Your directors have pleasure in presenting their SECOND Annual Report of the company along with audited accounts for the year ended on 31st March 2024. During the year the company earned a net profit of Rs 72.21 Lakh. We hope that we will be able to achieve better results in the next financial year.
1. FINANCIAL PERFORMANCE AT A GLANCE
The company has made a Net Profit of Rs. 72.21 Lakh for the Financial Year ended March 31, 2024.
Sr.
No.
Particulars
2023 - 24 (Amount in Lakh.)
2022 - 23 (Amount in Lakh.)
01
Sales
2,026.51
1,548.05
02
Profit before exceptional, extraordinary items and Taxation
95.18
75.58
03
Extraordinary items
-
04
Profit Before Tax
05
Current tax
19.89
19.80
06
Differed tax
3.08
0.81
07
Net Profit /Loss (After I. Tax)
72.21
54.97
2. OPERATIONAL PERFORMANCE
During under the review, the total turnover of the Company for the year ended March 31, 2024 of Rs. 2,026.51 (Amt. in Lakhs) compared to Rs. 1,548.05 (Amt. in Lakhs) achieved during the previous year. The turnover has increased by 478.46 Lakhs reflecting the growth of 30.9% as compared to previous year. Profit is increased by 17.24 Lakhs.
3. TRANSFER TO GENERAL STATUTORY RESERVE
During the financial year 2023-24 the Company has transferred Rs. 72.21 Lakhs to Reserves and Surplus.
4. CHANGE IN THE NATURE OF BUSINESS, IF ANY
The Company is engaged in the business of trading and manufacturing of Garments business on wholesale as well as retail basis. There has been no change in the business of the company during the Financial Year 2023-24.
5. DIVIDEND
Your directors do not recommend dividend for the financial year 31st March, 2024.
6. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCTAION AND PROTECTION FUND (IEPF)
The provisions of Section 125(2) of the Companies Act, 2013 does not apply as there was no dividend and paid in last year.
7. CHANGE IN THE NATURE OF BUSINESS, IF ANY
During the year, there is no change in the nature of business.
8. MATERIAL CHANGES AND COMMITMENTS:
There are no material changes in the Company during the period 2023 - 24.
9. LISTING WITH STOCK EXCHANGE:
During the period under review, Kizi Apparels Limited was listed on the BSE SME Platform of the BSE Limited. It has paid the Annual Listing Fees for the year 2024-25 to BSE Limited.
10. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY'S OPERATION
This Clause is not applicable to the Company.
11. DETAILS IN RESPECT TO ADEQUACY OF INTERNAL CONTROLS
The Company has built adequate internal control systems towards achieving efficiency and effectiveness in operations, optimum utilization of resources, cost reduction and effective monitoring thereof as well as compliance with all applicable laws.
The internal control mechanisms comprise a well-defined organization structure, documented policy guidelines, pre-determined authority levels and processes commensurate with size and capacity of the organization, faster decision making and fixing the level of responsibility.
The senior management members meet frequently and undertake extensive checks and report to management. The Board reviews the internal reports and periodically reviews the adequacy of internal controls.
12. HOLDING COMPANY
The Company does not have any Holding Company.
13. DETAILS OF HOLDING SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES
The company does not have any holding, Subsidiary, Joint Ventures and Associates Company
14. PERFORMANCE AND FINANCIAL POSITION OF EACH OF THE SUBSIDIARIES, ASSOCIATES AND TOINT VENTURE COMPANIES
This Clause is not applicable to the company
15. STATEMENT DECLARATION BY INDEPENDENT DIRECTOR
Pursuant to the provisions of Section 149(4) of the Companies Act, 2013 and Rule 4 of the Companies (Appointment & Qualification of Directors) Rules, 2014, the Company was required to appoint Independent Directors; therefore, declaration is required to be given.
16. PUBLIC DEPOSITS
During the year under review, your Company has not accepted any deposits from the public within the meaning of Section 73 of the Companies Act, 2013, read with the Companies (Acceptance of Deposit) Rules, 2014 made thereunder and, as such, no amount of principal or interest was outstanding on the date of the Balance Sheet and also on the date of this Report.
17. SHARE CAPITAL
A. AUTHORIZED SHARE CAPITAL
During the year under review, there has been increase in authorized share capital of the Company.
During the year under review, the Authorized share capital of the company was increased by Rs. 8,00,00,000 divided in to 80,00,000 Equity Shares of Rs. 10/- each.
As on the end of the financial year i.e. March 31, 2024, the authorized share capital of the Company was Rs. 80,00,000 Equity Share of Rs. 10/- each.
B. ALLOTMENTS MADE DURING THE YEAR
As on the end of the financial year i.e. March 31, 2024, the paid-up share capital of the Company was Rs. 51,61,200 equity Share of Rs. 10/- each. During the year under review, The Company has taken over the business of M/s. Aaika Cration Proprietorship Firm belonging to the proprietor Mr. Abhishek Nathani on 1st June, 2023. For this purpose, the company has issued 51,51,200 Equity Share of Rs. 10/- each to Mr. Abhishek Nathani.
C. ISSUE OF EQUITY SHARES WITH DIFFERENTIAL RIGHTS
During the year, the company has not issued any equity shares with differential rights pursuant to Section 43 of the Companies Act, 2013 read with Rule 4(4) of the Companies (Share Capital and Debentures) Rules, 2014, therefore, no disclosure is required to be given.
D. ISSUE OF EMPLOYEE STOCK OPTIONS
During the year, the company has not issued any stock options to its employees pursuant to Section 62(1)(b) read with Rule 129(9) of the Companies (Share Capital and Debentures) Rules, 2014, therefore, no disclosure is required to be given.
E. ISSUE OF SWEAT EQUITY SHARES
During the year, the company has not issued any sweat equity shares pursuant to Section 54 of the Companies Act, 2013 read with Rule 8(13) of the Companies (Share Capital and Debentures) Rules, 2014, therefore, no disclosure is required to be given.
F. PURCHASE OF ITS OWN SECURITIES BY THE COMPANY
During the year, the company has not purchased its own securities pursuant to Section 68 of the Companies Act, 2013 read with Rule 17 of the
Companies (Share Capital and Debentures) Rules, 2014, therefore, no disclosure is required to be given.
18. AUDITORSSTATUTORY AUDITORS
M/S. D G M S & CO. (FRN:112187W) Chartered Accountants, as an Statutory Auditor of the Company to hold office for a one term of Five Consecutive Years beginning from the conclusion of the First Annual General Meeting of the Company till the conclusion of Annual General Meeting of the Company to be held in 2027 - 28, at such remuneration as may be agreed upon between the Board of Directors and Statutory Auditors, in addition to the reimbursement of service tax and actual out of pocket expenses incurred in relation with the audit of accounts of the Company.
AUDITORS’ REPORT
All observations made in the Auditors' Report and notes forming part of the Financial Statements are self-explanatory and do not call for any further comments. The Statutory Auditors have not made any qualifications or reservations in their Independent Auditors' Report.
The financial statements of the Company have been prepared in accordance with Indian Accounting Standards (Ind AS) notified under section 133 of the Act. The Company has received an unmodified opinion in the Auditors' Report for the financial year 2023-24.
SECRETARIAL AUDITOR
Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and other applicable provisions, if any, Secretarial Audit is not applicable to the Company for the Financial Year 2023-24.
19. WEBSITE
In compliance with the Regulation 46 of SEBI (Listing Obligation and Disclosure Requirements) Regulations 2015 the Company has maintained a functional website namely www.kiziapparels.co.in containing information about the Company.
20. EXTRACT OF ANNUAL RETURN
As provided under Section 92(3) and Section 134 (3) (a) of the Companies Act, 2013, the extract of annual return in Form MGT-9 is available on the website of the Company at www.kiziapparels.co.in
21. BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL
The Board of the Company has been duly constituted in accordance with the applicable provisions of the Companies Act, 2013.
There were changes in the composition of Board during the year and from the end of financial year 2024 up to the date of this report.
As on 31st March, 2024, The Board of Directors and Key Managerial Personnel consists of following members: -
No
Name
Designation
DIN/PAN
Date of Appointment
1.
Kiran Nathani
Director
10086860
24.03.2023
2.
Abhishek Nathani
Managing
10086861
3.
Juhi Sawajani
Independent and NonExecutive Director
09811893
24.06.2023
4.
Avani Ashwinkumar Shah
09608898
5.
Ajay Mishra
Non-Executive
07495905
01.05.2024
6.
Monica Mahaveer Jain
Company
Secretary
AWKPJ5118N
01.08.2023
7.
CFO
BTZPS1682R
05.07.2023
As on the date of this Report, The Company has 5 (Five) Directors and KMPs consisting of 2 (Two) Independent and Non- Executive Directors, 1 (One) NonExecutive and Non- Independent Director, 1 (One) Executive Director, 1 (One) Managing Director, 1 (One) Chief Financial Officer and 1 (One)Company Secretary.
The details of Directors or Key Managerial Personnel who were appointed during the year are as follows:
a. Ms. Avani Ashwinkumar Shah and Ms. Juhi Sawajani were appointed as an additional director in the board meeting held on 24th June, 2023 and have been regularized as an Independent and Non- Executive Director in the Extra-Ordinary General Meeting held on 29th June, 2023
b. Mr. Rahul Premnath Sharma was appointed as an additional director in the board meeting held on 24 th June, 2023 and has been regularized as a Non-Executive and Non- Independent Director in the Extra-Ordinary General Meeting held on 24 th June, 2023.
c. Ms. Monica Mahaveer Jain Company Secretary & Compliance Officer, was appointed on 01st August, 2023.
d. Ms. Kiran Nathani was appointed as Chief Financial Officer on 05th July, 2023.
22. DIRECTOR RETIRING BY ROTATION
Ms. Kiran Nathani (DIN: 10086860), Director, retires by rotation at the ensuing Annual General Meeting and being eligible, offer herself for reappointment pursuant to the provisions of Section 152 of Companies Act, 2013.
23. MEETINGS OF BOARD OF DIRECTORS
The Company has conducted 17 (Seventeen) Board Meeting during financial year review and the intervening gap between two consequent Board Meetings were not more than 120 days, as required under section 173(1) of the Companies Act, 2013.
Sr. No.
Type of Meeting
Date of Meeting
Board Meeting
07.04.2023
04.05.2023
22.05.2023
30.05.2023
03.06.2023
8.
19.07.2023
9.
20.07.2023
10.
24.07.2023
11.
12.
10.08.2023
13.
24.08.2023
14.
12.09.2023
15.
15.11.2023
16.
20.01.2024
17.
08.03.2024
24. MEMBER'S MEETING
Extra-Ordinary General Meeting
12.05.2023
29.05.2023
31.05.2023
29.06.2023
06.07.2023
21.07.2023
06.10.2023
Annual General Meeting
30.09.2023
25. COMMITTEE MEETING
As on March 31, 2024, the Board had three Committees namely, Audit Committee, Nomination and Remuneration Committee and Stakeholder's Relationship Committee. The Composition of all the Committees is in line with the requirement of the Act. During the year, all the recommendations made by the Committees were approved by the Board.
I. AUDIT COMMITTEE:
The Audit Committee is having following member.
SR
NO.
NAME
DIN
POSITON IN COMMITTEE
NATURE OF DIRECTORSHIP
1
Ms. Juhi Sawajani
and
Independent
Chairman
2
Ms. Avani Shah
Member
3
Mr. Abhishek Nathani
The terms of reference of the Audit Committee are in conformity with the provisions of Section 177 and other applicable provisions of the Companies Act, 2013 and the Rules made thereunder. During the year under review, Two Audit Committee Meetings was held which was attended by all the members of Audit Committee
Meeting Of Audit Committee
II. NOMINATION AND REMUNERATION COMMITTEE
The Nomination and Remuneration Committee is having following member.
POSITON IN
NATURE OF
COMMITTEE
DIRECTORSHIP
Mr. Rahul Sharma
10215352
Non-Executive and NonIndependent Director
The terms of reference of the Nomination and Remuneration Committee are in conformity with the provisions of Section 178 of the Companies Act, 2013 and Rules made thereunder. During the year under review, two meetings of Nomination and Remuneration Committee were held. which were attended by all the members of Nomination and Remuneration Committee.
Meeting Of Nomination and Remuneration
Committee
III. STAKEHOLDER'S RELATIONSHIP COMMITTEE
The Stakeholder's Relationship Committee is having following member.
The terms of reference of the Stakeholder7 s Relationship Committee are in conformity with the provisions of the Companies Act, 2013 and Rules made thereunder. During the year under review, one meetings of Stakeholder's Relationship Committee were held which were attended by all the members of Nomination and Remuneration Committee.
Meeting Of Stakeholder's Relationship Committee
26. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS BY THE COMPANY
There were no loans, guarantees or investments made by the Company under Section 186 of the Companies Act, 2013 during the year under review and therefore no disclosure is required to be made.
27. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES
During the year, the Company has entered into any contract or arrangements with the Related Parties during the year under Section 188 read with section 2 (76) of the Companies Act, 2013.
The Company has entered into transactions with related parties referred to in sub-section (1) of section 188 of the Companies Act, 2013 and the same is detailed in the Form AOC-2 as forming part of this report.
28. MANAGERIAL REMUNERATION:
A) Details of every employee of the Company as required pursuant to 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 - Not Applicable.
B) Any director who is in receipt of any commission from the Company and who is a Managing Director or Whole-time Director of the Company shall receive any remuneration or commission from any Holding Company or Subsidiary Company of such Company subject to its disclosure by the Company in the Board's Report. - Not Applicable.
29. EXPLANATION OR COMMENTS ON QUALIFICATIONS, RESERVATIONS OR ADVERSE REMARKS OR DISCLAIMERS MADE BY THE STATUTORY AUDITORS OR SECRETARIAL AUDITOR IN THEIR REPORT
These were no qualifications, reservations or adverse remarks made by the Statutory Auditors in their report. The provisions relating to submission of Secretarial Audit Report is not applicable to the Company.
30. CORPORATE SOCIAL RESPONSIBILITY (CSR)
The Company does not meet the criteria for CSR as prescribed under section 135 and schedule VII of the Act and the rules prescribed there under. Hence, the disclosure of the details about the policy developed and implemented by The Company on CSR initiatives taken during the financial year is not applicable.
31. AUDIT COMMITTEE AND NOMINATION AND REMUNERATION COMMITTEE
The provisions of Section 177 and 178 (1) of the Companies Act, 2013 read with Rule 6 and 7 of the Companies (Meetings of the Board and its Power Rules, 2013 are applicable to the Company.
32. DIRECTORS’ RESPONSIBILITY STATEMENT
Pursuant to the provisions of clause (c) of subsection (3) of Section 134 of the Companies Act, 2013, the Board of Directors of the Company informed the members that:
(i) In the preparation of the annual accounts for the Financial Year ended March 31, 2024. the applicable accounting standards had been followed along with proper explanation relating to material departures;
(ii) The directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit and loss of the company for that period,
(iii) The directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;
(iv) The directors had prepared the annual accounts on a going concern basis; and
(v) The directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively; and
(vi) internal financial controls have been laid down to be followed by the Company and that such internal financial controls are adequate and were operating effectively]
33. INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE FINANCIAL STATEMENT:
The Company has adopted the policies and procedures for ensuring the orderly and efficient conduct of its business, including adherence to the Company's policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records and the timely preparation of reliable financial information.
The Company has in place adequate internal financial controls with reference to financial statements. The Company's internal control systems, including internal financial controls, are commensurate with the nature of its business and the size and complexity of its operations and the same are adequate and operating effectively. These systems are periodically tested and no reportable material weakness in the design or operation was observed. The Audit Committee reviews adequacy and effectiveness of the Company's internal control system including internal financial controls.
34. BOARD EVALUTION
This year too, the Board of Directors went through an elaborate process of evaluating its own effectiveness. Accordingly, formal evaluation of Board's, it's Committee and Directors performance is carried out annually. This was designed to ensure, amongst other things, that the Board, its Committees and each Director continue to contribute effectively.
As per Section 134(3)(p) of the Act, a statement indicating the manner in which formal annual evaluation was made by the Board of their performance and that of its Committees and individual Directors, has to be furnished to the Members as part of the Board's Report.
As per provisions of Section 178(2) of the Act, Nomination and Remuneration Committee shall specify the manner for effective evaluation of performance of Board, its Committees and individual Directors to be carried out. Further, the Independent Directors, as part of their mandate under Schedule IV of the Act, need to make an evaluation of performance of the Board, it's Committee and constituents of the Board apart from their self-evaluation. Under this process, a structured questionnaire was prepared after taking into consideration inputs received from the Directors, setting out parameters of evaluation; the questionnaire for evaluation is to be filled in, consolidated and discussed with the Chairman. The evaluation by the Independent Directors has been undertaken at the time of appointment. The Board of Directors undertook evaluation of Independent Directors at their meeting held on August 01st, 2023 and placed on its record that the Independent Directors have the requisite qualification, expertise and track record for performing their duties as envisaged under the Law, and they add value in the decisionmaking process of the Board.
The criteria for evaluation of performance of Directors, the Board as a whole and the Board's Committee, as specified by Nomination and Remuneration Committee was done.
35. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO
The particulars as required under the provisions of Section 134(3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014 in respect of conservation of energy and technology absorption have not been furnished considering the nature of activities undertaken by the Company during the year under review.
> ENERGY CONSERVATION
i. The steps taken or impact on conservation of energy- The operations of your Company are not energy intensive. However, adequate measures have been initiated to reduce energy consumption.
ii. The steps taken by the company for utilizing alternate sources of energy -The operations of your Company are not energy intensive.
iii. The capital investment on energy conservation equipment's- NIL
> TECHNOLOGY ABSORPTION, ADAPTATION & INNOVATION
i. The efforts made towards technology absorption -NONE.
ii. The benefits derived like product improvement, cost reduction, product development or import substitution - NOT APPLICABLE.
iii. In case of imported technology (imported during the last three years reckoned from the beginning of the financial year
a) The details of technology imported- NONE
b) The year of import- NOT APPLICABLE
c) Whether the technology been fully absorbed- NOT APPLICABLE
d) If not fully absorbed, areas where absorption has not taken place, and the reasons thereof - NOT APPLICABLE
iv. The expenditure incurred on Research and Development -NIL
> FOREIGN EXCHANGE EARNINGS AND OUTGO
In accordance with the provisions of Section 134(3)(m) of the Companies Act, 2013, read with the Rule 5 of the Companies (Accounts) Rules, 2014, the information relating to foreign exchange earnings and outgo is NIL. Hence There is no Foreign Exchange Outflow and there is no Foreign Exchange Inflow during the year under review.
36. PARTICULARS OF EMPLOYEES
During the year under review, no employee was in receipt of remuneration exceeding the limits as prescribed under provisions of Section 197 of the Companies Act, 2013 and Rule 5(2) and 5(3) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.The information pursuant to Section 197 of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 relating to median employee's remuneration is made available at the corporate office of the Company during working hours for a period of twenty-one (21) days before the date of the meeting.
37. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013
The Company has always believed in providing a safe and harassment-free workplace for every individual working in the Company. The Company has complied with the applicable provisions of the aforesaid Act, including constitution of the Internal Complaints Committee. The Company has in place an Anti-Sexual Harassment Policy in line with the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. All employees (permanent, contractual, temporary and trainees) are covered under this Policy. The Policy is gender neutral. We are pleased to inform you that no complaints pertaining to sexual harassment were received during the Financial Year 2023-24.
38. RISK MANAGEMENT
Risk Management is the process of identification, assessment and promotion of asks followed by coordinated efforts to minimize, monitor and mitigate/control the probability and/or impact of unfortunate events or to maximize the realization of opportunities. The Company ensures risks are identified by the Company and its mitigation process/measures are formulated in the areas from time to time, as may be required.
39. DETAILS OF ESTABLISHMENT OF VIGIL MECHANISM FOR DIRECTORS AND EMPLOYEES
The Company has a 'Whistle Blower Policy'/ 'Vigil Mechanism' in place. The objective of the Vigil Mechanism is to provide the employees, Directors, customers, contractors and other stakeholders of the Company an impartial and fair avenue to raise concerns and seek their redressal, in line with the Company's commitment to the highest possible standards of ethical, moral and
legal business conduct and fair dealings with all its stakeholders and constituents and its commitment to open communication channels. The Company is also committed to provide requisite safeguards for the protection of the persons who raise such concerns from reprisals or victimization, for whistle blowing in good faith. The Board of Directors affirms and confirms that no personnel have been denied access to the Audit Committee.
The Policy contains the provision for direct access to the Chairman of the Audit Committee in appropriate or exceptional cases.
40. COMPLIANCE WITH THE SECRETARIAL STANDARDS ISSUED BY THEINSTITUTE OF COMPANY SECRETARIES OF INDIA (ICSI)
The Company has complied with all the applicable and effective secretarial standards issued by the Institute of Company Secretaries of India (SS-1 & SS-2) and notified by the Central Government.
41. DETAILS IN RESPECT OF FRAUDS REPORTED BY AUDITORS UNDER SUB SECTION (12) OF SECTION 143 "OTHER THAN THOSE WHICH ARE REPORTABLE TO THE CENTRAL GOVERNMENT”
No matters of actual or alleged fraud have been reported by the auditors under sub-section (12) of Section 143 of the Companies Act, 2013.
42. STATEMENT REGARDING OPINION OF THE BOARD WITH REGARD TO INTEGRITY, EXPERTISE AND EXPERIENCE (INCLUDING THE PROFICIENCY) OF THE INDEPENDENT DIRECTORS APPOINTED DURING THE YEAR
The provisions of Section 149 pertaining to the appointment of Independent Directors are apply to the Company. During the year under review Ms. Avani
Ashwinkumar Shah and Ms. Juhi Sawajani was appointed as Independent and Non- Executive Director of the company with effect from 24th June, 2023.
The Independent Directors met on 01st August, 2023, inter-alia, to discuss the quality, quantity and timeliness of flow of information between the Company Management and the Board of Directors that is necessary for the Board of Directors to effectively and reasonably perform their duties. Both the Independent Directors were present at the Meeting.
43. DISCLOSURE, AS TO WHETHER MAINTENANCE OF COST RECORDS AS SPECIFIED BY THE CENTRAL GOVERNMENT UNDER SUBSECTION (1) OF SECTION 148 OF THE COMPANIES ACT, 2013, IS REQUIRED BY THE COMPANY AND ACCORDINGLY SUCH ACCOUNTS AND RECORDS ARE MADE AND MAINTAINED
The provisions of Section 148(1) of the Companies Act 2013 read with the Companies (Cost Records and Audit) Rules, 2014, the maintenance of cost records is not mandated for the products manufactured by the Company.
44. DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016 (31 OF 2016) DURING THE YEAR ALONG WITH THEIR STATUS AS AT THE END OF THE FINANCIAL YEAR
During the year under review, the Company has not filed any application nor as having any pending proceedings under the Insolvency and Bankruptcy Code, 2016.
45. DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE TIME OF ONE TIME SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR FINANCIAL INSTITUTIONS ALONG WITH THE REASONS THEREOF
This Clause is not applicable to the company.
46. MANAGEMENT DISCUSSION AND ANALYSIS REPORT
In terms of Regulation 34 read with Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 the Management Discussion and Analysis Report, which gives a detailed account of state of affairs of the Company's operations forms part of this Annual Report.
47. OTHER DISCLOSURES/REPORTING:
The Directors state that disclosure or reporting is required in respect of the following items as there is an events/instances/transactions occurred on these items during the year under review:
a) There is conversion of Company from Private Limited to Public Limited
b) Details relating to deposits covered under Chapter V of the Act;
c) Voting rights which are not directly exercised by the employees in respect of shares for the subscription/purchase of which loan was given by the Company (as there is no scheme pursuant to which such persons can beneficially hold shares as envisaged under section 67(3)(c) of the Act);
d) Significant or material orders were passed by the Regulators or Courts or Tribunals which impact the going concern status and Company's operations in future; and
e) Details in respect of frauds reported by the Auditors under section 143(12) other than those which are reportable to the Central Government, as there were no such frauds reported by the Auditors
48. ACKNOWLEDGEMENT
We thank our customers, vendors, investors, service providers and bankers for their support during the year, without the respective contributions of which, the Company would not have been able to reach the current position. We are humble in acknowledging the participation and involvement of each one of them, and due to the existence of several such parties, your directors do not intend making any special mention of any one or few of them, but however, expect the continued co-operation and involvement with company's activities in the future as well. We place on record our appreciation of the contribution made by our employees at all levels. Our consistent growth was made possible by their hard work, leadership, co-operation and support.
Your directors wish to thank the Government Authorities and the various Government Agencies for their support and valuable guidance provided to the Company and look forward to their continued support in the future.