý Mr. Y. Janaki Ramaiah (DIN: 06949910), Executive Director.
Ý Payment of office premises rent to Mr. Y. Sreemannarayana (son of the Managing Director).
Ý Receipt of Rs.150.00 lakhs towards price escalation relating to house plots sold duringF.Y. 2022-23 from M/s. Rasasri Developers Private Limited, a Company in which key managerialpersonnel of your Company exercise significant influence.
The required disclosures in Form AOC-2 are annexed as Annexure-III to this Report and are alsodisclosed in Note No. 9, Note No. 16, and Note No. 30 of the Financial Statements.
It is further confirmed that the loans received from Directors were from their own sources and not fromborrowed funds.
Further, pursuant to Rule 8(2) of the Companies (Accounts) Rules, 2014, it is confirmed that no contractsor arrangements with related parties referred to in Section 188(1) of the Companies Act, 2013 wereentered into during the year which were not at arm's length basis or not in the ordinary course ofbusiness.
Your Company has complied with provisions relating to the constitution of Internal Complaints Committeeunder the Sexual Harassment of women at workplace (Prevention, Prohibition and Redressal) Act, 2013.There are no cases filed/ complaints lodged in the Company during the year under review in respect of theSexual Harassment of Women at workplace.
Pursuant to provisions of Section 149 and other applicable provisions of the Companies Act, 2013 readwith Rules thereon, the following Directors were appointed as Independent Directors of the Company atthe 31st Annual General Meeting held on 28-12-2020 for a period of five years effective from the meetingdate:
i. Dr. G. S. R. Anjaneyulu - DIN: 01874325
ii. Mr. S. Y. Sampath Kumar - DIN: 02389255
iii. Mrs. G. Vijitha - DIN: 03492979
iv. And Mr.M. Sreerama Murthy - DIN: 01932910
was appointed as Independent Director of the Company at the Extra Ordinary General Meeting held on
12-05-2023 for a period of five years with effect from 14th February 2023.and
v. Mr. N. Nagendra Naidu - DIN: 10180163
was appointed as Independent Director of the Company at the 34th Annual General Meeting held on07-08-2023 for a period of five years with effect from 07-08-2023.
In accordance with Section 152 of the Companies Act, 2013, the following changes in directorship are noted:
1. Retirements/ Resignation of the Directors
* Dr. Yadlapalli Venkateswarlu (DIN: 00377568), Director, will be retiring at this Annual GeneralMeeting and has expressed his unwillingness to seek reappointment due to his advanced age.
* Dr. G. S. R. Anjaneyulu (DIN: 01874325) will be completing his second consecutive term asIndependent Director and shall retire at the ensuing 36th Annual General Meeting in accordancewith Section 149(10) of the Companies Act, 2013.
* Mr. Anjaneyulu Prathipati (DIN: 00377635) has tendered his resignation for the post of Director ofthe Company, approved in the board meeting held on 11th August 2025.
2. Re-appointments
* Mr.Y.Nayudamma (DIN: 00377721) whose term of office expired by 31-12-2024 and reappointedin the board meeting of the Company held on 13-11-2024 for a period of 3 years subject toshareholders' approval at the ensuing 36th AGM.
* Dr. Sreemannarayana Prathipati (DIN: 00377472) who will be retiring at this annual generalmeeting and has expressed his willingness to seek reappointment.
* Mr. Yugandhar Sampath Kumar Sakhamuri (DIN: 02389255) was reappointed as IndependentDirector in the Board Meeting held on 11th August 2025, for a term of five years, subject toshareholders' approval at the ensuing 36th AGM.
* Mrs. Vijitha Gorrepati (DIN: 03492979) was reappointed as Woman Independent Director in theBoard Meeting held on 11th August 2025, for a term of five years, subject to shareholders'approval at the ensuing 36th AGM.
3. Appointments of Additional Directors (In the Board Meeting held on 11th August 2025, to be regularised
at the ensuing 36th AGM):
* Mr. Sudhakar Nadendla (DIN: 00426897) - proposed to be appointed as Non-Executive, IndependentDirector for a period of five years.
* Mr. K. Srinivasa Rao (DIN: 03334048) - proposed to be appointed as Non-Executive, NonIndependent Director.
* Mr. Sreemannarayana Yarlagadda (DIN: 11221068) - proposed to be appointed as Executive,Non-Independent Director for a period of three years.
All the independent Directors have given declarations that they meet the requisite criteria of independenceas provided in sub-section (6) of Section 149 of the Companies Act, 2013 and SEBI (Listing Obligationsand Disclosure Requirements) Regulations, 2015.
Pursuant to the provisions of the Companies Act, 2013 and SEBI (Listing Obligations and DisclosureRequirements) Regulations, 2015, the Board has formulated a policy for evaluation of its Board, BoardCommittees, Directors and their performances and carried out evaluation of them. The manner in whichthe evaluation was carried out has been explained in the Corporate Governance Report.
Six meetings of the Board were held during the year. The details of the meetings of the Board are givenin the Corporate Governance Report.
Four meetings of the Audit Committee were held during the year. The details pertaining to composition ofAudit Committee are included in the Corporate Governance Report.
The Company has formulated effective risk management policy and through a Steering Committee overseesthe Risk Management process including risk identification, impact assessment, effective implementation ofthe mitigation plans and risk reporting. The major risks identified in the Company are systematicallyaddressed through justifying actions on a continuous basis. In addition to this, the audit committee hasadditional oversight in the area of financial risks and controls. The details of Risk Management as practicedby the Company is provided as part of Management Discussion and Analysis Report attached to thisreport.
The Committee focuses on shareholders' grievances and strengthening of investor relations. The Committeecoordinates the services of the Registrars and Share Transfer Agent and recommends measures forproviding efficient services to investors. The Committee specifically looks into investor complaints liketransfer/ transmission/ transposition of shares and other related issues. There were no complaintspending for redressal as at 31st March 2025. The details pertaining to composition of StakeholdersRelationship Committee are given in the Corporate Governance Report.
As required under Section 134(5) of the Companies Act, 2013, with respect to Directors' ResponsibilityStatement, it is hereby confirmed that:
a. In the preparation of the annual accounts for the year ended 31st March 2025, the applicable accountingstandards have been followed including Ind AS Accounting Standards as notified by the Ministry ofCorporate Affairs (MCA) on 16th February, 2015.
b. The Directors have selected such accounting policies and applied them consistently and madejudgements and estimates that are reasonable and prudent so as to give a true and fair view of thestate of affairs of the Company as at 31st March 2025 and of the profit/ loss of the Company for theyear ended on that date.
c. The Directors have taken proper and sufficient care for the maintenance of adequate accountingrecords in accordance with the provisions of Companies Act, 2013 for safeguarding the assets ofthe Company and for preventing and detecting fraud and other irregularities.
d. The Directors have prepared the annual accounts of the Company for the Financial Year ended31st March 2025 on a going concern basis.
e. The Directors had laid down internal financial controls to be followed by the Company and that suchinternal financial controls are adequate and were operating effectively, and
f. The Directors had devised proper systems to ensure compliance with the provisions of all applicablelaws and that such systems were adequate and operating effectively.
In accordance with the Regulation 17(8) of the SEBI (Listing Obligations and Disclosure Requirements)Regulations, 2015, the Managing Director (C.E.O.) and Chief Financial Officer of the Company havesubmitted a certificate for the year ended 31st March 2025 to the Board of Directors which forms part ofthe Annual Report.
M/s. Yelamanchi & Associates, Chartered Accountants - FRN:000041S (previously known as M/s. T.Adinaryana & Co., Chartered Accountants - FRN:000041S), Hyderabad were appointed as StatutoryAuditors of the Company for a period of five years at the 34th Annual General Meeting till the Conclusionof 39th Annual General Meeting of the Company.
The Auditors' Report for the year ended 31st March 2025 does not contain any qualification, reservationor adverse remarks on the accounts and related matters of the Company.
Disclosure on Fraud Reporting (Section 143(12))
Pursuant to the provisions of Section 143(12) of the Companies Act, 2013, the Statutory Auditors of theCompany have not reported any incident of fraud committed against the Company by its officers oremployees during the financial year under review.
M/s. R. B. Associates, Chartered Accountants (FRN: 009112S), Hyderabad are the Internal Auditors forthe financial year 2024-25. They have submitted quarterly reports for the financial year 2024-25 to theBoard and there are no material adverse comments.
Pursuant to the provisions of Section 148 of the Companies Act, 2013, as amended by the CompaniesAmendment Act, 2017 read with Rule 6 of Companies (Cost Records and Audit) Rules, 2014, the Companyhas maintained Cost Accounting Records for the financial year 2024-25.
The Nomination and Remuneration Committee has laid down the policy for Remuneration of Directors,KMP & other Employees and the criteria has been formulated by the Committee for determining qualifications,positive attributes and independence of a Director. The Company's policy on Directors' appointment andremuneration and other matters provided in Section 178(3) of the Act has been disclosed in the CorporateGovernance Report.
As the Members are aware, your Company's shares are tradable compulsorily in electronic form andyour Company has established connectivity with Central Depository Services (India) Limited (CDSL) andNational Securities Depository Limited (NSDL). In view of the numerous advantages offered by thedepository system, the members are requested to avail the facility of Dematerialisation of the Company'sshares on CDSL or NSDL. The ISIN allotted to the Company's Equity shares is INE 037C01010.
Pursuant to Section 177(9) and (10) of the Companies Act, 2013 read with Rule 7 of the Companies(Meetings of Board and its Powers) Rules, 2014 read with Regulation 22 of SEBI (Listing Obligations andDisclosure Requirements) Regulations, 2015, the Board of Directors had approved the Policy on VigilMechanism/ Whistle Blower and the same is posted on the official website of the Company. This Policyinter-alia provides a direct access to the Chairman of the Audit Committee.
Your Company hereby affirms that no Director/ Employee has been denied access to the Chairman of theAudit Committee and that no complaints were received during the year.
The Company has no employee whose remuneration falls within the purview of the limits prescribedunder the provisions of Section 197 of the Companies Act, 2013, read with Rule 5(2) of the Companies(Appointment and Remuneration of Managerial Personnel) Rules, 2014.
Disclosures with respect to the remuneration of Directors and Employees as required under Section197(12) of Companies Act, 2013 and Rule 5 (1) Companies (Appointment and Remuneration of ManagerialPersonnel) Rules, 2014 are given below:
a. The ratio of the remuneration of each Director to the median remuneration of theemployees of the Company for the financial year 2024-25:
i. Executive Directors:
S.No.
Executive Directors
Ratio
1.
Mr. Y. Nayudamma
5.78
2.
Mr. Y. Janaki Ramaiah
6.98
Name of the Director
Dr. P. Sreemannarayana
0.10
Dr. Y. Venkateswarlu
0.02
3.
Mr. P Anjaneyulu
0.07
4.
Dr. G. S. R. Anjaneyulu
0.17
5.
Mr. M. Sree Ram Murthy
0.15
6.
Mr. S. Y. Sampath Kumar
7.
Mrs. G. Vijitha
8.
Mr. N. Nagendra Naidu
0.14
The Company has not paid any remuneration to the Non-Executive Directors except sitting fee.
b. The percentage increase or decrease in remuneration of each Director, Chief ExecutiveOfficer, Chief Financial Officer, Company Secretary in the financial year:
Name
Designation
Increase / Decrease in %
Mr. Y. Nayudamma 1
Managing Director
(31.53)
Mr. Y. Janakiramaiah
Executive Director
1.13
Mr. Pavan Singh Thakur2
Company Secretary
8.79
Mr. T.V. Satish Babu3
100.00
Mr. B. Sambasiva Rao
Chief Financial Officer
16.89
As at 31-03-2025
As at 31-03-2024
Closing rate of share at BSE (Rs.)
28.95
31.97
EPS (Rs.)
Market Capitalization (Rs. in Lakhs)
1,244.91
1,374.77
The Company made an Initial Public Offer in the year 1995 at par price of Rs.10/- per each equity share.As on 31st March 2025, the Market quotation for the Company's Equity shares at BSE Limited isRs.28.95 as against Rs.31.97 as on 31st March 2024.
h. Average percentile increases already made in the salaries of employees other than themanagerial personnel in the last financial year and its comparison with the percentileincrease or decrease in the managerial remuneration:
There has been decrease of 31.53% (Rs.7.67 lakhs) of Managing Director and increase of 1.13%(Rs.0.23 lakhs) of Executive Director in the managerial remuneration and 28.38% of decrease in thesalaries to employees of the Company.
i. Comparison of each remuneration of the Key Managerial Personnel against theperformance of the Company:
Name of the Person
Remuneration(Rs. in Lakhs)
Total Revenue(Rs. in Lakhs)
Remunerationas a % of Revenue
Mr. Y. Nayudamma - Managing Director
16.67
1.01%
Mr. Y. Janaki Ramaiah - Executive Director
20.15
1.22%
Mr. Pavansingh Thakur - Company Secretary(upto 10-10-2024)
10.20
0.62%
Mr. T.V. Satish Babu - Company Secretary(w.e.f. 31-03-2025)
0.01
0.001%
Mr. B. Sambasiva Rao - Chief Financial Officer
5.42
0.33%
Nil.
k. The ratio of the remuneration of the highest paid Director to that of the employees whoare not Directors but receive remuneration in excess of the highest paid Director duringthe year: None.
l. Affirmation that the remuneration is as per the remuneration policy of the Company:
The Company affirms remuneration paid to Key Managerial Personnel is as per the remunerationpolicy of the Company.
The Company is committed to maintain and adhere to the good standards of Corporate Governance. Asper SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, a Report on CorporateGovernance forming part of this Report, together with the Secretarial Auditors' Certificate regarding thecompliance of the conditions of Corporate Governance is given in a separate section in the AnnualReport.
The Management Discussion and Analysis Report, pursuant to Regulation 34 (2) of SEBI (LODR)Regulations, 2015 a Report on Management Discussion and Analysis is annexed hereto asAnnexure - IV.
The particulars prescribed under Section 134 of the Companies Act, 2013 read with Rule 8 (3) of theCompanies (Accounts) Rules, 2014, relating to Conservation of Energy, Technology Absorption, ForeignExchange Earnings and Outgo are furnished in Annexure-V to this Report.
Your Company has in place code of conduct to regulate, monitor and report trading by designatedpersons and code of practices and procedures for fair disclosure of unpublished price sensitive informationwhich is in adherence to the SEBI (Prohibition of insider trading) Amendment Regulations, 2018. Thedisclosures received pursuant to this code and the Regulations are disseminated to the Stock Exchangeswithin prescribed time limit. The Report of compliance officer was placed before the Board. The code isavailable at the Company's website at the following link www.phytochemindia.com.
All the Board Members and the designated employees have confirmed the compliance with the Code.
The shares of the Company are listed at BSE Limited, which has nationwide trading terminals and thelisting fee has been paid by the Company for the F.Y. 2024-25.
42. The details of application made or any proceeding pending under the Insolvency andBankruptcy Code, 2016 (31 of 2016) during the year along with their status as at the end of thefinancial year:
During the year under review, there were no applications made or proceedings pending in the name ofCompany under the insolvency and Bankruptcy Code, 2016.
43. The details of difference between amount of the valuation done at the time of one-timesettlement and the valuation done while taking loan from the Banks or Financial Institutionsalong with the reasons thereof:
During the year under review, there has been no one time settlement of loans from Banks/ FinancialInstitutions.
Your Company is committed to providing a safe and inclusive workplace for all employees. The Companyhas complied with the provisions of the Maternity Benefit Act, 1961 as amended by the Maternity Benefit(Amendment) Act, 2017, which, inter alia, provides for enhanced maternity leave of 26 weeks, work-from-home facilities (where the nature of work permits), and establishment of creche facilities.
During the year under review, there were no complaints or grievances reported under the said Act.
The Company has complied with the applicable provisions of all Secretarial Standards issued by theInstitute of Company Secretaries of India (ICSI) and notified by the Ministry of Corporate Affairs underSection 118 (10) of the Companies Act, 2013, namely:
* Secretarial Standard on Meetings of the Board of Directors (SS-1); and
* Secretarial Standard on General Meetings (SS-2).
The Directors wish to express their appreciation for the assistance and continued co-operation receivedfrom the Central and State Governments, Banks, Financial Institutions, Customers, Dealers and Suppliersand also the Directors wish to thank all the employees for their dedicated contribution, support andcontinued co-operation throughout the year at all levels.
For and on behalf of the BoardY. Nayudamma
Place : Hyderabad Managing Director
Date : 11th August 2025 DIN: 00377721
1
Mr. Y. Nayudamma, Managing Director preferred the reduction of remuneration during the year.
2
Mr. Pavan Singh Thakur, Company Secretary resigned w.e.f 11-10-2024.
3
Mr. T.V. Satish Babu, Company Secretary appointed w.e.f 31-03-2025.
c. Percentage increase/ (decrease) in the median remuneration of employees in the financialyear: (28.38%).
d. The number of permanent employees on the rolls of Company: 36.
e. The explanation on the relationship between average increase or decrease inremuneration and Company performance:
The changes in average decrease of remuneration was registered on account of overall decreaseof employees on the rolls of the Company and turnovers when compared with the last year.