Your Directors have pleasure in presenting the 44th Annual Report along with the AuditedFinancial Statements (standalone and consolidated) of Hariyana Ship- Breakers Limited for thefinancial year ended March 31, 2025.
Particular
Stand
alone
Consol
idated
For thefinancialyear ended31.03.2025
For thefinancialyear ended31.03.2024
For thefinancial yearended31.03.2025
Revenue from operations
22.45
14,863.19
Other Income
817.55
1081.96
934.78
Total Revenue
839.99
15,945.15
15,797.98
Cost of raw materials consumed
-
8,498.89
Purchase of Stock - in - trade
6,393.24
Changes in inventories offinished goods, stock - in -trade, work - in - process
0.23
-175.94
Manufacturing Expenses
35.76
105.92
Employee benefits expenses
34.80
231.29
Finance costs
278.85
248.42
Excise Duty
Depreciation and amortizationexpenses
111.08
116.53
Other expenses
140.95
131.04
82.93
131.05
Total Expenses
601.66
15,549.38
543.65
15,549.40
Share of profit/ (loss) fromassociates
-58.02
147.18
Profit / (Loss) before tax
238.33
395.77
395.76
Less: Current Tax
87.32
77.74
87.30
77.71
Less: Tax of earlier year
0.45
0.49
0.10
Less: Deferred Tax
-9.92
-4.63
Profit / (Loss) after tax
160.47
322.66
160.46
322.59
Other Comprehensive Income
11.41
-5.90
Total Comprehensive Incomefor the year
171.88
316.76
171.87
316.69
Earnings Per Share (Face Valueof Rs. 10/- each)
-Basic
-Diluted
2.60
5.23
F.Y 24-25 closed with Revenues of Rs. 839.99/- lakhs, PBT Rs. 238.33 /- lakhs and PAT of Rs160.47 /- lakhs.
F.Y 24-25 closed with Revenues of Rs. 839.99/- lakhs, PBT Rs. 238.33/- lakhs and PAT of Rs.160.46/- lakhs.
Your Company reported Revenue of Rs. 839.99/- lakhs during the year as compared to Rs.15,945.15/- lakhs of the previous year. Revenue of current year has decreased by 94.73% ascompared to previous year.
Finance cost has increased from Rs. 248.42/- lakhs in the previous year to Rs. 278.85/-lakhs.
Depreciation during the year decreased to Rs. 111.08/- lakhs from Rs. 116.53/- lakhs inprevious year.
The Group's business segments are identified based on the geographic locations of its unitsand the internal business reporting system as per Ind AS 108. Business segments of thecompany are primarily categorized as: Mumbai and Bhavnagar.
This Consolidated Segment Information includes Industrial Oxygen & Trading Segmentpertains to subsidiary of the company.
Particulars
Mumbai
Bhavnagar
IndustrialOxygen &Trading
Total
Segment Assets
15,975.34
609.16
1.04
16,585.53
Segment Liabilities
1,897.81
17.92
0.05
1,915.78
Revenue from ExternalSource (Excluding InterSegment Revenue)
878.78
22.76
Segment Results BeforeInterest and Taxes
680.70
-163.43
-0.10
517.18
In accordance with the Companies Act, 2013, read with the Companies (Accounts) Rules,2014, Listing Regulations, the Audited Consolidated Financial Statements for the financialyear ended March 31, 2025 forms integral part of this Annual Report.
Management Discussion and Analysis Report for the year under review, giving detailedanalysis of Company's operations, as stipulated under Regulation 34 of the ListingRegulations, is presented as Annexure A of this Report.
A Report on Corporate Governance, in terms of Regulation 34 read with Schedule V of theListing Regulations, along with a Certificate from Statutory Auditors of the Company,certifying compliance of conditions of Corporate Governance enumerated in the ListingRegulations, is presented as Annexure B of this Report.
The Directors have considered it financially prudent to re-invest profits into the business ofthe Company and therefore do not intend to recommend dividend for the financial yearended March 31, 2025.
During the financial year ended March 31, 2025 , there was no change in the nature ofbusiness of your Company.
Other than stated elsewhere in this Report, there are no material changes and commitmentsaffecting the financial position of the Company between the end of the current financialyear and the date of this report.
Your Directors do not propose to transfer any amount to the Reserves.
The Company's Shares are listed on BSE Limited.
The Company's Equity Shares have been admitted to the depository mechanism of theNational Securities Depository Limited (NSDL) and also the Central Depository Services(India) Limited (CDSL). As a result, the investors have an option to hold the shares of theCompany in a dematerialized form in either of the two Depositories. The Company hasbeen allotted ISIN No INE400G01011. Shareholders therefore are requested to take fullbenefit of the same and lodge their holdings with Depository Participants [DPs] with whomthey have their Demat Accounts for getting their holdings in electronic form.
The authorized share capital of the Company is Rs. 11,50,00,000/- (Rupees Eleven CroreFifty Lakhs only) divided into 1,15,00,000 (One Crore Fifteen Lakhs) equity shares of facevalue Rs. 10/- each, fully paid up.
The Paid-up Equity Share Capital, as at March 31, 2025 was Rs. 6,16,66,670/- divided into61,66,667 Equity shares, having face value of Rs. 10/- each fully paid up. During the yearunder review, the Company has neither issued any shares nor granted any stock options orsweat equity.
As on March 31, 2025 the Board comprises of 6 (six) Directors: -
Sr.
No.
Name of Director
DIN
Designation
1.
Mr. Shantisarup Reniwal
00040355
Chairman & Executive Director
2.
Mr. Rakesh Reniwal
00029332
Managing Director
3.
Mrs. Unnati Reniwal
00041306
Executive Director
4.
Mr. Yogesh Thakkar
00043588
Independent & Non-Executive Director
5.
Mr. Divyush Goenka
00459230
6.
Mr. Viral Kumar Teli
10746522
During the year under review, 11 (Eleven) Board meetings were convened and held.The details of the meetings of the Board and various Committees of your Company are setout in the Corporate Governance Report which forms part of this Annual Report. Theintervening gap between the meetings was within the period prescribed under theCompanies Act, 2013 and Regulation 17 of the Securities and Exchange Board of India(Listing Obligations and Disclosure Requirements) Regulations, 2015.
In accordance with the provisions of Section 152 of the Companies Act, 2013 and theArticles of Association of the Company, Mrs. Unnati Reniwal (DIN: 00041306), Directorretires by rotation and being eligible offers herself for re-appointment.
During the year under review, there has been following changes in the composition ofBoard of Directors of the Company.
a) Mr. Yogesh Thakkar (DIN: 00043588) was appointed as an Additional IndependentDirector by the Board of Directors with effect from April 1, 2024, subject to the approvalof the Gujarat Maritime Board. His appointment was subsequently regularized by theshareholders through a postal ballot in June 2024.
b) Cessation of Mr. Pradeep Bhatia (DIN: 02903984) & Mr. Tejasbhai Thakker (DIN:03017277) as an Independent Director of the Company w.e.f. September 30, 2024 due tocompletion of tenure.
c) Mr. Divyush Goenka (DIN: 00459230) was appointed as an Additional IndependentDirector by the Board of Directors with effect from August 29, 2024, subject to theapproval of the Gujarat Maritime Board. His appointment was subsequently regularizedby the shareholders at the Annual General Meeting held on 30th September 2024.
d) Mr. Viral Kumar Teli (DIN: 10746522) was appointed as an Additional IndependentDirector by the Board of Directors with effect from August 29, 2024, subject to theapproval of the Gujarat Maritime Board. His appointment was subsequently regularizedby the shareholders at the Annual General Meeting held on 30th September 2024.
All the Independent Directors of the Company have given their respective declarationsstating that they meet the criteria of Independence as provided in Section 149(6) of the Actand Regulation 16(1)(b) of the SEBI Listing Regulations and there has been no change in thecircumstances which may affect their status as an independent director during the year. Thenon-executive directors of the Company had no pecuniary relationship or transactions withthe Company during the year.
Further, the Independent Directors of the Company have also registered themselves in thedatabank with the Indian Institute of Corporate Affairs and confirmed compliance ofrelevant provisions of Rule 6 of the Companies (Appointments and Qualifications ofDirectors) Rules, 2014.
The Board opines that all the Independent Directors on the Board possess integrity, necessaryexpertise and experience for performing their functions diligently.
In terms of provisions of Section 203 of the Act, and the Rules made thereunder, followingare the Key Managerial Personnel (KMP) of the Company:
Name of the Person
Mr. Rakesh Shantisarup Reniwal
Mr. Sanjeev Shantisarup Reniwal
Chief Executive Officer
Mr. Kirti S Desai
Chief Financial Officer
Ms. Pooja Yadav
Company Secretary and Compliance Officer
Pursuant to Section 134(5) of the Companies Act, 2013, the Board of Directors, to the best oftheir knowledge and ability, state that:
(i) in the preparation of the annual accounts for the financial year ended March 31, 2025, theapplicable accounting standards and Schedule III of the Companies Act, 2013 have beenfollowed and there are no material departures from the same;
(ii) the Directors have selected such accounting policies and applied them consistently andmade judgments and estimates that are reasonable and prudent so as to give a true andfair view of the state of affairs of the Company as at March 31, 2025 and of the profit andloss of the Company for the financial year ended March 31, 2025;
(iii) proper and sufficient care has been taken for the maintenance of adequate accountingrecords in accordance with the provisions of the Companies Act, 2013 for safeguarding theassets of the Company and for preventing and detecting fraud and other irregularities;
(iv) the annual accounts have been prepared on a going concern basis;
(v) proper internal financial controls laid down by the Directors were followed by theCompany and that such internal financial controls are adequate and operating effectively;
(vi) proper systems to ensure compliance with the provisions of all applicable laws were inplace and that such systems are adequate and operating effectively.
The composition of the Audit Committee is in alignment with provisions of Section 177 ofthe Companies Act, 2013 read with the Rules issued thereunder and Regulation 18 of theListing Regulations. All the recommendations made by the Audit Committee were acceptedby the Board of Directors of the Company.
The details pertaining to Audit Committee and its composition are included in theCorporate Governance Report which forms part of this report.
Your Company has a duly constituted NARC, with its composition, quorum, powers, roleand scope in line with the applicable provisions of the Act and SEBI Listing Regulations.The detailed information with respect to the NARC is disclosed in the CorporateGovernance Report forming part of this Annual Report.
Your Company has a duly constituted SRC, with its composition, quorum, powers, role andscope in line with the applicable provisions of the Act and SEBI Listing Regulations. Thedetailed information with respect to the SRC is disclosed in the Corporate GovernanceReport forming part of this Annual Report.
The Board has constituted Corporate Social Responsibility Committee to comply the Section135 of the Companies Act, 2013. Composition and terms of reference of which is explainedin detail in the Corporate Governance Report forming part of this Annual Report.
The Board of Directors in consonance with the recommendation of Nomination andRemuneration Committee (NARC) has adopted a term of reference which, interalia, dealswith the criteria for identification of members of the Board of Directors andselection/appointment of the Key Managerial Personnel/Senior Management Personnel ofthe Company. The NARC recommends appointment/Re-appointment of Director based ontheir qualifications, expertise, positive attributes and independence/ professional expertisein accordance with prescribed provisions of the Companies Act, 2013 and rules framedthereunder and Listing Regulations. The NARC, in addition to ensuring diversity of raceand gender, also considers the impact the appointee would have on Board's balance ofprofessional experience, background, viewpoints, skills and areas of expertise. In terms ofSection 178 of the Act and Regulation 19 of the SEBI Listing Regulations, the Board of yourCompany had, on recommendation of the NARC, adopted a Nomination Policy, whichinter alia enumerates the Company's policy on appointment of Directors and KMP. Thepolicy is available on the website of the Company www.hariyanagroup.com.
The Company has no subsidiary, associate companies or joint venture companies within themeaning of Section 2(6) and 2(87) of the Act and thus, pursuant to the provisions of Section129(3) of the Act, the statement containing the salient features of financial statements of theCompany's subsidiaries/associate companies in Form AOC-1 is not required to be attachedto the financial statements of the Company.
The Directors state that applicable Secretarial Standards, i.e. SS-1 and SS-2, relating to'Meetings of the Board of Directors' and 'General Meetings', respectively, have been dulyfollowed by the Company.
Loans, guarantees and investments covered under Section 186 of the Companies Act, 2013read with the Companies (Meetings of Board and its Powers) Rules, 2014 as on March 31,2025, if any, form part of the Notes to the Standalone Financial Statements provided in thisAnnual Report.
Effective governance and risk management form the bedrock of a company's sustainedperformance. Risk management aims to identify and then manage threats that couldseverely impact the organization. Generally, this involves reviewing operations of theorganization, identifying potential threats to the organization and the likelihood of their
occurrence and then taking appropriate actions to address the most likely threats. Theobjectives are to optimize business performance, minimize adverse impact on the business,protect it from damages, frauds and enhance stakeholder value.
The framework revolves around rigorous implementation of standardized policies andprocesses and development of strong internal control systems. Your Company has set upinternal controls and policies related to financial reporting of transactions and efficientbusiness operations in compliance with relevant laws and regulations. Internal reportingsystems are in place for effective measurement of various business parameters related torevenue, expenses and reporting, in line with the provisions of the Act.
The Company operates in an interconnected world with stringent regulatory andenvironmental requirements, increased geopolitical risks and fast-paced technologicaldisruptions that could have a material impact across the value chain of the organisation.The Company's finished products are mainly re-rollable scrap generated from shipbreaking and the price of the same is linked to the market rate for iron and steel. Anyfluctuation in the price of the iron and steel affects the profitability of the Company. Thus,the Company is exposed to the risk from the market fluctuations of foreign exchange aswell as the fluctuation in the price of iron and steel. The Company's raw material is oldships which are purchased from the international market on credit ranging up to 180 daysto 360 days. The Company is adopting policy of full hedging or covering the foreignexchange requirement. The Company is regularly monitoring the foreign exchangemovement and suitable remedial measures are taken as and when felt necessary. Thoughthe Company is employing such measures, the Company is still exposed to the risk of anyheavy foreign exchange fluctuation.
In addition to the above, the Company is also exposed to the risk of fluctuation in the realestate and construction and redeveloping market as the Company has invested some of itssurplus funds in partnership firm engaged in such business. The Company, through its riskmanagement process, aims to contain the risks within its risk appetite. There are no riskswhich in the opinion of the Board threaten the existence of the Company.
Internal financial control systems of the Company are commensurate with its size andnature of its operations. These have been designed to provide reasonable assurance withregard to the orderly and efficient conduct of its business including adherence to theCompany's policies, safeguarding of its assets, prevention and detection of frauds anderrors, accuracy and completeness of the accounting records and the timely preparation ofreliable financial information and disclosures.
Systems and procedures are periodically reviewed and these are routinely tested byStatutory as well as Internal Auditors and cover all functions and business areas. The AuditCommittee reviews adequacy and effectiveness of the Company's internal controlenvironment and monitors the implementation of audit recommendations, including thoserelating to strengthening of the Company's risk management policies and systems.
During the year under review, no material or serious observation has been received fromthe Statutory Auditors and the Internal Auditors of the Company on the inefficiency or
inadequacy of such controls.
As per the provisions of Section 188(1) of the Act read with Companies (Meetings of Boardand its Powers) Rules, 2014 and Regulation 23 of the Securities and Exchange Board of India(Listing Obligations and Disclosure Requirements) Regulations, 2015, allcontracts/arrangements/transactions entered by the Company with Related Parties were inordinary course of business and at arm's length basis.
All Related Party Transactions entered into during the year under review were approvedby the Audit Committee and the Board, from time to time and the same are disclosed in theFinancial Statements of your Company for the year under review.
Further, pursuant to the provisions of the Act and the SEBI Regulations, the Board has, onrecommendation of its Audit Committee, adopted a Policy on Related Party Transactionsand the said policy is available on the website of the Company i.e.www.hariyanagroup.com.
Further during the year, the Company had not entered into any contract / arrangement /transaction with related parties which could be considered material in accordance with thepolicy of the Company on materiality of related party transactions. There were nomaterially significant related party transactions which could have potential conflict withinterest of the Company at large.
Accordingly, Form AOC-2 prescribed under the provisions of Section 134(3)(h) of the Actand Rule 8 of the Companies (Accounts) Rules, 2014 for disclosure of details of RelatedParty Transactions which are "not at arm's length basis" and also which are "material andat arm's length basis", is not applicable to the company.
In terms of the provisions of the Act, the Securities and Exchange Board of India (ListingObligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations")and Nomination Policy of the Company, NARC and the Board have approved aframework, which lays down a structured approach, guidelines and processes to beadopted for carrying out an evaluation of the performance of the Board, its Committees andindividual Directors.
During the year under review, the Board carried out the evaluation of its own performanceand that of its Committees and the individual Directors.
The evaluation process focused on various aspects of the functioning of the Board and itsCommittees, such as composition of the Board and Committees, attendance of Directors atBoard and committee meetings, acquaintance with business, communicating inter se boardmembers, effective participation, domain knowledge, compliance with code of conduct,vision and strategy, experience and competencies, performance of specific duties andobligations, governance issues etc. The Board also carried out the evaluation of theperformance of individual directors based on criteria such as contribution of the director atthe meetings, strategic perspective or inputs regarding the growth and performance of theCompany etc.
The Board carried out an annual performance evaluation of the Board, Committees,Individual Directors and the Chairman along with assessing the quality, quantity andtimeliness of flow of information between the Company Management and the Board that isnecessary for the Board to effectively and reasonably perform their duties. The performanceevaluation of the Board is carried out taking into account the various parameters likecomposition of Board, process of appointment to the Board, common understandingamongst Directors of their role and responsibilities, timelines and content of Board papers,strategic directions, advice and decision making, etc. The Board also notes the actionsundertaken, pursuant to the outcome of previous evaluation exercises.
The performance evaluation of the Independent Directors was carried out by the entireBoard excluding the independent director being evaluated.
The Chairman of the respective Committees shared the report on evaluation with therespective Committee members. The performance of each Committee was evaluated by theBoard, based on report on evaluation received from respective Committees.
The report on performance evaluation of the Individual Directors was reviewed by theChairman of the Board and feedback was given to Directors.
The Committee's self-assessment is carried out based on degree of fulfilment of keyresponsibilities, adequacy of Committee composition, effectiveness of meetings, Committeedynamics and quality of relationship of the Committee with the Board and theManagement.
The Independent Director(s) also evaluated the performance of Non-Independent Directors,the Chairman of the Board and the Board as a whole at the meeting of IndependentDirector(s) held on February 13, 2025. The outcome and feedback from Directors werediscussed at the respective meetings of Board, Committees of Board and meetings ofIndependent Directors.
The overall performance evaluation exercise was completed to the satisfaction of the Board.The Board of Directors deliberated on the outcome and necessary steps will be taken goingforward. The details of the evaluation process are set out in the Corporate GovernanceReport which forms a part of this Annual Report.
In terms of Section 92(3) of the Act, the annual return of the Company for the financial yearended March 31, 2025 shall be available on the Company's website
www.hariyanagroup.com
M/s. LLB & Co, Chartered Accountants, Mumbai (ICAI Firm Registration No. 117758W)were appointed as Joint Statutory auditors at the 43rd Annual General Meeting held onSeptember 30, 2024 to hold office for a term of 5 consecutive years i.e. to hold office fromthe conclusion of 43rd Annual General Meeting until the conclusion of 48th Annual GeneralMeeting of the Company.
M/s. S. N. Shah & Associates, Chartered Accountants, Ahmedabad, having ICAI FirmRegistration No. 109782W, were appointed as one of the Joint Auditors of the Company, atthe 41st Annual General Meeting held on September 30, 2022, for a first term of 5 (five)consecutive years i.e. to hold office from the conclusion of 41st Annual General Meetinguntil the conclusion of 46th Annual General Meeting of the Company to be held in thefinancial year 2027.
Further, both the aforesaid Statutory Auditors have confirmed that they are notdisqualified to act as Auditors and are eligible to hold office as Auditors of your Company.
There are no observations in the Auditors report for the financial year ended March 31, 2025therefore, do not call for any further explanation or comments from the Board underSection 134(3) of the Companies Act, 2013.
During the year under review, there were no instances of material or serious fraud fallingunder Rule 13(1) of the Companies (Audit and Auditors) Rules, 2014, by officers oremployees reported by the Statutory Auditors of the Company during the course of theaudit.
Pursuant to Section 204 of the Act, M/s. Dilip Bharadiya & Associates, Practising CompanySecretary, was appointed to conduct the Secretarial Audit of the Company for the financialyear ended March 31, 2025. The Report of the Secretarial Auditor is annexed as Annexure Cto this Report. The Secretarial Audit Report does not contain any qualification, reservationor adverse remark.
Further, the Board of the Company at its meeting held on May 30, 2025 has re-appointedM/s. Dilip Bharadiya & Associates, Practicing Company Secretaries, to undertake theSecretarial Audit of the Company five consecutive financial years i.e. from F.Y. 2025-2026 toF.Y. 2029-2030.
Pursuant to provisions of Section 138 of the Companies Act, 2013 the Board onrecommendation of the Audit Committee has appointed Mr. Amol Shah, as InternalAuditor of the Company.
As per the requirement of the Central Government and pursuant to Section 148 of theCompanies Act, 2013 read with the Companies (Cost Records and Audit) Rules, 2014 asamended from time to time, your company is required to carry out audit of the cost records.
The Board of Directors, on the recommendation of the Audit Committee, has appointedM/s. Kewlani & Associates, Cost Accountants (Firm Registration No. 003362) as the CostAuditors to conduct the audit of the cost records of the Company for the Financial Year2025-26 at a remuneration of Rs. 40,000/- plus taxes as may be applicable and out of pocketexpenses. As required under the provisions of the Companies Act, 2013, a resolutionseeking member's approval for remuneration payable to the Cost Auditor forms part of theNotice convening the Annual General Meeting.
The Company has not accepted any deposits from the public falling under Section 73 of theAct read with the Companies (Acceptance of Deposits) Rules, 2014. Thus, as on March 31,2025, there were no deposits which were unpaid or unclaimed and due for repayment,hence, there has been no default in repayment of deposits or payment of interest thereon.
No significant or material orders were passed by the Regulators or Courts or Tribunals whichimpact the going concern status operations of the Company in future.
Disclosures pertaining to remuneration and other details as required under Section 197(12) ofthe Act read with Rule 5(1) of the Companies (Appointment and Remuneration of ManagerialPersonnel) Rules, 2014 are provided as Annexure D to this Report.
The particulars of conservation of energy, technology absorption and foreign exchangeearnings and outgo as prescribed under Section 134(3)(m) of the Act read with Rule 8 of TheCompanies (Accounts) Rules, 2014, are given as Annexure E to this Report.
The Board has constituted Sustainability and Corporate Social Responsibility Committee('CSR Committee') which comprises Mr. Rakesh Reniwal, Chairman, Mr. Viral Kumar Teliand Mr. Divyush Goenka as Members. The Board has also approved a CSR policy onrecommendations of CSR Committee, which is available on the website of the Company atwww.hariyanagroup.com
During the Financial Year, the provisions of the Section 135 of the Companies Act 2013,were not applicable to the Company.
The Vigil Mechanism/Whistle blower Policy has been approved and adopted by Board ofDirectors of the Company in compliance with the provisions of Section 177 (10) of theCompanies Act, 2013 and Regulation 22 of the Listing Regulations which provides a formalmechanism to the employees, business associates and stakeholders of the Company to,inter-alia, report any instances of financial irregularities, breach of code of conduct, abuse ofauthority, disclosure of financial/ price sensitive information, unethical / unfair actionsconcerning Company vendors/ suppliers, malafide manipulation of companydata/records, actual or suspected fraud or discrimination to the Company's Code ofConduct in an anonymous manner.
The policy of vigil mechanism is available on the Company's website i.e.www.hariyanagroup.com
The Company conducts Familiarization Programme for the Independent Directors to enablethem to be familiarized with the Company, its management and its operations to gain aclear understanding of their roles, rights and responsibilities for enabling their contributionto the Company. They are provided a platform to interact with multiple levels ofmanagement and are provided with all the documents required and/or sought by them tohave a good understanding of Company's operations, businesses and the industry as awhole.
Further, when a new Director is inducted on the Board, they are provided with necessarydocuments/ brochures, reports, internal policies, strategy and such other operationalinformation to enable them to familiarize with the Company's procedures and practices.Site visits to various plant locations are organized for the Independent Directors to enablethem to understand and acquaint with the operations of the Company.
Periodic presentations are made at the Board and Committee meetings on business andperformance updates of the Company, global business environment, business strategy andrisks involved. Detailed presentations on the Company's business segments are made at theseparate meetings of the Independent Directors from time to time.
The details of such familiarization programmes for Independent Directors are put up on theCompany's website and can be accessed at www.hariyanagroup.com.
Your Company is committed towards providing a work environment that is professionaland mature, free from animosity and one that reinforces our value of 'integrity' thatincludes respect for the individual. The Company is committed to providing a safe andconducive work environment to all of its employees and associates.
In line with the provisions of the Sexual Harassment of Women at Workplace (Prevention,Prohibition and Redressal) Act, 2013, your Company has adopted a Policy on Prevention ofSexual Harassment at Workplace. This policy is applicable to all employees, irrespective oftheir level and it also includes 'Third Party Harassment' cases i.e. where sexual harassmentis committed by any person who is not an employee of the Company. The said policy isavailable on the website of the Company i.e. www.hariyanagroup.com. InternalComplaints Committees have also been set up to redress complaints received regarding
sexual harassment.
The Company has not received any complaint of sexual harassment during the financialyear 2024-25.
Pursuant to the provisions of Section 124 of the Act, relevant amounts which remainedunpaid or unclaimed for a period of seven years have been transferred by the Company tothe Investor Education and Protection Fund established by Central Government. Details ofunpaid and unclaimed amounts have been uploaded on the Company's website.
There were no such funds which were required to be transferred to Investor Education andProtection Fund (IEPF) during the financial year ended March 31, 2025.
In terms of Section 124(6) of the Act, read with IEPF Authority (Accounting, Audit, Transferand Refund) Rules, 2016, the Company has transferred the equity shares in respect of whichdividends have remained unclaimed for a period of seven consecutive years to the IEPFAccount established by the Central Government. Details of shares transferred have beenuploaded on the website of the Company.
In terms of the applicable provisions of the Act and SEBI Listing Regulations, yourCompany additionally discloses that, during the year under review:
• There is no plan to revise the Financial Statements or Directors' Report in respect of anyprevious financial year.
• The Company has not filed any application for Corporate Insolvency Resolution Processunder the Insolvency and Bankruptcy Code, 2016 (31 of 2016), as amended from time totime.
• The Company has not availed one time settlement with respect to any loans from banksor financial institutions.
The Board of Directors would like to express their sincere gratitude for the assistance andco-operation received from the financial institutions, banks, Government authorities,customers, vendors and members during the year under review. The Board of Directorsalso wish to place on record its deep sense of appreciation for the committed services by theCompany's executives, staff and workers at all levels. Our consistent growth was madepossible by their hard work, solidarity, co-operation and support.
On behalf of the Board of DirectorsFor Hariyana Ship- Breakers Limited
Managing Director Director
(DIN: 00029332) ( D IN : 00041306)
Date: May 30, 2025Place: Mumbai