Dear Shareholder,
The Directors of your Company have pleasure in presenting the 12th Annual Report on
the business and operations of the Company together with Audited Financial Statements for
the year ended 31st March 2025:
| FINANCIAL RESULTS |
Year Ended 31.03.2025 |
Year Ended 31.03.2024 |
|
(Rs. in Lacs) |
(Rs. in Lacs) |
| PROFITS: |
|
|
|
|
| Profit before Interest, Depreciation & extra-ordinary items |
|
267.86 |
|
295.07 |
| Less: |
|
|
|
|
| Interest |
137.20 |
|
158.63 |
|
| Depreciation |
91.72 |
|
88.79 |
|
| Exchange Fluctuation Loss/(gains) |
000 |
|
000 |
|
| Bad Debts written off |
000 |
228.92 |
00 |
247.42 |
| Profit before tax |
|
38.94 |
|
47.65 |
| Less: |
|
|
|
|
| Provision for current tax |
19.58 |
|
18.00 |
|
| Provision for deferred tax |
(9.74) |
9.84 |
(6.29) |
11.71 |
| Tax Adjustment relating to earlier year |
|
|
|
|
| Profit after tax |
|
29.10 |
|
35.94 |
| Add: |
|
|
2.87 |
|
| Re-measurement of defined benefit plans |
3.09 |
|
(0.72) |
2.15 |
| Income Tax related to items that will not be re-classified to profit or loss |
(0.78) |
2.31 |
|
|
| Total Comprehensive Income for the period |
|
31.41 |
|
38.09 |
NOTE : Figures of the previous year have been re-grouped/re-arranged in order to
make them comparable.
1. DIVIDEND:
The Board of Directors of your Company have not recommended dividend for the year ended
31st March, 2025.
2. EXTRACT OF ANNUAL RETURN:
The extract of Annual Return as provided under sub-section (3) of Section 92 of the
Companies Act, 2013 (‘the Act') in prescribed form MGT-9 is uploaded on Company
website www.amintannery.in.
3. OPERATIONAL REVIEW:
During the year under review, the income from operation of the company Rs. 4717.72 lacs
as compared to last year Rs. 5264.34 lacs and P B T is 47.65 lacs, against 51.01 lacs in
last year shows a marginal decline in turnover as well as PBT.
4. PRESENTATION OF FINANCIAL STATEMENTS:
The financial statements of the Company for the year ended 31st March 2025 have been
disclosed as per Division II of Schedule III to the Act.
5. SUBSIDIARY COMPANIES:
During the year under review Company has no subsidiary.
6. INDUSTRIAL RELATIONS:
During the period industrial relations have been extremely cordial. Employees
cooperation and co-ordination had been an important factor in the growth of the
organization.
7. FIXED DEPOSITS:
The Company has not accepted /renewed any deposit during the year under review, under
the provisions of the Companies Act, 2013 and the rules framed thereunder.
8. MATERIAL CHANGES AFFECTING THE COMPANY:
There have been no material changes and commitments affecting the financial position of
the Company between the end of financial year and date of reports. There has been no
change in the nature of business of the Company.
9. CHANGE IN THE NATURE OF BUSINESS:
There is no change in the nature of business during the financial year.
10. SECRETARIAL STANDARDS:
The Company has complied with the requirements prescribed under the Secretarial
Standards on:
Meetings of the Board of Directors (SS 1)
General Meetings (SS 2)
Dividend (SS-3)
Report on Board of Directors (SS-4).
11. INTERNAL FINANCIAL CONTROLS:
The Company has in place adequate internal financial controls with reference to
financial statements. During the year, such controls were tested and no reportable
material weakness in the design or operation was observed.
12. HUMAN RESOURCES MANAGEMENT:
Employees are vital to the Company. We have created a favorable work environment that
encourages humble relationship. We have also set up a scalable recruitment and human
resources management process, which enables us to attract and retain high caliber
employees. The Company also has started with collaboration of UP Leather Industries
Association a training centre for recruiting trained labors.
13. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMAN AT WORKPLACE (PREVENTION,
PROHIBITION AND REDRESSAL ACT, 2013:
Your Company strongly believes in providing a safe and harassment free workplace for
each and every individual working for the Company through various intervention and
practices. It is the continuous endeavor of the Management of the Company to create and
provide an environment to all its employees that is free from discrimination and
harassment including Sexual harassment.
During the year ended 31st March 2025, no complaint pertaining to sexual harassment was
received by the Company. However, company has no women employees during the year under
review.
14. PARTICULARS OF EMPLOYEES & RELATED DISCLOSURES:
There were 166 permanent employees with the Company as on 31st March, 2025. The
percentage increase in remuneration, ratio of remuneration of each director and Key
Managerial Personnel (KMP) to the median of employee's remuneration, and the list of top
10 employees in terms of remuneration drawn, as required under section 197(12) of the
Companies Act, 2013 read with Rule 5 of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 form part of Annexure II to this Board Report.
15. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, and FOREIGN EXCHANGE EARNING &
OUTGO:
The particulars of Energy Conservation, Technology Absorption etc. pursuant to Section
134(3) (m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules,
2014 are set out in the Annexure forming part of this Report.
16. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS:
No significant or material orders were passed by the Regulators or Courts or Tribunals
during the year under review.
17. WHISTLE BLOWER POLICY/VIGIL MECHANISIM:
To create enduring value for all stakeholders and ensure the highest level of honesty,
and ethical behavior in all its operations, the Company has formulated a Vigil Mechanism
named as AMIN Whistle Blower Policy' in addition to the existing code of conduct that
governs the action of its employees. This Whistleblower policy aspires to encourage all
employees to report suspected or actual occurrence(s) of illegal, unethical or
inappropriate events (behaviors or practices) that effect Company's interest/image. A copy
of the policy is available on the website of the Company and may be accessed through the
web link: htpp;//amintannery.in.
18. DIRECTORS & KMP:
In terms of Article 125 of the Article of Association of the Company, Mr. Iftikharul
Amin retire by rotation at the ensuing Annual General Meeting and being eligible, offers
himself for his re-appointment. Brief resume of all the Directors, their expertise in
specific functional areas and names of other companies in which Directorship held and the
membership of committee of the Board as stipulated under the Listing Agreement are given
in Corporate Governance Annexure, attached to this report.
19. DECLARATION BY INDEPENDENT DIRECTORS:
The Company has received declaration from all the Independent Directors of the Company
confirming that they meet with the criteria of independence as prescribed under
sub-section (6) of Section 149 of the Companies Act, 2013.
20. MEETING OF INDEPENDENT DIRECTORS:
The Independent Directors met once during the financial year pursuant to the provisions
of Regulation 25 of the Securities and Exchange Board of India (Listing Obligations and
Disclosure Requirements) Regulations, 2015 and Schedule IV to the Companies Act, 2013. The
Meeting of the Independent Directors was conducted without the presence of the Chairman,
other Non-Independent Directors and the Management team of the Company.
21. NUMBER OF MEETINGS OF THE BOARD:
During the year four board meetings are held during the financial year in accordance of
relevant provisions.
22. COMMITTEES OF THE BOARD:
Audit Committee
Nomination and Remuneration Committee
Stakeholder Relationship Committee
Investor's Grievances Committee
Corporate Social Responsibility Committee
23. POLICY ON DIRECTORS' APPOINTMENT AND REMUNERATION:
For the purpose of selection of any Director, the Nomination & Remuneration
Committee identifies persons of integrity who posses' relevant expertise, experience and
leadership qualities required for the position and also takes into consideration
recommendation, if any received from any member of the Board. The Committee also ensures
that the incumbent fulfills such other criteria with regard to age and other
qualifications as laid down under the Companies Act, 2013 or other applicable laws.
The Board has, on the recommendation of the Nomination & Remuneration Committee
framed a policy for Selection, Appointment and Remuneration of Directors & Senior
Management.
The Remuneration Policy of the Company is disclosed in the Corporate Governance Report,
which forms a part of the report.
24. FAMILIARISATION PROGRAMME FOR THE INDEPENDENT DIRECTORS:
In compliance with the requirements of Regulation 27 of the Listing Agreement, the
Company has put in place a Familiarization Programme for the Independent Directors to
familiarize them with the Company, their roles rights responsibilities in the Company,
nature of the Company in which company operates, business model etc.
25. REPORT ON CORPORATE GOVERNANCE:
Pursuant to Regulation 27 of the Listing Agreement, a report on Corporate Governance is
given in Annexure to this report.
26. DIRECTORS' RESPONSIBILITY STATEMENT:
Pursuant to the requirement under Section 134(5) read with Section 134(3) (c) of the
Companies Act, 2013 with respect to Director's Responsibility Statement, it is hereby
confirmed:
i) That in the preparation of the annual accounts for the financial year ended 31st
March 2025, the applicable accounting standards have been followed along with proper
explanation relating to material departures;
(ii) That the Directors have selected such accounting policies and applied them
consistently and made judgments and estimates that were 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 or loss of the Company for that period;
(iii) That the Directors have 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;
(iv) That the Directors have prepared the accounts for the financial year ended 31st
March 2025 on a going concern basis.
27. AUDITORS:
M/s. Kapoor Tandon & Company, Chartered Accountants, Kanpur (Registration No:
000952C) the Statutory Auditor of the Company are retiring at the ensuing Annual General
Meeting and being eligible, we recommend their reappointment, they have furnished a
certificate to the effect that their re-appointment if made will be in accordance with the
provisions of the Companies Act, 2013. The Board of Directors recommended their
appointment.
28. COST AUDITOR:
As the requirement of Cost Audit report does not applicable to the Company as per MCA
Circular. Hence no Cost Auditor was appointed and no report was filed.
29. SECRETARIAL AUDITORS:
Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company has
appointed M/s K.N Shridhar & Associates, Practising Company Secretary, Kanpur to
undertake the Secretarial Audit of the Company.
The Secretarial Audit Report is annexed herewith as "Annexure B"
30. INTERNAL AUDITOR:
Mr. Athar Sartaj is been appointed as the internal auditor of the company in accordance
with the Companies Act, 2013.
31. QUALIFICATION, RESERVATION OR ADVERSE REMARK:
The Audit Report and the Secretarial Audit Report for the financial year 2024-25 does
not contain any qualification, reservation or adverse remark by the Auditors.
32. LOANS, GURANTEES & INVESTMENTS:
The particulars of loans, guarantees and investments have been disclosed in the
financial statements.
33. RELATED PARTY TRANSACTIONS:
The policy on Related Party Transactions as approved by the Audit Committee and Board
of Directors is available on the website of the Company www.amintannery.in.
All contracts/arrangements entered by the Company during the previous financial year
with the related parties were in the ordinary course of business and on arm's length
basis. The Audit Committee and the Board of Directors reviewed the transaction (which is
repetitive in nature) and the Audit Committee granted approval for such transactions.
The disclosures as required under AS-18 have been made in notes forming part of the
financial statement. The particulars of contracts or arrangements entered in to by the
company with related parties referred to in sub-section (1) of Section 188 of the
companies Act, 2013 has been disclosed in Form No.AOC-2 which is annexed hereto.
34. AUDITOR'S REPORT:
The comments of the Auditors in their Audit Report and reference to "Notes on
Accounts" forming part of the Financial Results are self explanatory and need no
further comments.
35. FRAUD REPORTING:
During the year under review no instances of fraud were reported by the Statutory
Auditors of the Company.
36. LISTING FEES:
Your Company has paid requisite Annual Listing Fees to BSE Limited (BSE) the Stock
Exchange where its securities are listed.
ACKNOWLEDGEMENT:
Your directors would like to express their gratitude and appreciation for the continued
support and co-operation received from State Bank of India, Central & State Government
Authorities, Regulatory Bodies, Stock Exchanges and Shareholders.
Your directors wish to place their deep sense of appreciation on record for the devoted
services of the officers, staff and workers of the Company.
|
On behalf of the Board of Directors |
| Place: KANPUR |
MR. VEQARUL AMIN |
MR. IFTIKHARUL AMIN |
| Date: 13.08.2025 |
Managing Director |
Director |
|
DIN: 00037469 |
DIN: 00037424 |
