To
The Members
Amkay Products Limited
Your directors have the pleasure to present the 18th Annual Report on the
business and operations of your Company along with the Audited Financial Statements for
the year ended March 31, 2025.
Financial Results
The Financial Results of the Company's performance for the year under review and those
of the previous year are as follows: -
(Rs. In Lakhs)
Particulars |
March 31, 2025, |
March 31, 2024, |
Income From Operations |
3,839.01 |
3,106.91 |
Other Income |
131.83 |
124.92 |
Total Income |
3,970.84 |
3,231.83 |
Expenses [Except Depreciation Expenses] |
3,458.12 |
2,826.14 |
Profit / (Loss) Before Depreciation, Amortization and T axation |
512.72 |
405.69 |
Provision For Depreciation |
82.95 |
55.60 |
Profit / (Loss) Before Extra-Ordinary Items [Net of Tax Expenses] |
429.77 |
350.10 |
Less: Extra-Ordinary Items [Net of Tax Expenses] |
- |
- |
Profit / (Loss) Before Tax |
429.77 |
350.10 |
Less: Tax Expenses: - |
|
|
Income Tax (Current/Earlier Year) |
100.18 |
80.66 |
Deferred Tax |
4.25 |
(6.44) |
Profit / (Loss) After Tax |
333.85 |
263.00 |
Paid-up Share Capital |
865.56 |
636.36 |
COMPANY PERFORMANCE OVERVIEW
During the year under review, your company reported the revenue from operation amounted
to Rs. 3839.01 lakh as against Rs. 3106.91 lakh during the previous financial year
2023-24. The Net Profit of your Company, for the year amounted to Rs. 333.85 lakh as
against Rs. 263.00 lakh during the previous financial year 2023-24.
INITIAL PUBLIC OFFER
The Directors are pleased to inform that the Company's Initial Public Offering (IPO) of
22,92,000 Equity Shares of face value of 10/- (Rupees Ten only) by way of Fixed Price
Process received an overwhelming response from the investors. The Issue was opened on
April 30, 2024 and closed on May 03, 2024. The trading of Equity Shares of the Company
commenced on SME Platform of BSE from May 08, 2024.
The success of IPO reflects the trust, faith and confidence that customers, business
partners and markets have reposed in your Company.
Utilization of IPO Fund:
The Initial Public Offer fund has been utilizing for the purpose for which it is raised
as mentioned in the Prospectus.
STATE OF AFFAIRS
The Company is engaged in the business of manufacture, assemble & market a
comprehensive portfolio of medical devices, disposables and other Healthcare Products.
There is no change in the business of the Company during the financial year ended March
31, 2025.
MATERIAL CHANGES AND COMMITMENTS AFFECTING FINANCIAL POSITION BETWEEN THE END OF THE
FINANCIAL YEAR AND DATE OF THE REPORT
There have been no material changes and commitments, which affect the financial
position of the Company, that have occurred between the end of the financial year to which
the financial statements relate and the date of this report.
TRANSFER TO RESERVE
The Company has transferred Rs. 333.85 lakh to the Reserves for the year ended March
31, 2025.
CAPITAL STRUCTURE
The Authorised Share Capital of the company as on March 31, 2025, was Rs. 900.00 Lakh
divided into 90,00,000 equity shares of Rs. 10/- each.
The paid-up equity shares capital of the company stood at Rs. 865.56 Lakh consisting of
8,65,56,400 equity shares of Rs.10/- each.
During the year under review, the Company has issued/allotted 22,92,000 equity shares
through initial Public Offer (IPO).
SUBSIDIARY / JOINT VENTURES / ASSOCIATES
The company has no Subsidiary/ Joint Ventures/ Associates Company.
EXTRACTS OF ANNUAL RETURN
As required under Section 134(3)(a) & Section 92(3) of the Act, the Annual Return
is put up on the Company's website and can be accessed at www.amkavproducts.com &
Extracts of the Annual Return in form MGT 9 for the Financial Year 2024-25 is uploaded on
the website of the Company and can be accessed at www.amkavproducts.com.
DIRECTORS' RESPONSIBILITY STATEMENT
Pursuant to Section 134(5) of the Companies Act, 2013, your Directors state that:
In the preparation of Annual Accounts, the applicable accounting standard have been
followed along with proper explanations relating to material departures.
The Directors had selected such accounting policies and applied them consistently and
made judgments and estimates that are reason-able 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 March
31, 2025, and the Profit or Loss of the Company for the period;
The Directors had taken proper and sufficient care for the maintenance of adequate
accounting records in accordance with the provisions of the Companies Act for safeguarding
the assets of the Company and preventing and detecting fraud.
The Directors had prepared the Annual Accounts for the Financial Year Ended March 31,
2025, on a going concern basis.
the Directors had laid down Internal Financial Controls to be followed by the Company
and that such Internal Financial Controls are adequate and were operating effectively.
The Directors have devised proper systems to ensure compliance with the provisions of
all applicable laws and that such systems were adequate and operating effectively.
PARTICULARS OF LOANS. GUARANTEES OR INVESTMENTS
Particulars of loans, guarantees and investments covered under Section 186 of the
Companies Act, 2013 form part of the notes to the standalone financial statements forming
a part of this Annual Report.
FIXED DEPOSITS
According to Chapter V of the Companies Act, 2013, the Company has not invited/
accepted any deposits from the public during the year ended March 31, 202 5. Hence, there
were no unclaimed or unpaid deposits as on March 31, 2025.
INVESTOR EDUCATION AND PROTECTION FUND (IEPF)
During the year under review, the provision of section 125(2) of the Companies Act,
2013 does not apply as the company was not required to transfer any amount to the Investor
Education Protection Fund (IEPF) established by the Central Government of India.
INTERNAL CONTROL SYSTEMS & THEIR ADEQUACY
Your Company has an adequate and effective Internal Control Mechanism in place which is
commensurate with the size, scale and complexity of its operations, to ensure efficient
conduct of its operations, security of assets, prevention and detection of frauds/errors,
accuracy and completeness of accounting records and the timely preparation of reliable
financial information as per its Management Information System (MIS). These controls have
been designed to provide reasonable assurance about maintaining proper accounting controls
for ensuring the reliability of financial reporting, monitoring of operations and
protecting assets from unauthorized use or losses, and compliance with regulations. The
Company has continued its efforts to align all its processes and controls with global best
practices.
DIRECTORS AND KEY MANAGERIAL PERSONNEL
The composition of the Board consists of the following persons:
Non-Executive, Independent Directors
Mr. Gaurav Maheshwari Mrs. Anamika Ajmera
Non-Executive, Non-Independent Directors
Mr. Ajay Somabhai Mehta
In accordance with the provisions of the Companies Act, 2013 and the Company's Articles
of Association, Mr. Kashyap Pravin Mody, Managing Director of the Company, retires by
rotation at the ensuing Annual General Meeting of the Company and being eligible offer for
reappointment.
The above re-appointment form part of the Notice of the Annual General Meeting.
MEETINGS OF THE BOARD
The intervening gap between the Meetings was within the period prescribed under the
Companies Act, 2013 and Secretarial Standard-1 issued by the Council of the Institute of
Company Secretaries of India and approved by the Central Government. During the year, 12
(Twelve) Board Meetings were held on the following dates:
(i) April 22, 2024 (ii) September 05, 2024
(iii) April 23, 2024 (iv) November 11, 2024
(v) May 29, 2024 (vi) February 10, 2025
The composition of the Board and the attendance details of the Members are given below:
Name of the Directors |
Category |
No. of Meetings |
|
|
Held |
Attended |
Mr. Kashyap Pravin Mody |
Chairman & Managing Director |
6 |
6 |
Mr. Hemanshu Kantilal Batavia |
Whole-time director & CFO |
6 |
6 |
Key Managerial Personnel |
|
Mr. Kashyap Pravin Mody |
- Chairman and Managing Director |
Mr. Hemanshu Kantilal Batavia |
- Whole-time director and Chief Financial Officer |
Ms. Krishna Rathi |
- Company Secretary and Compliance officer |
Mr. Ajay Somabhai Mehta |
Non-Executive, Non-Independent Director |
6 |
6 |
Mr. Gaurav Maheshwari |
Non-Executive, Independent Director |
6 |
6 |
Mrs. Anamika Ajmera |
Non-Executive, Independent Director |
6 |
5 |
DECLARATION BY INDEPENDENT DIRECTORS
All Independent Directors have given declarations that they meet the criteria of
independence as laid down under Section 149(6) of the Companies Act, 2013 and SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015.
Grievance Redressal Mechanism [Sebi Complaints Redress System (SCORES)]:
The investor complaints are processed in a centralized web-based complaints redress
system. The salient features of this system are the centralized database of all
complaints, online upload of Action Taken Reports\(ATRs) by the concerned companies and
online viewing by investors of actions taken on the complaint and its current status. Your
Company has been registered on SCORES and makes every effort to resolve all investor
complaints received through SCORES or otherwise within the statutory time limit from the
receipt of the complaint. The Company had received one complaint on the SCORES during the
financial year 2024-25 and the same was resolved in the prescribed timeline.
AUDITORS' AND AUDITORS' REPORT Statutory Auditors
M/s. R.K. Jagetiya & Co., Chartered Accountant was appointed as the statutory
auditor of the company.
The Audit Report on the Financial Statements for the Financial Year ended on March 31
2025, issued by M/s. R.K. Jagetiya & Co., Chartered Accountants, is unmodified and
auditor's remark is as follows:
S. No. |
Statutory Auditor's Remark |
Director's Explanation |
1. |
Quantitative, item-wise records of opening Inventory, consumption of raw
material, WIP and closing Inventory which were not recorded in the software therefore the
audit trail (edit log) facility cannot be verified by us in with respect to such inventory
data: |
The Company has already initiated a software to manage the inventory and
it is successfully maintaining all the records. |
The information referred to in Auditor's Report is self-explanatory and hence does not
require any further clarification.
The first proviso to section 139(1) of the Companies Act, 2013 has been omitted vide
section 40 of the Companies (Amendment) Act, 2017 notified on May 07, 2018. Therefore, it
is not mandatory for the Company to place the matter relating to the appointment of a
statutory auditor for ratification by members at every Annual General Meeting. Hence the
Company has not included the ratification of statutory auditors in the Notice of AGM.
During the Year under review, the Auditors have not reported any matter under Section
143 (12) of the Act, therefore no detail is required to be disclosed under Section 134 (3)
(ca) of the Act.
Internal Auditor
The Board has appointed M/s. Soni Punit & Associates Chartered Accountants, as
Internal Auditor to conduct an Internal Audit functions and activities of the company for
the Financial Year 2025-26.
Secretarial Audit
The Board has appointed M/s. Pimple & Associates, Practicing Company Secretaries
for 5 (Five) consecutive Financial Year from 2025-26 to 2029-30, to carry out the
Secretarial Audit pursuant to the provisions of Section 204 of the Companies Act, 2013 and
The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.
The Secretarial Audit Report for the Financial Year ended March 31, 2025 is annexed
herewith and marked as Annexure - 'I' to this Report.
Cost Records & Audit
Maintenance of cost records and requirement of cost audit as prescribed under the
provisions of Section 148(1) of the Companies Act, 2013 are not applicable to the business
activities carried out by the Company.
Reporting of Frauds by Auditors
During the year under review, the Statutory Auditors, has not reported any instances of
fraud committed in the Company by its officers or employees under Section 143(12) of the
Companies Act, 2013.
Committees of the Board
The Company has constituted different Committees under the Board that are mandated
under the Companies Act, 2013.
[I] Mandatory Committees
(a) Audit Committee
The Audit Committee of the Board of Directors oversees the Financial Statements and
Financial Reporting before submission to the Board.
The Audit Committee is responsible for the recommendation of the appointment,
remuneration, performance and oversight of the Internal and Statutory Auditors. It reviews
the Reports of the Internal Auditors and Statutory Auditors. The Senior Management
Personnel are invited to the meetings of the Audit Committee, along with the Head of
Internal Audit.
During the year under review, the Audit Committee met 4 (Four) times to deliberate on
various matters. The Meetings were held on 29th May, 2024, September 05, 2024,
November 29, 2024, and February 10, 2025.
The composition of the Committee and the attendance details of the Members are given
below:
Name of the Directors |
Category |
No. of Meetings |
|
|
Held |
Attended |
Anamika Ajmera |
Chairperson, NonExecutive, Independent Director |
4 |
3 |
Gaurav Maheshwari |
Member, Non-Executive, Independent Director |
4 |
4 |
Kashyap Pravin Mody |
Member, Chairman & Managing Director |
4 |
4 |
(b) Nomination and Remuneration Committee
Your Company has constituted the Nomination and Remuneration Committee of the Company
pursuant to the provisions of Section 178 of the Companies Act, 2013. The functions of
this Committee include identification of persons who are qualified to become Directors and
who may be appointed as Senior Management, formulation of criteria for determining
qualifications, positive attributes, independence, recommendations of their appointments
to the Board, evaluation of every Director's performance, formulation of Remuneration
Policy to include recommendation of remuneration for Directors, Key Managerial Personnel
and Senior Management.
At present, there are 3 (Three) Members of the Nomination and Remuneration Committee,
in which two are Non-Executive & Independent Directors and one is Non-Executive &
NonIndependent Director.
During the year under review, the Nomination and Remuneration Committee met once to
deliberate on various matters. The Meeting was held on February 10, 2025.
The composition Committee and the attendance details of the Members are given below:
Name of the Directors |
Category |
No. of Meetings |
|
|
Held |
Attended |
Anamika Ajmera |
Chairperson, Non-Executive, Independent Director |
1 |
1 |
Gaurav Maheshwari |
Non-Executive, Independent Director |
1 |
1 |
Ajay Somabhai Mehta |
Non-Executive, NonIndependent Director |
1 |
1 |
Remuneration Policy, Details of Remuneration and Other Terms of Appointment of
Directors.
The Board has, on the recommendation of the Nomination and Remuneration Committee
framed a Policy for Selection and Appointment of Directors, Senior Management and their
remuneration. This Policy inter-alia includes:
(i) Criteria of Selection of Non-Executive Directors
- Non-Executive Directors will be selected on the basis of Identification of Industry /
subject leaders with strong experience. The advisory area and therefore the role may be
defined for each independent director.
- The Nomination and Remuneration Committee shall ensure that the Candidate identified
for Appointment as a Director is not disqualified for Appointment under Section 164 of the
Companies Act, 2013.
- In case of Appointment of Independent Directors, the Nomination and Remuneration
Committee shall satisfy itself with regard to the independent nature of the Directors
vis-a-vis the Company so as to enable the Board to discharge its function and duties
effectively.
(ii) Remuneration
- Pursuant to recommendation of the Nomination and Remuneration Committee and Approval
of the Board of Directors, Independent Directors are entitled to sitting fees for
attending Board Meetings and Committee Meetings within the overall limits prescribed under
the Companies Act, 2013 and The Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014, In addition, Independent Directors shall be entitled to receive
reimbursement of expenses for participation in the Board/Committee Meetings.
(c) Stakeholders Relationship and Grievance Committee
Your Company has reconstituted the Stakeholders Relationship and Grievance Committee of
the Company pursuant to Section 178 of the Companies Act, 2013 which comprises of 4 (Four)
Directors out of which Two are Non-executive Independent Directors and Two are Managing
Directors of the Company. The committee is headed by Ms. Anamika Ajmera.
During the year under review, the Stakeholders Relationship and Grievance Committee met
once on February 10, 2025, in order to take on note the Share Transfer / Transmission /
Demat of Shares / Sub-Division as intimated by the RTA of the Company.
The composition of the Share Transfer and Stakeholders Relationship Committee is given
below:
Name of the Directors |
Category |
No. of Meetings |
| Held |
Attended |
Anamika Ajmera |
Chairperson, NonExecutive, Independent Director |
1 |
1 |
Kashyap Pravin Mody |
Member, Chairman & Managing Director |
1 |
1 |
Hemanshu Kantilal Batavia |
Member, Wholetime Director & CFO |
1 |
1 |
Whistle Blower Policy and Vigil Mechanism
The Company has a robust vigil mechanism through its Whistle Blower Policy approved and
adopted by the Board of Directors of the Company in compliance with the provisions of
Section 177 (10) of the Act and Regulation 22 of the Listing Regulations.
The Policy provides protection to the directors, employees and business associates who
report unethical practices and irregularities.
Any incidents that are reported are investigated and suitable action is taken in line
with the Whistle Blower Policy. However, no complaint of this nature has been received by
the Audit Committee during the Fiscal year 2025. The Whistle Blower Policy of the Company
can be accessed at the website of the Company at www.amkavproducts.com.
Risk Management Policy
The Management has put in place adequate and effective system and manpower for the
purposes of risk management. In the opinion of the Board, following would threaten the
existence risk of the Company:
Staying one step ahead of risk
The Company has laid down a well-defined risk management mechanism covering the risk
mapping and trend analysis, risk exposure, potential impact, and risk mitigation process.
A detailed exercise is being carried out to identify, evaluate, manage and monitoring of
both business and non-business risks.
APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE,
2016
During the year, no application was made or proceeding pending under the Insolvency and
Bankruptcy Code, 2016 against the Company.
ORDERS PASSED BY THE REGULATORS
There have been no significant and material orders passed by the Regulators or Courts
or Tribunals impacting the going concern status and Company's operations in future.
DISCLOSURES UNDER SEXUAL HARASSMENT OF WOMEN
The Company has zero tolerance towards 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 thereunder. Internal
Complaints Committee (ICC) has been constituted to consider & redress all sexual
harassment complaints. The Company is committed to providing equal opportunities without
regard to race, caste, sex, religion, colour, nationality, disability, etc. All women
associate (permanent, temporary, contractual and trainees) as well as any women visiting
the Company's office premises or women service providers are covered under this Policy.
All employees are treated with dignity with a view to maintaining a work environment free
of sexual harassment whether physical, verbal or psychological.
During Fiscal year 2025, the Company has not received any complaints of sexual
harassment. CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION
The particulars of Conservation of Energy and Technology Absorption as required under
Section 134(3)(m) of the Companies Act, 2013, read with the Companies (Accounts) Rules,
2014 are not applicable to the Company.
FOREIGN EXCHANGE EARNINGS OUTGO
During the period under review, there was Rs. 13.01 lakhs Foreign Exchange Earnings and
there is no Expenditure in Foreign Currency.
MANAGERIAL REMUNERATION AND PARTICULARS OF EMPLOYEES
The Disclosures with respect to the Remuneration of Directors and Employees as required
under Section 197 of the Companies Act, 2013 read with Rule 5(1) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014 along with, a statement
containing particulars of Employees as required under Section 197 of Companies Act, 2013
read with Rule 5(2) and (3) of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014 is annexed herewith and marked as Annexure - "II" and
form part of this report.
PARTICULARS OF CONTRACTS AND ARRANGEMENTS WITH RELATED PARTIES
All related party transactions are entered on an arm's length basis, in the ordinary
course of business and are in compliance with the applicable provisions of the Companies
Act, 2013. There are no materially significant related party transactions made by the
Company with Promoters, Directors, Key Managerial Personnel or other designated persons
which may have a potential conflict with the interest of the Company at large.
Accordingly, no transactions are being reported in Form AOC-2 in terms of Section 134 of
the Act read with Rule 8 of the Companies (Accounts) Rules, 2014. However, the details of
the transactions with the Related Party are provided in the Company's financial statements
in accordance with the Accounting Standards.
INTERNAL FINANCIAL CONTROL
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. The internal financial control
of the company is adequate to ensure the accuracy and completeness of the accounting
records, timely preparation of reliable financial information, prevention and detection of
frauds and errors, safeguarding of the assets, and that the business is conducted in an
orderly and efficient manner.
DEPOSITORY SYSTEM
As the Members are aware, your Company's shares are tradable compulsorily in Electronic
Form and the Company has established connectivity with both the Depositories in the
Country i.e., NSDL and CDSL. In view of the various advantages offered by the Depository
System, Members are requested to avail of the facility of dematerialization of the
Company's shares on either of the aforesaid Depositories.
CODE OF CONDUCT
The Board of Directors has approved a Code of Conduct, which is applicable to the
Members of the Board and all Employees in the course of day-to-day business operations of
the Company.
SECRETARIAL STANDARDS
The Directors state that the applicable secretarial standards i.e., SS-1 and SS-2,
relating to 'Meeting of the Board of Directors' and 'Meeting of General Meeting,
respectively, have been duly followed by the Company.
LISTING OF SHARES ON THE STOCK EXCHANGE
The Company's equity shares are listed on SME Platform of the Bombay Stock Exchange. BUSINESS
RESPONSIBILITY & SUSTAINABILITY REPORT (BRSR)
The Business Responsibility & Sustainability Reporting as required by regulation
34(2) (f) of the SEBI (listing obligations and disclosure requirement) regulations, 2015
is not applicable to the company for the financial year ending, March 31, 202 5.
CORPORATE GOVERNANCE & MANAGEMENT DISCUSSION AND ANALYSIS REPORT
The Company is committed to maintaining the highest standards of corporate governance
and transparency. We ensure that we evolve & follow the corporate governance
guidelines & best practices sincerely to boost long-term shareholder value legally,
ethically & sustainably. We consider it an inherent responsibility to disclose timely
and accurate information regarding its operations and performance. We also endeavour to
maximize shareholders' value and respect minority rights in all our business decisions.
During year, our company is Listed on SME Platform of the Bombay Stock Exchange (BSE),
by virtue of Regulation 15 of the SEBI (Listing Obligation and Disclosure Requirements)
Regulations, 2015 the compliance with the Corporate Governance provisions as specified in
regulation 17 to 27 and Clause (b) to (i) and (t) of sub-regulation (2) of Regulation 46
and Para C, D and E of Schedule V is not applicable to the company.
EDUCATION. TRAINING AND DEVELOPMENT
In an ever-changing and fast-paced corporate world, training and development is an
indispensable function and management of Amkay believes that training presents a prime
opportunity to expand the knowledge base of all employees. A structured training and
development program is organized for employees to have consistent experience and
background knowledge. We encourage a culture of continual learning among employees through
various Training & development sessions within the organization. Amkay team always
focus on producing targeted and tangible results for the business, treating it seriously
and considering it a capital investment and making it results-driven. The results from our
training and development initiatives have been very positive and clearly presented the
enhanced productivity, efficiency & effectiveness.
BOARD POLICIES
We seek to promote and follow the highest level of ethical standards in all our
business transactions guided by our value system. The SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 and SEBI (Listing Obligations and Disclosure
Requirements) (Amendment) Regulations, 2018 mandate the formulation of certain policies
for all listed companies. The Corporate Governance policies are available on the Company's
website, at www.amkayproducts.com The policies are reviewed periodically by the board and
updated as needed.
CORPORATE SOCIAL RESPONSIBILITY
During the period under review, Corporate Social Responsibility (CSR) is not applicable
to the Company.
CHIEF EXECUTIVE OFFICER (CEO) / CHIEF FINANCIAL OFFICER (CFO) CERTIFICATION
Regulation 17(8) of the Listing Obligations and Disclosures Requirements formulated by
the Securities and Exchange Board of India (SEBI), the CEO/CFO certification is not
applicable to your Company as it is an SME Listed Entity.
GREEN INITIATIVE
The MCA had undertaken the Green Initiative in Corporate Governance by allowing
paperless compliances by companies through electronic mode. We request all the
shareholders to support the 'Green Initiative' of the Ministry of Corporate Affairs and
the Company's continuance towards greener environment by enabling the service of the
Annual Report, AGM Notice and other documents electronically to your email address
registered with your Depository Participant/ Registrar and Share Transfer Agent. The
Company appeals to you, its Shareholders, who are yet to register the E-mail addresses
that they take necessary steps for registering the same so that you can also become a part
of the initiative and contribute towards a greener environment.
FAMILIARIZATION PROGRAMMER FOR INDEPENDENT DIRECTOR:
The Company proactively keeps its directors informed of the activities of the Company,
its Management and operations and provides an overall industry perspective as well as
issues being faced by the industry.
BOARD EVALUATION:
Pursuant to the provisions of the Companies Act, 2013 and SEBI (Listing Obligations and
Disclosures Requirements) Regulations, 2015, the performance evaluation of the chairman
and Non-Independent Directors was carried out by the Independent Directors in their
separate Meeting also reviewed the performance of the Board as whole.
The Nomination and Remuneration Committee has defined the evaluation criteria and
procedure for the performance evaluation of the Board of Directors
The Board's functioning was evaluated on various aspects, including inter alia degree
of fulfilment of key responsibilities, Board structure and Composition, effectiveness of
Board process, information and functioning.
The Directors were evaluated on aspects such as attendance and contribution at Board/
Committee Meetings and guidance /support to the Management outside Board/Committee
Meetings. In addition, the Chairman was also evaluated on key aspects of his role,
including setting the strategic agenda of the Board and encouraging active engagement of
all Board Members.
Evaluation of Independent Directors was done by the entire Board, excluding the
director being evaluated.
PREVENTION OF INSIDER TRADING:
The board of Directors has adopted the Insider Trading Policy in accordance with the
requirement of the Securities & Exchange Board of India (Prohibition of Insider
Trading) Regulation, 2015. The Insider Trading Policy of the Company lays down guidelines
and procedures to be followed and disclosures to be made while dealing with shares of the
Company as well as consequences of violation. The Policy has been formulated to regulate,
monitor and ensure the reporting of deals by employees and to maintain the highest ethical
standard of dealing in the Company's Shares.
The insider trading Policy of the Company covering the code of practices and procedures
for fair disclosures of unpublished price-sensitive information and the code of conduct
for the prevention of Insider Trading is available on the website: www.amkayproducts.com.
OTHER DISCLOSURES
a. The Company does not have any scheme or provision of money for the purchase of its
own shares by employees/ Directors or by trustees for the benefit of employees/ Directors;
b. The Company has not issued equity shares with differential rights as to dividend,
voting or otherwise;
c. The Company has not issued any sweat equity shares/ESOP/ RSUs to its directors or
employees; and
d. There was no revision of financial statements and the Board's report of the Company
during the year under review.
ACKNOWLEDGEMENT
Your directors wish to thank the Shareholders, Clients, Bankers and Stakeholders at
large for their continued support during the year. Your directors also wish to place on
record their appreciation for the dedication and commitment of the Employees at all
levels.
For and on Behalf of the Board of Directors Amkay Products Limited
SD/-
Kashyap Pravin Mody Chairman & Managing Director
DIN:01717036
Dated: September 06, 2025
Place: Thane
