To
The Members,
Advance Syntex Limited
The Board of Director's is pleased to present the 32nd Annual Report of your company
along with the Company's Audited Financial Statements for the financial year ended March
31, 2023.
1. FINANCIAL RESULTS:
(Amt. In Rs.)
Particulars |
For Year ended March 31, 2023 |
For Year ended March 31, 2022 |
Revenue from Operations |
19,15,07,773 |
29,11,84,404 |
Other Income |
1,50,247 |
6,02,175 |
Total Revenue |
191,658,020 |
291,786,579 |
Gross Profit before Finance Cost, Depreciation and Tax |
3,46,77,525 |
1,61,05,456 |
Less: Finance Cost |
34,60,681 |
2,78,40,736 |
Less: Depreciation |
82,24,094 |
97,16,105 |
Profit before Prior Period Items and Tax |
(4,07,75,423) |
(33780382) |
Exceptional Items (Expense) |
(177,82,672) |
- |
Prior Period Items (Expense) |
11,96,394 |
- |
Misc. Exp. Written Off |
- |
(1,84,53,024) |
Profit before Tax |
(2,29,92,750) |
(5,22,33,406) |
Tax Expense: |
|
|
(a) Current tax |
- |
- |
(b) Deferred Tax |
(70,12,527) |
(10,57,52,52) |
Profit for the Year |
(17,176,617) |
(4,16,58,154) |
2. COMPANY'S PERFORMANCE:
The Company has been engaged in manufacturing sector from past 46 years. The Company is
engaged in manufacturing of Glitter powder, Metallizing of Films, Coating of Films
(Lacquer Coated Polyester Films (LMPF), Glitter Glue and Epoxy resins and other products.
Presently, your Company has started manufacturing Biodegradable Glitter Powder and is the
first one in the Indian market who started manufacturing of thesame.
Performance Highlight of the company during the financial year 2022-23:
Total revenue decreased to Rs. 19,15,07,773/- against Rs. 29,11,84,404 /- in the
previous year.
Profit before tax reached to Rs. (2,29,92,750)/- as against Rs.(5,22,33,406)/-
of the previous year.
No Material changes and commitments have occurred after the close of the financial year
till the date of this report, which affects the financial position of the Company.
ACHIEVEMENTS FOR THE YEAR 2022-2023
The Company has been successfully established separate unit for the packing and
dispatching of export order for completing the month targeted supplies. The company has
also designed a special container stackable for exports to USE and other countries.
The Company has tied up supplies of container packed glitters with a company.
The Company has successfully developed Bio degradable glitter and sent to customers for
trials and testing and further business.
The Company has also developed shaped glitters which are receiving a welcome from craft
industries slowly.
FUTURE PROSPECT:
In coming year we envisage to add sales with the following new products along with
current products of sales increase:
i. Angelina Fibers
ii. Glitter Glue
iii. Shaped Glitters
iv. In house production of container and save costs and bring down inventory days.
v. Mass production of Glitter papers with machine.
vi. Exploring American Markets for supply of Glitter and Films in a large way.
Currently we are supplying Glitter in retail (small) packaging to one of the largest
American chain Store. In the current Fiscal Company is adding another large chain stores
hence increasing the customer base and adding more revenue.
3. DIVIDEND:
The Company does not propose any Dividend for Financial Year 2022-2023.
4. TRANSFER TO RESERVES:
The Company does not propose to transfer any sum to the General Reserve of the Company.
5. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND:
No amount has become due for transfer of Unclaimed Dividend to Investor Education and
Protection Fund, in terms of the provisions of Section 125 of the Companies Act, 2013.
6. CHANGE IN THE NATURE OF BUSINESS:
During the year under review, there was no change in the nature of the business of the
Company.
7. BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL:
APPOINTMENT:.
(a) Ms. Jyoti Agarwal has been appointed as the Company Secretary and Compliance
Officer of the Company with effect from 01st June, 2022.
(b) RETIRE BY ROTATION:
In accordance with the provisions of Section 152 of the Companies Act, 2013 and the
Company's Articles of Association, Mr. Praful Ramanlal Pandya (DIN 03381212) Director of
the Company is liable to retire by rotation at the ensuing Annual General Meeting and,
being eligible offers him for reappointment. Your Board has recommended to re-appoint him
as a Director of the Company.
8. PUBLIC DEPOSITS:
The Company has not accepted any deposits from public and as such, no amount on account
of principal or interest on deposits from public, was outstanding as on the date of the
balance sheet.
9. SUBSIDIARY COMPANIES:
During the year under review, the Company does not have any subsidiary company.
10. COMPLIANCE WITH ALL THE APPLICABLE SECRETARIAL STANDARDS
During the year, the Company has complied with all the applicable Secretarial
Standards.
11. ADEQUACY OF INTERNAL FINANCIAL CONTROLS:
Refer Sub-Clause (e) of Clause 23 "Management Discussion and Analysis"
12. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:
During the year under review, your Company has not directly or indirectly -
a) given any loan to any person or other body corporate other than usual advances
envisaged in a contract of supply of materials, if any;
b) given any guarantee or provided security in connection with a loan to any other body
corporate or person; and
c) Acquired by way of subscription, purchase or otherwise, the securities of any other
body corporate.
13. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES:
All related party transactions that were entered during the financial year were on
arm's length basis and in the ordinary course of Company's business. The Company has not
entered into any contract, arrangement or transaction with any related party which could
be considered as material as defined under SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015.
Related party transactions under Accounting Standard - AS 18 are disclosed in the notes
to the financial statements. Prescribed Form No. AOC-2 pursuant to clause (h) of
sub-section (3) of Section 134 of the Act and Rule 8(2) of the Companies (Accounts) Rules,
2014 is furnished as Annexure - B to this report.
Pursuant to Regulation 23(9) of the SEBI (LODR) Regulations, 2015, the disclosure of
Related Party Transactions, in the format specified in the accounting standards for the
half year ended March 31, 2023 has been uploaded on the Exchange and the website of the
company. During the Financial year under review, the Policy for related party transactions
has not been changed and hosted on the website of the Company as per the requirement of
the law. The web-link for the same is
http://midasglitter.com/wp-content/uploads/2016/02/Policv-on-related-partv-transactions.doc.pdf.
The related party transactions, wherever necessary are carried out by company as per this
policy. The policy has not been changed.
14. SHARE CAPITAL:
The paid up equity share capital of the company as on March 31, 2023 was Rs.
11,09,71,090. During the year under review, No changes occurred in the Share capital.
The company has not issued shares with differential voting rights nor granted stock
options nor sweat equity during the year.
15. DIRECTORS' RESPONSIBILITY STATEMENT:
Pursuant to section 134(5) of the Companies Act, 2013, the board of directors, to the
best of their knowledge and ability, confirm that:
a. In the preparation of annual accounts for the year ended 31st March, 2023, the
applicable accounting standards read with requirements set out under Schedule III to the
Act, have been followed and there are no material departures from the same;
b. 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 March 31, 2023 and of the profit of
the Company for the year under review;
c. The Directors had taken proper and sufficient care for the maintenance of adequate
accounting records in accordance with the provisions of the Companies Act, 2013 for
safeguarding the assets of the Company and for preventing and detecting fraud and other
irregularities;
d. The Directors had prepared the annual accounts on a 'going concern' basis ;
e. The Directors had laid down internal financial controls to be followed by the
Company and that such internal financial controls are adequate and are operating
effectively; and
f. The Directors had devised proper systems to ensure compliance with the provisions of
all applicable laws and that such systems are adequate and operating effectively.
16. DECLARATION BY INDEPENDENT DIRECTORS:
The Company has received necessary declarations from all Independent Directors of the
Company confirming that they meet the criteria of being Independence laid down in Section
149(6) of the Companies Act. Also, the Independent Directors have complied with the Code
of Independent Directors prescribed in Schedule IV of the Act. There has been no change in
the circumstances which may affect their status as Independent Director during the year.
17. POLICY ON DIRECTORS' APPOINTMENT AND REMUNERATION AND OTHER DETAILS:
The Nomination and Remuneration Committee has laid down the criteria for director's
appointment and remuneration including criteria for determining qualification, positive
attributes and independence of a Director. The following attributes/criteria for selection
have been laid by the Board on the recommendation of the Committee:
the candidate should possess the positive attributes such as leadership,
entrepreneurship, business advisor or such other attributes which in the opinion of the
Committee are in the interest of the Company;
the candidate should be free from any disqualification as provided under
Sections 164 and 167 of the Companies Act, 2013;
the candidate should meet the conditions of being independent as stipulated
under the Companies Act, 2013 and in SEBI (Listing Obligation and Disclosure Requirement)
regulation, 2015, in case of appointment as an independent director; and
The candidate should possess appropriate educational qualification, skills,
experience and knowledge in one or more fields of finance, law, management, sales,
marketing, administration, corporate governance.
Pursuant to Section 134(3)(e) read with Section 178(3)& (4) of the Companies Act,
2013, the policy on appointment of Board members including criteria for determining
qualifications, positive attributes, independence of a Director and the policy on
remuneration of Directors, KMP and other employees is hosted on the website of the Company
i.e. www.midasglitter.com. There has been no change in the policy since last financial
year.
18. BOARD EVALUATION:
The Board of Directors has carried out an annual evaluation of its own performance,
Board committees and Individual Directors pursuant to the provisions of the Act.
The performance of the Board was evaluated by the Board after seeking inputs from all
the Directors on the basis of the criteria such as the Board composition and structure,
effectiveness of Board processes, information and functioning, etc. The performance of the
Committees was evaluated by the Board after seeking inputs from the Committee members on
the basis of the criteria such as the composition of Committees, attendance, prior study
of materials given, participation at the meetings, level and effectiveness of Committee
meetings, etc.
19. ANNUAL RETURN:
Pursuant to Section 134(3)(a) and Section 92(3) of the Companies Act, 2013 read with
Rule 12(1) of the Companies (Management and Administration) Rules, 2014, an extract of the
Annual Return as on 31st March, 2023 in Form No. MGT-9 is attached as Annexure 1. The
annual return as on 31st March 2023 is alos available on the website of the Company at
www.midasglitter.com .
20. MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL POSITION OF THE
COMPANY WHICH HAS OCCURRED BETWEEN THE END OF FINANCIAL YEAR OF THE COMPANY TO WHICH THE
FINANCIAL STATEMENT RELATE AND THE DATE OF THE REPORT:
There were no material changes and commitments that have affected the financial
position of the Company which have occurred between the financial year ended on March 31,
2023 and the report dated 28th August, 2023.
21. BUSINESS RESPONSIBILITY REPORT:
The Business Responsibility Report under regulation 34 of SEBI (Listing Obligation and
Disclosure Requirement) Regulations, 2015 is not applicable to Company for the year under
review ended 31st March, 2023. Therefore, there is no requirement to submit a separate
report by the company.
22. CORPORATE SOCIAL RESPONSIBILITY (CSR):
The provision relating to Corporate Social Responsibility as provided under Section 135
of the Companies Act, 2013 is not applicable to the Company.
23. MANAGEMENT DISCUSSION AND ANALYSIS:
In terms of the provisions of Regulation 34 of the SEBI (Listing Obligations and
Disclosures Requirements) Regulation 2015, the Management Discussion and Analysis has been
given hereunder.
OUR COMPETITIVE STRENGTHS
We believe that the following are our primary competitive strength:
(i) Facility for In-house production of raw materials required in manufacturing of
Lacquered (Coated) Metalized Polyester Film (LMPF):
Your Company has in-house facility for production of raw materials required to
manufacture Lacquered (Coated) Metalized Polyester Film (LMPF). The major raw materials
required to produce LMPF are Metalized Polyester Film and resins, which are produced in
house by us. This enables us to maintain high quality production standards and also helps
us in minimizing production time and bringing cost effectiveness.
(ii) Quality Products:
The Company believes in providing our customers the best possible quality products. The
scale of operations and experience of our Promoter in the business enables our Company to
produce quality products. The Company believes that quality products enable it to compete
with the other players in the market. The Company also believes that the investment in
technology shall allow it to provide quality products to its customers and differentiate
it from other competitors. Since, our Company is dedicated towards quality products,
processes and inputs; Company gets repetitive orders from our clients, as we are capable
of meeting their quality standards.
(iii) Management Expertise:
Mr. Bhavan Dhirendra Vora - Managing Director, is engaged in manufacturing business,
and has a proven background and rich experience of more than 23 years in our industry.
Also, our Company is managed by a team of experienced personnel. The team comprises of
personnel having operational and business development experience. We believe that our
management team's experience and their understanding of our industry will enable us to
continue to take advantage of both current and future market opportunities. It is also
expected to help us in addressing and mitigating various risks inherent in our business,
including significant competition, the global economic crisis.
(iv) Existing customer relationship:
We believe that we constantly try to address customer needs around a variety of
products. Our existing customer relationships help us to get repeat business from our
customers. This has helped us maintain a long term working relationship with our customers
and improve our customer retention strategy. We have existing customer relationship with
companies for a long time which gets us repeat orders. We believe that our existing
relationship with our customers represents a competitive advantage in gaining new
customers and increasing our business.
(v) Existing relationship with suppliers:
We have acquired raw materials from several suppliers and have contacts with them for a
long time. We believe that our strong relationships with suppliers will enable us to
continue to grow our business. Due to our long time relationships with our suppliers, we
get quality and timely supplies of raw materials. This enables us to manage our
inventories and supply quality products on timely basis to our customers. This in turn has
enabled us to generate repeat business.
a. OUR BUSINESS STRATEGY:
We intend to pursue the following principal strategies to leverage our competitive
strengths and grow our business:
(i) Increasing Operational efficiency
Our Company intends to improve operating efficiencies to achieve cost reductions so to
have a competitive edge over the competitors. We believe that this can be done through
continuous process improvement, customer service and technology development.
(ii) Maintain and expand long-term relationships with clients.
Our Company believes that business is a by-product of relationship. The business model
is based on client relationships that are established over period of time. Our Company
believes that a long-term client relationship with large clients fetches better dividends.
Long-term relations are built on trust and continuous maintaining of the requirements of
the customers. It forms basis of further expansion for our Company, as we are able to
monitor a potential product/ market closely.
(iii) Leveraging of our marketing skills and relationships
This is a continuous process in our organization and the skills we impart in our people
gives importance to clients. We aim to do this by leveraging our marketing skills &
relationships and further enhancing customer satisfaction. We plan to increase our
customers by meeting orders in hand on time, maintaining our client relationship and
renewing our relationship with existing buyers.
(iv) Continue to build-up a professional organization
We have a team of professionals to look after production, commercial and marketing
divisions of our Company. We believe in transparency, flow of information, and commitment
to the work among our work force and with our valuable customers, suppliers, investors,
government authorities, banks, financial institutions etc. Over a period of time, we have
been able to build-up an image that can be matched with our competitors. We will
consistently put efforts among its group of experienced employees to transform them into
an outstanding team of empowered professionals which helps in further accelerating the
wheels of development of the Organization.
(v) Optimal Utilization of Resources
Our Company constantly endeavors to improve our service process, and will increase
manufacturing process to optimize the utilization of resources. We have invested
significant resources, and intend to further invest in our activities to develop
customized systems and processes to ensure effective management control. We regularly
analyze our existing policies to be carried out for operations of our Company which
enables us to identify the areas of bottlenecks and correct the same. This helps us in
improving efficiency and putting resources to optimal use.
(vi) Sales and Marketing:
The efficiency of the marketing and sales network is important success factor of our
Company. Our success lies in the strength of our relationship with our customers who have
been associated with our Company for a long period. Our marketing team along with our
promoter through their experience and good rapport with customers owing to timely and
quality delivery of service plays an instrumental role in creating and expanding the sales
network of our Company. In order to maintain good relation with our customers, our
promoter and our marketing team regularly interacts with them and focuses on gaining an
insight into the additional needs of our customers. Our prime consideration for customer
selection is timely payments and consistency in purchases. Due to our presence across
multiple segments, we have been able to maintain sufficient volumes and margins in our
business. The Company's marketing strategy is poised towards maintaining a mutually
fruitful relationship with its customers by continuous servicing and product refinement.
Further, we intend to focus on increasing our Geographical reach by entering new markets
and appointment of dealers and agents in developing markets.
b. Competition:
Our Industry is fragmented consisting of large established players and small niche
players. We face substantial competition for our products from other manufacturers in
domestic market. Our competition varies for our products and regions. We compete with
other manufacturers on the basis of product range, product quality, product designing and
product price including factors, based on reputation, regional needs, and customer
convenience. While these factors are key parameters in client's decisions matrix in
purchasing goods; product designing, product range, product quality and product price is
often the deciding factor in most of the dealings.
c. Opportunities and Threats:
Your Company operates in such an area where a large market exists but with huge
competition. Your Company's products are well-received in the market. However, the Company
has been through different marketing initiatives carving its way with moderate success.
d. Risks and concerns:
Macro economic risks: Risks emanating from changes in the global markets such as
the recent financial meltdown, regulatory or political changes, and alterations in the
competitive landscape could affect the Company's operations and outlook. Any adverse
movements in economic cycles in the Company's target markets could have a negative impact
on the Company's performance. This risk is mitigated to some extent due to the Company's
presence in multiple, diverse markets.
Risk related of Raw Materials: Risks associated with key procurement relationships
include:
a. The availability of raw materials, more particularly LMPF are Polyester Film
Aluminum Wire, Chemicals and resins.
b. The price of raw materials may be subject to material changes in worldwide pricing
levels;
c. Input costs such as freight and electricity may be inconsistent or prices may
increase; and
d. Key supplier relationships may be lost or impaired, contracts renewed on less
favorable terms or key suppliers may cease or reduce their operations.
e. Changes in technology;
f. Changes in political and social conditions in India or in countries that we may
enter, the monetary and interest rate policies of India and other countries, inflation,
deflation, unanticipated turbulence in interest rates, equity prices or other rates or
prices;
g. Loss of one or more significant customers
h. Exchange rate fluctuations;
However, the Company plans well in advance to procure the raw materials and purchases
its Raw Materials from the domestic reputed supplier located in different parts of the
country to mitigate risk relating to availability of raw materials.
e. Internal Control System and their Adequacy:
The Company has adequate internal control systems including suitable monitoring
procedures commensurate with its size and the nature of the business. The internal control
systems provide for all documented policies, guidelines, authorization and approval
procedures. The Company has appointed internal auditor who carries out audits throughout
the year. The statutory auditors while conducting the statutory audit, review and evaluate
the internal controls and their observations are discussed with the Audit committee of the
Board.
The Company's internal control systems are supplemented by an Internal Audit Program
and periodic reviews by the Management. The Company has Independent Audit Firm as its
Internal Auditors and the Management reviews its findings and recommendations at periodic
intervals. The Company's internal control system is adequate considering the nature, size
and complexity of its business.
f. Human Resources/Industrial Relations:
Employees are our greatest strength and the foundation of our Company. They play a
pivotal role in offering better product quality, design and services to our customer. We
ensure that employees gain ample opportunities for personal and professional growth. High
quality recruitment supports the talent management practices of the Company. To augment
the journey of internationalization of the Company and create a multicultural work force,
strengthening leadership cadre with appropriate domain competencies has been done. The
Company continues to foster a high performance culture by recognizing good performers and
providing them with career enhancing opportunities. Several HR initiatives have been taken
for the strategic alignment of the HR function with the business objectives. These
initiatives encompass employee engagement, learning & development besides improved
internal communication mechanism with employees.
g. Cautionary Statement:
Statements in the Management Discussion and Analysis describing the Company's
objectives, projections, estimates, expectations may be 'forward looking statements'
within the meaning of applicable securities laws and regulations. Actual results could
differ materially from those expressed or implied. Important factors that could make a
difference to the Company's operations include financial position of the company, economic
conditions affecting demand / supply, price conditions in the domestic and overseas market
in which the company operates, changes in the government regulations, tax laws and other
statutes.
h. OUTLOOK:
The demand for Zari and polyester film industry is expected to improve on account of
government focus on "Make in India" concept and export promotion schemes which
will positively steer the overall market as compared to last couple of years and a
forecasted growth in the long-term.
i. FINANCIAL PERFORMANCE:
Particulars |
2022-2023 (Rs.) |
2021-2022 (Rs.) |
Total Income |
19,15,07,773 |
29,11,84,404 |
Total Expenses |
23,24,33,443 |
32,55,66,961 |
Profit before tax |
(2,29,92,750) |
(5,22,33,406) |
Tax Expenses |
58,16,133 |
1,05,75,252 |
Profit After Tax |
(1,71,76,617) |
(4,16,58,154) |
Total revenue of the company has been increased as compared to previous financial year
which results in increment of the profitability of your Company due to continuous
enhancement in demand of the products and diversification of business.
24. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO:
Conservation of Energy: The Company ensures that the operations are conducted in
the manner whereby optimum utilization and maximum possible savings of energy is achieved.
The Company has not made any capital investment for conservation of energy.
Technology absorption: Your Company has not taken new technology for absorption and
hence it has neither imported any technology nor made any expenditure on research and
developments. The Company does not carry out any research and development activities.
Foreign Exchange Earnings and Outgo:
Foreign Exchange earnings and outgo (Amt. in Rs.): |
2022-2023 |
2021-2022 |
Foreign Exchange earnings |
- |
130914053.5 |
Foreign Exchange outgo |
- |
5237540.46 |
25. CORPORATE GOVERNANCE:
The Equity share of the Company was listed on the main platform of BSE w.e.f. July 01,
2019. Thus in terms of Regulation 15(2) (b) of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015, the corporate governance provisions are
applicable to the Company for Financial year 2022-2023. The Company has furnished the same
as an Annexure-D.
26. SAFETY, ENVIRONMENT AND HEALTH:
The Company's commitment to excellence in Health and Safety is embedded in the
Company's core values. The Company has a stringent policy which drives all employees to
continuously break new ground in safety management for the benefit of people, property,
environment and the communities where we operate on sites.
The Company respects human rights, values its employees and their communities. The
Company considers safety, environment and health as the management responsibility. Regular
employee training programmes are in place throughout the Company on Safety, Environment
and Health and has well identified and widely covered safety management system in place
for ensuring , not only the safety of employees but surrounding population of the project
sites as well.
27. POLICY ON PREVENTION, PROHIBITION AND REDRESSAL OF SEXUAL HARASSMENT AT WORKPLACE:
The Company has zero tolerance for sexual harassment at the workplace and has adopted a
Policy on Prevention, Prohibition and Redressal of Sexual Harassment at the Workplace, in
line with the provisions of the Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013 and the Rules there under. The Policy aims to provide
protection to employees at the workplace and prevent and redress complaints of sexual
harassment and for matters connected or incidental thereto, with the objective of
providing a safe working environment, where employees feel secure. The Company has
constituted an Internal Committee headed by the Woman Director with other women employees,
is also set up to redress complaints received which are monitored by women supervisors who
are fully aware of the Policy and redressal mechanism. All employees of the Company, those
of contractors as well as trainees are covered under this Policy. No complaint was
received from any employee during the financial year 2022-2023 and hence no complaint is
outstanding as on 31.03.2022 for redressal.
28. VIGIL MECHANISM POLICY:
There is a Vigil Mechanism Policy in the Company and that no personnel have been denied
access to the Chairman of the Audit Committee. The policy provides for adequate safeguards
against victimization of persons who use vigil mechanism. The same has been updated on the
website of the company and the web link is https://advancesyntex.in/wp-
content/uploads/2023/06/VIGIL-MECHANISM.pdf
29. RISK MANAGEMENT:
Refer Sub-clause (D) in Clause 26 "Management Discussion and Analysis".
30. PERFORMANCE OF SUBSIDIARY / JOINT VENTURE / ASSOCIATES COMPANIES:
The Company does not have any Subsidiary, Joint Venture or Associates Company.
31. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR
TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY'S OPERATIONS IN FUTURE:
There is no order passed by the regulators or courts or tribunals impacting the going
concern status and company's operations in future.
32. PARTICULARS OF EMPLOYEES:
Pursuant to the Rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, no employee was drawing remuneration in excess of the limits
set out in the said rules and hence no information is provided in this regard.
33. AUDITORS:
(i) STATUTORY AUDITORS:
M/s V. J. Amin & Co., Chartered Accountants, Vadodara the Statutory Auditors,
retire at the ensuing Annual General Meeting and have made themselves available for
reappointment. Their continuance of appointment and payment of remuneration are to be
confirmed and approved in the ensuing Annual General Meeting. The Company has received a
certificate from the above Auditors to the effect that if they are reappointed, it would
be in accordance with the provisions of Section 141 of the Companies Act, 2013.
The Company has placed the matter of their appointment as Statutory Auditors of the
Company for the approval of the members at this Annual General Meeting.
The Auditors' Report for the financial year ended Ma rch 31, 2023 does not contain any
qualification, reservation, adverse remark or disclaimer.
(ii) SECRETARIAL AUDITOR:
In terms of Section 204 of the Companies Act 2013 and Rule 9 of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014 framed thereunder,
Mr. Devesh R Desai, Practicing Company Secretaries, Vadodara, was appointed as
Secretarial Auditors of the company for the financial year 2022-2023. The Secretarial
Audit Report as Submitted by them in the prescribed form MR-3 is attached as Annexure -
"C" and forming part of this Report.
34. PREVENTION OF INSIDER TRADING AND CODE OF CONDUCT FOR FAIR DISCLOSURE:
The Company has adopted a code of conduct for Regulating, Monitoring and Reporting
trading by Insiders in securities of the company. The code requires pre-clearance for
dealing in the company's securities and prohibits the purchase or sale of securities of
the company by the directors and the Directors while in possession of unpublished price
sensitive information in relation to the company and during the period when the trading
window is closed. The company has also adopted a Code of Practices and Procedures for Fair
Disclosure and Conduct of Unpublished price Sensitive information to formulate a stated
framework and policy for prompt and fair disclosure of events and occurrences that could
impact price discovery in the market for securities of the company. The policy is
available on website i.e. www.midasglitter.com of the Company.
35. ACKNOWLEDGEMENT:
The Board places on record its deep appreciation for the continued support received
from various clients, vendors and suppliers and Bankers, Government Authorities, employees
at all levels and stakeholders, in furthering the interest of the Company.
|
For and on behalf of the Board |
|
|
Mr. Bhavan Vora |
Mrs. Darshana Vora |
Date : 28.08.2023 |
Managing Director |
Director |
Place: Vadodara |
DIN: 01613974 |
DIN:06718711 |