Your Directors are pleased to present the 12th Annual Report of your Company together with theStandalone Audited Financial Statements of the Company for the financial year ended March 31, 2025together with the Auditor’s Reports thereon.
The Financial performance of the Company during the financial year ended March 31, 2025 ascompared to the previous financial year is summarized below:
Particulars
Year ended
31st March, 2025
31st March, 2024
Total Income
2,852.38
2,475.84
Less: Total Expenses excluding Depreciation
2,653.33
2,306.33
Profit/(Loss) before Depreciation, Exceptional Itemand Tax
199.05
169.51
Less: Depreciation
48.69
34.79
Profit/ (Loss) before Tax and Exceptional Item
150.36
134.72
Less: Exceptional Item
0
Less: Extraordinary Item
Less: Tax Expenses
38.26
34.51
Profit/(Loss) after tax
112.10
100.22
Kahan Packaging Limited, is manufacturing polymer based woven products in its state-of-the-artmanufacturing set up in Mumbai. With an immense expertise in the field of polymer industry, KahanPackaging manufactures and supply woven sacks while ensuring the safety of your product fromdamage or spillage.
The Company has performed well in the year 2024-25. The total income of the Company for the year2024-25 increased to ? 2,852.38 Lakhs from ? 2,475.84 Lakhs in previous year registering a growthof 15.21%. Further, the Profit after tax for the year 2024-25 was ? 112.10 Lakhs as compared to Profitafter tax of ? 100.22 Lakhs in previous year, registering an increase of 11.85%.
The Management is continuously working on increasing the revenue and to give better results incoming years by introducing new technologically advanced products at competitive rates, using ITsystem, hiring and training sales team, adding new customers by venturing into new market and areaand also do better inventory management.
Your Directors have not recommended any dividend on equity shares for the year under review.
There is no change in the Nature of Business during the year under review.
The Company was not required to transfer any Unclaimed Dividend to Investor Education andProtection Fund.
For the financial year ended 31st March, 2025, the Company earned net profit (after tax) of ?112.10Lakhs and added to surplus in statement of Profit & Loss.
A) Authorised Share Capital: The Authorized Share Capital of the Company is 5,00,00,000 (FiveCrore) divided into 50,00,000 (Fifty Lakhs) Equity Shares of ? 10/- each (Ten Rupees Only).
B) Paid-up Share Capital: The Paid-up Share Capital of the Company is Rs. 2,72,00,000/- (? TwoCrore Seventy-Two Lakhs only) divided into 27,20,000 (Twenty-Seven Lakhs and TwentyThousand) Equity Shares of Rs. 10/- (Ten Rupees Only) each.
C) Issue of Equity Shares with Differential Rights: The Company has not issued any equity shareswith differential rights during the Financial Year 2024-2025.
D) Issue of Sweat Equity Shares: The Company has not issued any Sweat Equity Shares during theFinancial Year 2024-2025.
E) Issue of Employee Stock Options: The Company has not issued any Employee Stock Optionsduring the Financial Year 2024-2025.
During the year under review no Company has become Subsidiary, Joint Venture and Associate of theCompany and no company has been ceased to be Subsidiary, Joint Venture and Associate of theCompany during the Year.
Pursuant to Section 92(3) and 134(3)(a) of the Companies Act, 2013 read with Rule 12(1) of theCompanies (Management and Administration) Rules, 2014, the Annual Return is placed on websiteof the Company and which shall be treated as part of this Report. The link of the Annual Return is asfollows: https://kpackltd.com/wp-content/uploads/2025/08/Annual-Returns-2024-25.pdf
The Board of Directors met 6 (Six) times during the financial year 2024-25. The intervening gapbetween any two meetings was not more than 120 days as prescribed by the Companies Act, 2013.Details of date of Board meeting held during the year and attendance of Directors are given in below:
Sr.
No.
Date of Meetings
Total Number of Directors eligibleto attend
Total Number of Directorsattended
1
30.05.2024
7
2
23.08.2024
3
16.09.2024
4
14.11.2024
5
13.01.2025
6
24.03.2025
Details of the Board of Directors and Attendance Record of Directors during the financial year endedMarch 31, 2025 is as under:
Name of the Director
DIN
Board Meetingsheld
Board Meetingsattended
Prashant Jitendra Dholakia
06428389
Rohit Jitendra Dholakia
05302050
Purvi Prashant Dholakia
05302029
Jagruti Rohit Dholakia
05302006
Naman Haresh Patel
10200283
Tushar Rameshchandra Shah
10200280
Jainam Prashant Dholakia
10343866
The Independent Directors met on 13th January, 2025, without the attendance of Non-IndependentDirectors and members of the management. The Independent Directors reviewed the performance ofNon-Independent Directors and the Board as a whole; the performance of the Chairman of theCompany took into account the views of Executive Directors and Non-Executive Directors; it assessedthe quality, quantity and timeliness of information flow between the Company’s management and theBoard necessary for the Board to effectively perform their duties.
The Board evaluation process is carried through a structured questionnaire which was prepared aftertaking into consideration inputs received from the Directors, setting out parameters of evaluation; thequestionnaire for evaluation is to be filled in, consolidated and then evaluation was carried out.Pursuant to the provisions of Section 178 of the Companies Act, 2013 and terms of reference ofNomination and Remuneration Committee, the Committee had decided that performance of the Board,Committee and all the Directors, excluding Independent Directors, would be carried by IndependentDirectors and performance evaluation of Independent Directors would be carried by the Board ofDirectors once in year. In accordance with the criteria suggested by the Nomination and RemunerationCommittee, the performance of each Independent Director was evaluated by the entire Board ofDirectors in its meeting held on 30th May 2024 (wherein the Director getting evaluated was absent) onvarious parameters like engagement, leadership, analysis, decision making, communication,governance, interest of stakeholders, etc. The Board was of the unanimous view that everyIndependent Directors was a reputed person and brought their rich experience to the deliberations ofthe Board and suggesting new system and process to improve performance of the Company.
The performance of all the Non-Independent Directors was evaluated by the Independent Directors attheir separate meeting held on 13th January, 2025. The various criteria considered for the purpose ofevaluation included leadership, engagement, transparency, analysis, decision making, functionalknowledge, governance, stakeholders, etc. Independent Directors were of the unanimous view that allthe Non-Independent Directors were having good business and leadership skills. The IndependentDirectors also reviewed and discussed the performance of the Board as whole and flow of informationfrom Management to the Directors. They were satisfied with the performance of the Board as a whole.Further, they have also evaluated the performance of the Chairman of the Company on various aspectssuch as Meeting dynamics, Leadership (business and people), Governance and Communication, etc.and expressed their satisfaction over the same.
The Directors state that: -
a. in the preparation of the annual accounts for the financial year ended on 31st March, 2025, theapplicable accounting standards have been followed along with proper explanation by way ofnotes to accounts relating to material departures;
b. the selected accounting policies were applied consistently and the judgments and estimatesmade by them are reasonable and prudent so as to give true and fair view of the state of affairs
of the Company at the end of the financial year on 31st March, 2025 and of the profit of theCompany for that year;
c. proper and sufficient care has been taken for the maintenance of adequate accounting recordsin accordance with the provisions of the Companies Act, 2013 for safeguarding the assets ofthe Company and for preventing and detecting fraud and other irregularities;
d. the annual accounts have been prepared on a going concern basis.
e. the Directors had laid down internal financial controls to be followed by the Company andthat such internal controls are adequate and were operating effectively during the financialyear ended 31st March, 2025; and
f. the Directors had devised proper systems to ensure compliance with the provisions of allapplicable laws and that such systems were adequate and operating effectively during thefinancial year ended 31st March, 2025.
The report on management discussion and analysis as per the SEBI (Listing Obligations andDisclosures Requirements), Regulations, 2015 forms integral part of this Annual Report as Annexure‘A’.
No fraud in or by the Company were noticed or reported by the auditors during the period underreview.
The particulars of loans, guarantees and investments have been disclosed in the financial statements.
All related party transactions that were entered into during the financial year were on arm’s lengthbasis and were in the ordinary course of the business.
The particulars of Contract or Arrangement in Form AOC-2 as required under Section 134(3)(h) ofthe Companies Act, 2013 and Rule 8(2) of the Companies (Accounts) Rules, 2014 is annexed to thisBoard Report as Annexure ‘B’. The Company do not have any holding or subsidiary company hencedisclosure under point A of Schedule V of the Securities and Exchange Board of India (ListingObligations and Disclosure Requirements) Regulations, 2015 is not applicable.
The details of transactions entered into with related parties, as per Accounting Standards, are disclosedin the Financial Statement.
The Policy on Related Party Transactions has been published on the Company’s website(www.kpackltd.com) under the “Investor” section.
16. Material changes and commitment, if any affecting financial position of the Company occurredbetween end of the financial year to which these financial statements relate and the date of thereport
Except as disclosed elsewhere in this report, no material changes and commitments have occurredbetween the end of the financial year of the Company and date of this report which can affect thefinancial position of the Company.
The details of conservation of energy, technology absorption and foreign exchange earnings and outgoas required under the provisions of section 134(3)(m) of Companies Act, 2013 read with rule 8 (3) ofCompanies (Accounts) Rules, 2014 are as follows:
(A) Conservation Of Energy
i.
The steps taken or impact on conservation of energy
Yes
ii.
The steps taken by the company for utilizing alternate sources of Energy
NA
iii.
The capital investment on energy conservation equipment
(B) Technology Absorption
The efforts made towards technology absorption
The benefits derived like product improvement, cost reduction, productdevelopment or import substitution
In case of imported technology (imported during the last three years reckonedfrom the beginning of the financial year)
a)
The details of technology imported
b)
The year of import
c)
Whether the technology been fully absorbed
iv.
The expenditure incurred on research and development
(C) Foreign Exchange Earnings or Outgo in Foreign Exchange During The Year
The foreign exchange earned in terms of actual inflows during the year
NIL
The foreign exchange outgo during the year in terms of actual outflow
During the financial year under review the Company has neither accepted nor renewed any depositswithin the meaning of Section 73 of the Companies Act, 2013 read with the Companies (Acceptanceof Deposits) Rules, 2014. The Company has not invited or accepted deposit during the year and hencethere was no deposit which remained un-paid or unclaimed at the end of the year.
During the year there are no significant material orders passed by the Regulators / Courts / Tribunalswhich would impact the going concern status of the Company and its future operations.
Adequate internal controls, systems and checks are in places, which commensurate with the size ofthe Company and the nature of its business. The Management exercises financial control on theoperations through a well-defined budget monitoring process and other standard operating procedures.In addition to the above, the Audit Committee and the Board specifically reviews the Internal Controland Financial Reporting process prevalent in the Company. On a yearly basis, the Board also engagesthe services of professional experts in the said field in order to ensure that the financial controls andsystems are in places. The Management also improvise the various Standard Operating Process (SoP)based on findings of Internal Auditors as well review of SoPs by the Management.
The Company’s Board of Directors is made up of highly respected individuals with proven abilitiesand strong ethical principles. They bring a wealth of experience, financial expertise, and leadershipskills to the table. Furthermore, they are deeply committed to the Company’s success and investsignificant time in Board Meetings and preparation.
To comply with Listing Regulations, the Board has carefully identified the essential skills, expertise,and competencies needed by its Directors to effectively manage the Company’s operations.
Further the Company annually obtains from each Director, details of the Board and Board Committeeposition he/she occupies in other Companies, and changes if any regarding their Directorships. Basedon the disclosures received from the Directors, the Company has obtained a certificate from M/s.Zankhana Bhansali & Associates, Practicing Company Secretaries, confirming that none of theDirectors on the Board of the Company have been debarred or disqualified from being appointed orcontinuing as Directors of Companies by the Securities and Exchange Board of India and Ministry ofCorporate Affairs or any such authority and the same forms part of this report as annexed as“Annexure D”.
The composition of the Board complies with the requirements prescribed in the Listing Regulationsand are as follows:
Name of Director
Designation
Mr. Prashant Jitendra Dholakia (DIN: 06428389)
Managing Director
Mr. Rohit Jitendra Dholakia (DIN: 05302050)
Whole-Time Director
Mrs. Purvi Prashant Dholakia (DIN:05302029)
Mrs. Jagruti Rohit Dholakia (DIN: 05302006)
Non-Executive Director
Mr. Tushar Rameshchandra Shah (DIN: 10200280)
Independent Director
Mr. Naman Haresh Patel (DIN:10200283)
Mr. Jainam Prashant Dholakia (DIN: 10343866)
Director*
*Mr. Jainam Prashant Dholakia (DIN: 10343866) resigned from the position of Director with effectfrom May 16, 2025; however, he continues to serve as the Chief Financial Officer of the Company.
During the year under review, there was no change in the composition of Board
In compliance with provisions of Section 152 of the Companies Act, 2013, Mr. Prashant JitendraDholakia (DIN: 06428389) and Mrs. Jagruti Rohit Dholakia (DIN: 05302006), Directors of theCompany retires by rotation at the 12th AGM and being eligible, offers themselves for re-appointment.Appropriate resolution for aforesaid re-appointment is being placed for approval of the members atthe 12th AGM.
Details of Mr. Prashant Jitendra Dholakia (DIN: 06428389) and Mrs. Jagruti Rohit Dholakia (DIN:05302006) is provided in the “Annexure - 1 & 2” to the Notice, in accordance with the provisions ofSecretarial Standard on General Meetings (“SS- 2”), issued by the Institute of Company Secretariesof India.
Pursuant to Section 149(7) of the Companies Act, 2013 the Independent Directors have provided adeclaration to the Board of Directors that they meet the criteria of Independence as prescribed in theCompanies Act, 2013 and the Listing Regulations, and are not aware of any situation which exists ormay be reasonably anticipated that could impair or impact their ability to discharge duties as anIndependent Director with an objective independent judgement and without any external influence.
Further, in terms of Section 150 of the Act and declaration in compliance with Rule 6(3) of theCompanies (Appointment and Qualification of Directors) Rules, 2014, as amended by Ministry ofCorporate Affairs (“MCA”) Notification dated October 22, 2019, regarding the requirement relatingto enrolment in the Data Bank created by MCA for Independent Directors, has been received from allthe Independent Directors.
Mr. Tushar Rameshchandra Shah (DIN: 10200280) and Mr. Naman Haresh Patel (DIN:10200283)are Non-Executive Independent Directors as on March 31, 2025.
The Company has formulated a policy on ‘familiarisation programme for independent directors’ whichis available on the Company’s website at the link: https://kpackltd.com/corporate-policies/
Pursuant to provisions of Section 203 of the Companies Act, 2013 following are the Key ManagerialPersonnel of the Company as on March 31, 2025:
1) Mr. Prashant Jitendra Dholakia (DIN: 06428389), Managing Director
2) Mr. Jainam Prashant Dholakia, Chief Financial Officer
3) Mr. Mithun Patel, Company Secretary and Compliance Officer (resigned w.e.f. 10th August,2024)
4) Ms. Pooja Burad, Company Secretary and Compliance Officer*
*Ms. Pooja Burad was appointed as Company Secretary and Compliance Officer of the Companyw.e.f. August 23rd, 2024 in place of Mr. Mithun Patel who resigned w.e.f. 10th August, 2024 from theposition of Company Secretary and Compliance Officer of the Company.
Currently the Board has Three (3) Committees: The Audit Committee, Nomination & RemunerationCommittee and Stakeholders’ Relationship Committee. The Composition of various Committees andother details are as follows:
The Board has an Audit Committee in conformity with the provisions of Section 177 of the CompaniesAct, 2013. As on March 31, 2025, the Audit Committee comprised of two Independent Directorsnamely, Mr. Tushar Rameshchandra Shah (DIN: 10200280), Mr. Naman Haresh Patel(DIN:10200283) and one Managing Director, Mr. Prashant Jitendra Dholakia (DIN: 06428389), whereTushar Rameshchandra Shah (DIN: 10200280) acted as the Chairman of the Committee. Further, Mr.Mithun Patel, Company Secretary and Compliance Officer of the Company, served as the Secretaryto the Committee until August 10, 2024. Subsequently, Ms. Pooja Burad, Company Secretary andCompliance Officer of the Company, assumed the role of Secretary to the Committee with effect fromAugust 23, 2024.
All the Members of the Audit Committee are financially literate and have accounting or relatedfinancial management expertise as required under the Companies Act, 2013. All the major stepsimpacting the financials of the Company are undertaken only after the consultation of the AuditCommittee. During the year under review, the Board of Directors of the Company had accepted allthe recommendations of the Audit Committee.
The Audit Committee met Four (4) times during the Financial Year i.e. on 30th May, 2024, 23rd August,2024, 14th November, 2024, and 13th January, 2025. The requisite quorum was present for all themeetings during the Financial Year 2024-25.
The details of the meetings held and attended by the members of the committee during the FinancialYear under review is detailed below:
Category and Position
No. of Meetings
Held
Attended
Mr. Tushar Rameshchandra Shah (DIN:10200280)
Chairperson and IndependentDirector
Member and IndependentDirector
Mr Prashant Jitendra Dholakia (DIN:06428389)
Member and ManagingDirector
The Board has Nomination & Remuneration Committee in conformity with the provisions of Section178 of the Companies Act, 2013. As on March 31, 2025, the Nomination and RemunerationCommittee was comprised of two Independent Directors namely, Mr. Tushar Rameshchandra Shah(DIN: 10200280), Mr. Naman Haresh Patel (DIN: 10200283) and Non-Executive Director Mrs.Jagruti Rohit Dholakia (DIN: 05302006), where Mr. Tushar Rameshchandra Shah (DIN: 10200280)acted as the Chairman of the Committee. Further, Mr. Mithun Patel, Company Secretary andCompliance Officer of the Company, served as the Secretary to the Committee until August 10, 2024.Subsequently, Ms. Pooja Burad, Company Secretary and Compliance Officer of the Company,assumed the role of Secretary to the Committee with effect from August 23, 2024.
The appointment of the Directors, Key Managerial Personnel and Senior Managerial Personnel isrecommended by the Nomination & Remuneration Committee to the Board. Your Company hasdevised the Nomination and Remuneration Policy for the appointment of Directors and KeyManagerial Personnel and Senior Managerial Personnel of the Company who have ability to lead theCompany towards achieving sustainable development. The said Policy also covers the matters relatedto the remuneration of Directors, Key Managerial Personnel and Senior Managerial Personnel. TheNomination and Remuneration Policy may be accessed on the Company’s website at the link:https://kpackltd.com/wp-content/uploads/2024/09/04.-Nomination-and-Remuneration-Policy.pdf.
The Nomination & Remuneration Committee met Twice (2) during the Financial Year i.e. on 30th May,2024 and 23rd August, 2024. The requisite quorum was present for all the meetings during the FinancialYear 2024-25.
Category
Mr. Tushar RameshchandraShah (DIN: 10200280)
Mr. Naman Haresh Patel(DIN:10200283)
Mrs. Jagruti Rohit Dholakia(DIN:05302006)
Member and Non-ExecutiveDirector
The Company has always valued its investors and stakeholders. In order to ensure the proper andspeedy redressal of shareholders/investors complaints, the Stakeholders Relationship Committee wasconstituted. The role of the Committee is to consider and resolve security holders complaint and toattend all the investors request. The constitution and terms of reference of the StakeholdersRelationship Committee is in conformity with the provisions of Section 178(5) of the Companies Act,2013.
As on March 31, 2025, the Stakeholders Relationship Committee was comprised of Mr. TusharRameshchandra Shah (DIN: 10200280), Mr. Prashant Jitendra Dholakia (DIN: 06428389) and Mrs.Purvi Prashant Dholakia (DIN: 05302029), where Mr. Tushar Rameshchandra Shah (DIN: 10200280)acted as the Chairman of the Committee. Further, Mr. Mithun Patel, Company Secretary andCompliance Officer of the Company, served as the Secretary to the Committee until August 10, 2024.Subsequently, Ms. Pooja Burad, Company Secretary and Compliance Officer of the Company,assumed the role of Secretary to the Committee with effect from August 23, 2024.
The Stakeholders Relationship Committee met Four (4) times during the Financial Year i.e. on 30thMay, 2024, 23rd August, 2024, 14th November, 2024, and 13th January, 2025, The requisite quorum waspresent for all the meetings during the Financial Year 2024-25.
Chairperson and Independent Director
Mr. Prashant JitendraDholakia (DIN: 06428389)
Member and Managing Director
Mrs. Purvi Prashant Dholakia(DIN:05302029)
Member and Whole Time Director
In compliance with provisions of section 177(9) and (10) of the Companies Act, your Company hasadopted whistle blower policy for Directors and employees to report genuine concerns to themanagement of the Company. The Whistle Blower Policy may be accessed on the Company’s websiteat the link: http://kpackltd.com/wp-content/uploads/2024/09/15.-Whistle-Blower-Policy.pdf.
Pursuant to the provisions of Section 204 of the Companies Act, 2013 and The Companies(Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Board, on therecommendation of Audit Committee, has appointed M/s. Zankhana Bhansali & Associates, PracticingCompany Secretaries (COP 10513 & PR No.1625), w.e.f. 30th May, 2024 for the Financial Year 2024¬25, to undertake the Secretarial Audit of the Company. The Report of the Secretarial Audit in formMR-3 is annexed herewith as Annexure ‘C’ to this Report.
The Members at the 7th Annual General Meeting of the Company held on 31st December, 2020, M/s.Dhanesh Amritlal & Associates, Chartered Accountants (Firm Registration No. 142800W), wereappointed as Statutory Auditors of the Company to hold office till the conclusion of the AnnualGeneral Meeting to be held for the financial year 2024-25. Further pursuant to the provisions ofSection 139 and other applicable provisions, if any, of the Companies Act, 2013 and the Companies(Audit and Auditors) Rules, 2014 (including any statutory modification, amendment or enactmentthereof, for the time being in force) and based on the recommendation of Audit Committee and theBoard of Directors, M/s. Kayde & Associates, Chartered Accountants, (Firm Registration No.:121092W) be and are hereby appointed as Statutory Auditor of the Company in place of M/s. DhaneshAmritlal & Associates, Chartered Accountants (Firm’s Registration No. 142800W), the retiringstatutory auditor, to hold the office from the conclusion of the 12th Annual General Meeting until theconclusion of the 17th Annual General Meeting of the Company for the F.Y. 2029-30 at suchremuneration plus applicable taxes and reimbursement of out-of-pocket expenses in connection withthe Audit as may be mutually agreed between the Board of Directors, based on recommendation ofthe Audit Committee, of the Company and the Auditors.
The Auditors’ Report and annexure to the Auditors’ Report are self-explanatory and does not containany observation/ qualification therefore, no explanations need to be provided for in this report.
Pursuant to the provisions of Section 138 of Companies Act, 2013 read with Rule 13 of the Companies(Accounts) Rules, 2014 and other applicable provisions if any of the Companies Act, 2013. The Board,on the recommendation of Audit Committee, appointed M/s. Sunil S Gokhale and Associates,Chartered Accountants (Membership No. 106465) as Internal Auditors of the Company w.e.f. 30thMay, 2024 for the FY 2024-25.
The information required to be disclosed with respect to the remuneration of Directors and KMPs inthe Directors’ Report pursuant to Section 197 of the Companies Act, 2013, read with Rule 5(1) of theCompanies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.
The names of top five employees of the Company in terms of remuneration drawn for the financialyear 2024-25, as required pursuant to Section 197 of the Companies Act, 2013, read with Rule 5(2) &(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.
Both are appended as Annexure ‘E’ of the Boards Report.
The Company does not fall under purview of Regulations of Corporate Governance pursuant to theSEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. However, the same isapplicable as per the Companies Act, 2013 and the Company is fully compliant with the applicableprovision and the Company is committed to ensure compliance with all modification within prescribednorms under Companies Act, 2013. Company is committed to maintain the highest standards ofcorporate practices.
No application has ever been filed against the Company under the Insolvency and Bankruptcy Code,2016.
The Company has complied with the applicable Secretarial Standards, as issued by the Institute ofCompany Secretaries of India and notified by the Central Government.
Your Company has a well-defined Risk Management System in place, as a part of its good CorporateGovernance practices. All the risks are identified at various levels and suitable mitigation measuresare thereafter adopted. These are subjected to a quarterly review by the Audit Committee as well asthe Board. Accordingly, management of risk has always been an integral part of the Company’s‘Strategy of Organization’ and straddles its planning, execution and reporting processes and systems.Backed by strong internal control systems, the current Risk Management Framework consists of thefollowing key elements:
• Appropriate structures are in place to proactively monitor and manage the inherent risks inbusinesses with unique / relatively high risk profiles.
• The Audit Committee of the Board reviews Internal Audit findings and provides strategicguidance on internal controls. The Audit Committee closely monitors the internal controlenvironment within your Company including implementation of the action plans emergingout of internal audit findings.
• The Company has appointed Internal Auditors and Secretarial Auditors to comply with thevarious provisions and compliances under applicable laws.
Except as disclosed elsewhere in this report, no material changes and commitments which could affectthe Company’s financial position have occurred between the end of the financial year of the Companyand the date of this report.
Provisions with respect to Corporate Social Responsibility initiative as mandated by Companies Act,2013 is not applicable to the Company.
During the year under review the company has not entered into any transaction with its Non-ExecutiveDirectors except for payment of sitting fees as mentioned in notes to accounts.
1) There was no instance of one-time settlement with any Bank or Financial Institution.
2) There was no revision in the previous financial statements of the Company.
Maintenance of cost records as specified by the Central Government under sub-section (1) of section148 of the Companies Act, 2013, is not applicable to the Company.
The Company has adopted a Code of Conduct for Prevention of Insider Trading with a view to regulatetrading in securities by the Directors and designated employees of the Company. The Code requirespre-clearance for dealing in the Company’s shares and prohibits the purchase or sale of Companyshares by the Directors and the designated employees while in possession of unpublished pricesensitive information in relation to the Company and during the period when the Trading Window isclosed. The Compliance Officer is responsible for implementation of the Code.
To comply with the Regulation 3(5) of SEBI (PIT) Regulations, 2015, and to maintain structureddigital database (SDD) containing the names of such persons or entities with whom Unpublished PriceSensitive Information (UPSI) is shared and intermediaries and fiduciaries who handle UPSI of theCompany in the course of business operations, the Company has installed a SDD software on theserver of the Company.
The code of prevention of Insider Trading and fair disclosures is there on the website of the Company.All Board Directors and the designated employees have confirmed compliance with the Code.
In accordance with the provisions of Section 4 of the Sexual Harassment of Women at Workplace(Prevention, Prohibition and Redressal) Act, 2013 (“POSH Act”), the Company has duly constitutedan Internal Complaints Committee (ICC) to provide a safe and secure working environment for allemployees, particularly women.
Further, in compliance with the directive issued by the Directorate General of Information and PublicRelations (DGIPR), Government of Maharashtra, and as per the advisory from the CentralGovernment, the Company has completed its registration on the SHE-Box (Sexual HarassmentElectronic Box) Portal, thereby affirming the constitution of the ICC and its commitment to ensuringprevention, prohibition and redressal of sexual harassment at the workplace.
The Company has in place an Anti-Sexual Harassment Policy in line with the requirements of TheSexual Harassment of Women at Work Place (Prevention, Prohibition and Redressal) Act, 2013. AnInternal Complaints Committee has been set up to redress complaints received regarding sexualharassment.
The Company affirms that during the Year under review, no complaints were received by theCommittee for redressal.
Further in accordance with the recent amendment, please find below details as required:
Sr. No.
number of complaints of sexual harassment received in the year: 0
number of complaints disposed off during the year: 0
number of cases pending for more than ninety days: 0
The Company further confirms that it has complied with provisions relating to the Maternity BenefitAct, 1961.
There are no significant material orders passed by the Regulators/ Courts which would impact thegoing concern status of the Company and its future operations. No application is made and noproceeding is pending against the Company under the Insolvency and Bankruptcy Code, 2016 andthere is no instance of one time settlement of the Company with any Bank or Financial Institution.
The Equity Shares of the Company are listed on SME Platform of BSE Limited. The Company hasmade payment of Annual Listing Fees and other compliance fees.
The Cash flow statement for the year 2024-25 is part of Balance Sheet.
No fraud has been reported during the audit conducted by Statutory Auditors and Secretarial Auditorsof the Company.
Your Directors place on record their sincere thanks to bankers, business associates, consultants, andvarious Government Authorities for their continued support extended to your Company’s activitiesduring the year under review. Your Directors also acknowledge gratefully the shareholders for theirsupport and confidence reposed on your Company.
Prashant Jitendra DholakiaChairman & Managing Director(DIN 06428389)
Place: MumbaiDate: 26.08.2025