Dear Shareholders,
The Directors are pleased to present the 21st Annual Report of the Company
together with Audited Accounts for the Financial Year ended 31st March, 2023.
FINANCIAL HIGHLIGHTS
The Company's financial performance for the year ended 31st March, 2023 is summarized
below:
|
|
(Rs. in Lacs) |
| Particulars |
Current Year 31.03.2023 |
Previous Year 31.03.2022 |
| Revenue from Operation |
85,399.17 |
75,672.12 |
| Other Income |
8.68 |
76.69 |
| Total Revenue |
85,407.85 |
75,748.81 |
| Profit before Finance Cost, Depreciation and Tax |
(6,338.80) |
(443.16) |
| Less: Depreciation &Amortization |
3,528.39 |
4,239.58 |
| Less: Finance Cost |
7.55 |
479.57 |
| Less: Tax Expenses |
- |
- |
| Net Profit after Tax |
(9,874.73) |
(5,162.31) |
| Add: Other Comprehensive Income |
128.49 |
63.12 |
| Total Comprehensive Income |
(9,746.24) |
(5,099.19) |
Note: Figures of the previous year has been re-grouped/revised wherever necessary.
FINANCIAL AND OPERATIONAL REVIEW
During the year under review, the Company has achieved total Revenue from operation of
Rs.85,399.17 Lacs as against Rs.75,672.12 Lacs in previous year registering an increase of
12.85%. The Company incurred a loss of Rs.9,874.73 Lacs as against loss of Rs.5,162.31
Lacs in the previous year. The losses are mainly attributed due to liquidity crunches and
increase in input cost.
GENERAL RESERVE
The Company has not transferred any amount to the General Reserve due to the losses
incurred during the financial year 2022-23.
DIVIDEND
In view of the losses incurred by the Company, the Directors of the Company do not
recommend any dividend for the financial year 2022-23.
BOARD MEETINGS
The Board met ten (10) times during the year, the details of which are given in the
Corporate Governance Report that forms part of this Annual Report. The intervening gap
between the Meetings was within the period prescribed under the Companies Act, 2013 and
the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
CHANGES IN SHARE CAPITAL AND MEMORANDUM OF ASSOCIATION
There was no change in the Share Capital and Memorandum of Association and Articles of
Association of the Company during the financial year 2022-23.
DIRECTORS AND KEY MANAGERIAL PERSONNEL
Appointment/Re-appointment
The term of Mr. Subham Bhagat (DIN: 09070773) as Chairman cum Managing Director of the
Company will expire on 7th March, 2024. The Board of Directors in their meeting
held on 14th August, 2023 proposed for his reappointment w.e.f. 8th
March, 2024 subject to the approval of Shareholders in the ensuing Annual General Meeting.
Mr. Vipul Jain (PAN: AOOPJ4246B) was appointed as a Chief Financial Officer (CFO) of
the Company by the Board of Directors of the Company w.e.f. 30th May, 2022.
Mr. Vishal Shah (ACS-70485) was appointed as a Company Secretary and Compliance Officer
of the Company by the Board of Directors of the Company w.e.f. 3rd January,
2023.
Retirement
In accordance with the provisions of the Companies Act, 2013, Mr. Satish Kumar Singh
(DIN: 05295625), retires by rotation and being eligible, offers himself for
re-appointment.
Resignation
During the year Mr. Ankit Jain, Independent Director of the Company has resigned from
the post of Director w.e.f. 15th September, 2022 due to some personal reasons.
During the year Mr. Saurabh Jhunjhunwala, Ex-Chief Financial Officer (CFO) of the
Company has resigned from the post of Chief Financial Officer (CFO) of the Company w.e.f.
13th April, 2022 due to some personal and unavoidable reasons.
During the year Mrs. Vineeta Barmecha, Ex-Company Secretory of the Company has resigned
from the post of Company Secretary and Compliance Officer of the Company w.e.f. 15th
December, 2022 due to some personal reasons.
Mr. Vishal Shah, Ex-Company Secretory of the Company has resigned from the post of
Company Secretary and Compliance Officer of the Company w.e.f. 11th June, 2023
due to some personal reasons.
Key Managerial Personnel's (KMPs)
Pursuant to the provisions of section 203 of the Companies Act, 2013, the KMP's of the
Company at the end of the F.Y., 2022-23 are:
1. Mr. Subham Bhagat, Chairman cum Managing Director
2. Mr. Vishal Shah, Company Secretary
3. Mr. Vipul Jain, Chief Financial Officer
Pursuant to the provisions of section 203 of the Companies Act, 2013, the KMP's of the
Company as on date are:
1. Mr. Subham Bhagat, Chairman cum Managing Director
2. Mr. Vipul Jain, Chief Financial Officer
DIRECTORS' RESPONSIBILITY STATEMENT
Based on the framework of Internal Financial Controls maintained by the Company, work
performed by the Internal, Statutory, Cost and Secretarial Auditors and external agencies,
the reviews performed by Management and the relevant Board Committees, the Board with the
concurrence of the Audit Committee, is of the opinion that the Company's Internal
Financial Controls were adequate and effective as on 31st March, 2023.
Accordingly, pursuant to section 134(5) of the Companies Act, 2013, the Board of
Directors to the best of their knowledge and ability confirm:
a) that in the preparation of the annual accounts, the applicable Accounting
Standards have been followed along with proper explanation relating to material
departures;
b) that we have selected such accounting policies and applied them consistently and
made judgements and estimates that are reasonable and prudent so as to give a true and
fair view of the state of affairs of the Company at the end of the financial year and of
the profit and loss of the Company for that period;
c) that proper and sufficient care has been taken 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) that the annual accounts have been prepared on a "going concern"
basis;
e) that proper internal financial controls were laid down and that such internal
financial controls are adequate and were operating effectively; and
f) that proper systems to ensure compliance with the provisions of all applicable
laws were in place and that such systems were adequate and operating effectively.
CREDIT RATING
During the year under review Credit Rating has not been done. The Company's credit
rating for the last available year for Long-Term and Short-Term debts/facilities was D as
given by ICRA Limited.
DETAILS OF SUBSIDIARY/TOINT VENTURES/ASSOCIATE COMPANIES
During the year under review, no Company has become or ceased to exist as the
subsidiary of the Company. The Company has also not entered into any Joint Venture nor
become an Associate Company during the year under review.
WEB ADDRESS OF ANNUAL RETURN
Pursuant to the provisions of the Companies Act, 2013 read with applicable rules made
thereunder, the extract of Annual Return of the Company has been disclosed on the website
of the Company at https://www.ankitmetal.com/annual-return.html.
PUBLIC DEPOSITS
The Company has not accepted any deposits or unclaimed amount within the meaning of
section 73 of the Companies Act, 2013 and the Companies (Acceptance of Deposits) rules,
2014.
INSURANCE
The properties and insurable assets and interests of the Company, like building, plant
and machinery and stocks, among others are adequately insured.
BUSINESS RESPONSIBILITY REPORT
The Business Responsibility Report as per Regulations 34(2) of SEBI (Listing
Obligations & Disclosure Requirements) Regulations, 2015, is not applicable to the
Company as the Company does not fall under top 500 listed companies on the basis of market
capitalization.
DIVIDEND DISTRIBUTION POLICY
Pursuant to Regulation 43A of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, top 500 listed companies based on market capitalisation
are required to formulate a Dividend Distribution Policy. Accordingly, the Company is not
required to formulate the Dividend Distribution Policy.
AUDIT AND AUDITORS
STATUTORY AUDITOR
In terms of the provisions of section 139 of the Companies Act, 2013 read with
Companies (Audit and Auditors) Rules, 2014 M/s. J.B.S & Company, Chartered Accountants
(FRN: 323734E) was appointed as the Statutory Auditors of the Company for a 2nd
consecutive period of five (5) years from the conclusion of the 20th Annual
General Meeting till the conclusion of the 25th Annual General Meeting
STATUTORY AUDITOR OBSERVATION
The Statutory Auditor has put the qualification remark in their report.
The details are as follows
We draw your attention to Note No.28 of the accompanying Financial Statements
regarding non provision of interest expense on the borrowings of the Company amounting to
Rs.15,563.02 Lacs for the year ended 31st March, 2023 (cumulative non provision
of Rs. 95,913.89 Lacs till 31st March, 2023) and penal interest and charges
thereof (amount remaining unascertained) which is not in accordance with the requirements
of Ind AS 23: Borrowing Costs read with Ind AS 109: Financial Instruments.
Had the aforesaid interest expense been recognized, the finance cost for the year ended
31st March, 2023 would have been Rs. 15,570.57 Lacs instead of reported amount
of Rs. 7.55 Lacs. The total expenses for the year ended 31st March, 2023 would
have been Rs. 1,11,837.45 Lacs instead of Rs. 95,282.58 Lacs.
The Net Loss after tax for the year ended 31st March, 2023 would have been
Rs. 26,429.60 Lacs instead of reported amount of Rs. 9,874.73 Lacs. Total Comprehensive
Loss for the year ended 31st March, 2023 would have been Rs. 26,301.12 Lacs
instead of reported amount of Rs. 9,746.24 Lacs. Other equity as on 31st March,
2023 would have been Rs. (1,99,281.11) Lacs instead of reported amount of Rs.
(1,02,375.36) Lacs and Other Current Financial Liability as on 31st March, 2023
would have been Rs.1,17,125.00 Lacs instead of reported amount of Rs. 20,219.26 Lacs.
(The above reported interest has been calculated by using Simple Interest Rate).
Our comments are as under:
Various credit facilities availed from SBI, Allahabad Bank, IOB, UBI and IDBI have been
assigned by the respective banks and Asset Reconstruction Companies under various
assignment agreements between the respective banks and Asset Reconstruction Companies. In
absence of information about the terms of assignments, the Company is carrying the various
credit facilities as appearing in the books as per the previous terms with the respective
banks.
In view of the above, pending finalization of the restructuring plan, the company has
not provided accrued interest in its books during the quarter as the account was declared
NPA by the banks. The amount of interest has been recognised in the books of accounts to
the extent amount charged/realised by the banks as reflected in the Bank Statements. The
amount of interest not so provided stands at Rs. 3,521.46 Lacs and Rs. 15,563.02 Lacs for
the quarter and year ended 31st March, 2023 respectively and penal interest and charges
thereof (amount remaining unascertained). The unprovided liability in respect of interest
on Long-Term and Short-Term Borrowings as on 31st March, 2023 amounted to Rs. 95,913.89
Lacs. The same have consequential impact on the reported figures.
COST AUDITOR
In terms of section 148 of the Companies Act, 2013 read with rule 14 of the Companies
(Audit and Auditors) Rules, 2014, on the recommendation of Audit Committee, the Board of
Directors has re-appointed M/s. A.J.S. & Associates, Cost Accountants (FRN: 000106),
as Cost Auditor of the Company, at a remuneration of Rs.40,000/- plus applicable taxes and
re-imbursement of out of pocket expenses incurred by them to conduct an audit of the cost
accounting records maintained by the Company for the current financial year beginning from
1st April, 2023 and ending on 31st March, 2024.
As required under section 148 of the Companies Act, 2013 read with Rule 14 of the
Companies (Audit and Auditors) Rules, 2014, the remuneration payable to Cost Auditor is
being placed at the ensuing Annual General Meeting for ratification by the members.
COST RECORDS
The Company has duly prepared and maintained the cost records of the business
activities carried out by the Company during the financial year 2022-23 as required
pursuant to the provisions of section 148(1) of the Companies Act, 2013 read with
Companies (Cost Records and Audit) Rules, 2014.
SECRETARIAL AUDIT REPORT
In terms of section 204 of the Companies Act, 2013 and rules made there under, Mr. K. C
Dhanuka of M/s. K. C Dhanuka & Co. have been appointed as Secretarial Auditor of the
Company for the financial year 2022-23. The report of the Secretarial Auditor in Form MR-3
is enclosed as Annexure-I to this report.
SECRETARIAL AUDITOR OBSERVATION
The Secretarial Auditor has the following observation in Form MR-3 enclosed as Annexure-I
i. The Company has defaulted in the payment of statutory dues within the prescribed
time.
ii. The Company has delayed in submission of Financial Results for the quarter
ended 31st March, 2022 to Bombay Stock Exchange by 1 minute and to National
Stock Exchange by 70 minutes as required by Regulation 30 of SEBI (LODR) Regulations,
2015.
Our comment is as under:
i. Statutory payments were delayed mainly due to poor liquidity position.
ii. The delay was made due to some technical error.
SECRETARIAL COMPLIANCE REPORT
Pursuant to SEBI Circular no. CIR/CFD/CMD1/27/2019 dated 8th February, 2019 and
Regulation 24(A) of the SEBI Listing Regulations, Secretarial Compliance Report for the
financial year ended 31st March, 2023 issued by M/s. K. C Dhanuka & Co., (Prop. Mr.
K.C Dhanuka, FCS - 2204), Practicing Company Secretary is annexed herewith and marked as Annexure-II
to this report. The Secretarial Compliance Report does not contain any qualifications,
reservation or adverse remarks.
INTERNAL AUDITOR
In terms of section 138 of the Companies Act, 2013 read with rule 13 of the Companies
(Accounts) Rules, 2014, on the recommendation of Audit Committee, the Board of Directors
has re-appointed M/s. NR & Associates, Cost Accountants, (FRN: 102903) as Internal
Auditor of the Company for the financial year 2023-24 at a remuneration fixed by the Board
of Directors of the Company in consultation with the Auditors.
INTERNAL FINANCIAL CONTROL SYSTEM
The Companies Act, 2013 has mandated the Company to have a formal framework of Internal
Financial Controls (IFC) and has also laid down specific responsibilities on the Board,
Audit Committee, Independent Directors and Statutory Auditor with regard to IFC.
The financial control system and framework is required to ensure:
• The orderly and efficient conduct of its business,
• Safeguarding of its assets,
• The prevention and detection of frauds and errors,
• The accuracy and completeness of the accounting records and
• The timely preparation of reliable financial information.
The Board reviews the effectiveness of controls documented as part of Internal
Financial Control (IFC) framework and take necessary corrective actions, where weaknesses
are identified as a result of such reviews. This review covers entity level controls,
fraud risk controls and information technology environment.
The policies and procedures adopted by the Company ensures the orderly and efficient
conduct of its business and adherence to the Company's policies, prevention and detection
of frauds and errors, accuracy and completeness of the records and the timely preparation
of reliable financial information.
Based on this evaluation, no significant events had come to notice during the year that
have materially affected or are reasonably likely to materially affect our IFC. The
management has also come to the conclusion that the IFC and other financial reporting was
effective during the year and is adequate considering the business operations of the
Company.
The Statutory Auditor of the Company has audited the Internal Financial Control over
Financial Reporting and their Audit Report is annexed as Annexure-B to the Independent
Auditor's Report under Financial Statements.
The Statutory Auditor of the Company has audited the IFC over Financial Reporting and
their Audit Report is annexed to the Independent Auditors' Report under Financial
Statements.
DETAILS RELATING TO REMUNERATION OF DIRECTORS, KEY MANAGERIAL PERSONNEL AND EMPLOYEES
OF THE COMPANY
Disclosure pertaining to remuneration and other details as required under section
134(3)(q), 197(12) of the Companies Act, 2013 read with rule 5(1) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014 and subsequent
amendments thereto is annexed to this Directors' Report as Annexure - III.
ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING AND OUTGO
A statement giving details of Conservation of Energy, Technology Absorption and Foreign
Exchange Earning and Outgo as required under section 134(3)(m) of the Companies Act, 2013
read with rule 8 of the Companies (Accounts) Rules 2014, is annexed to this report as Annexure
- IV.
DECLARATION ON COMPLIANCE WITH CODE OF CONDUCT
The Board has formulated a Code of Conduct for the Board members and Senior Management
of the Company, which has been posted on the website of the Company.
It is hereby affirmed that all the Directors and Senior Management Personnel have
complied with the Code and a confirmation to that effect has been obtained from the
directors and the senior management.
PREVENTION OF INSIDER TRADING
The Company already had a structured Code of Conduct for Prevention of Insider Trading,
with a view to regulate trading insecurities by the Directors and designated employees of
the Company. The Code has been further streamlined to keep parity with the Companies Act,
2013 and SEBI (Prohibition of Insider Trading) Regulations, 2018 and be named as 'Code of
Conduct for Regulating, Monitoring and Reporting of Trading by Insiders' which is also
displayed on the website of the Company www.ankitmetal.com.
The Code requires pre-clearance for dealing in the Company's shares and prohibits the
purchase or sale of Company's shares by the Directors and the designated employees while
in possession of unpublished price sensitive information in relation to the Company and
during the period when the Trading Window is closed. The Board is responsible for
implementation of the Code.
All the Directors and designated employees, who hold any shares in the Company, have
confirmed compliance with the Code.
SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS/COURTS/ TRIBUNALS
To the best of our knowledge, the Company has not received any such order by
Regulators, Courts or Tribunals during the year under review which may impact the Going
Concern status or the Company's operations in future during year under review. The Company
has complied with all the requirements of the Uniform Listing Regulations with the Stock
Exchanges as well as regulations and guidelines of SEBI.
MATERIAL CHANGES AFFECTING THE COMPANY
The overall steel industry has been severely impacted by significant rises in input
costs and scarcity of coal due to the war in Ukraine. This has significantly impacted
availability of key raw materials along with disruptions in the supply chain. The rising
inflation and Indian government policy of keeping the prices in check by imposing various
duties on the steel sector has further aggravated the situation.
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS
The Company has not given any loans or guarantees covered under the provisions of
section 186 of the Companies Act, 2013. The details of the investments made by Company are
given in the notes to the Financial Statements.
PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES
All contracts/arrangements/transactions entered by the Company during the financial
year with related parties were in the ordinary course of business and on arm's length
basis. During the year, the Company had not entered into any
contract/arrangement/transaction with related parties which could be considered material
in accordance with the policy of the Company on materiality of related party transactions
between the Company and the Directors, the management, or the relatives except for those
disclosed in the Financial Statements. The Company has seeked omnibus approval for Related
Party Transactions as per Regulation 23(3) of SEBI LODR Regulations, 2015 for the
Financial Year 2023-24.
Accordingly, particulars of contracts or arrangements entered into by the Company with
related parties referred to in section 188(1) of the Companies Act, 2013 in Form AOC-2
i.e., Annexure - V is Nil. The Policy on materiality of related party transaction
as approved by the Board may be accessed on the Company's website, www.ankitmetal.com.
POLICY ON DIRECTORS' APPOINTMENT AND REMUNERATION
The Board has, on the recommendation of the Nomination and Remuneration Committee,
framed a policy for selection and appointment of Directors, Key Managerial Personnel and
their remuneration. A note on Nomination and Remuneration Policy has been made part of the
Corporate Governance Report
RISK MANAGEMENT POLICY
The Company has a defined Risk Management framework to identify, assess, monitor and
mitigate various risks to key business objectives. Major risks identified by the
businesses and functions are systematically addressed through mitigating actions on a
continuing basis.
The Risk Management Policy provides for identification of risk, its assessment and
procedures to minimize risk. The policy is periodically reviewed to ensure that the
executive management controls the risk as per decided policy.
DISCLOSURE UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION &
REDRESSAL) ACT, 2014
The Company has a policy on Sexual Harassment in line with the requirements of the
Sexual Harassment of any employee at workplace. The Complaint Committee will redress
complaints received regarding sexual harassment. All employees (permanent, contractual,
temporary, trainees) are covered under this policy.
The details related to complaints pertaining to sexual harassment during the financial
year 2022-23 is covered under the Corporate Governance Report which forms part of this
Annual Report.
PROCEEDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016
During the year under review, there were three (3) cases proceedings were carried out
under Insolvency and Bankruptcy Code, 2016. List are attached as Annexure-VI
STATEMENT ON DECLARATION GIVEN BY INDEPENDENT DIRECTORS UNDER SECTION 149(6)
The Company has received declarations from all the Independent Directors of the Company
confirming 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 with the Stock Exchanges.
FAMILIARISATION PROGRAMME FOR INDEPENDENT DIRECTORS
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. The Familiarisation Programme Policy and details of
familiarization programmes for Independent Directors is available on the Company's website
www.ankitmetal.com
AUDIT COMMITTEE
The composition and terms of reference of the Audit Committee has been furnished in the
Corporate Governance Report which forms part of this Annual Report. There has been no
instance where the Board has not accepted the recommendations of the Audit Committee.
NOMINATION AND REMUNERATION COMMITTEE
The composition and terms of reference of the Nomination and Remuneration Committee has
been furnished in the Corporate Governance Report which forms part of this Annual Report.
STAKEHOLDERS' RELATIONSHIP COMMITTEE
The composition and terms of reference of Stakeholders' Relationship Committee has been
furnished in the Corporate Governance Report which forms part of this Annual Report.
CORPORATE SOCIAL RESPONSIBILTY (CSR)
In line with the provisions of the Companies Act, 2013, the Company has framed its
Corporate Social Responsibility (CSR) policy for the development of programmes and
projects for the benefit of weaker sections of the society and the same has been approved
by the CSR Committee and the Board of Directors of the Company. The Company has not spent
any amount in CSR activities since the Company has incurred losses during the previous
three (3) years eroding the entire net worth of the Company.
VIGIL MECHANISM POLICY
In terms of section 177 of the Companies Act, 2013, rules framed thereunder and
regulation 22 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015, the Company has a vigil mechanism in place for the Directors and employees of the
Company through which genuine concerns regarding various issues relating to inappropriate
functioning of the organisation can be communicated. For this purpose, the Board has a
Vigil Mechanism and the same has been uploaded on the website of the Company i.e.,
www.ankitmetal.com and available at the link
http://www.ankitmetal.com/vigil-mechanism.pdf. The policy has been constituted under the
guidance of the Chairman of the Audit Committee. During the year under review, there has
been no incidence reported which required action by the Audit Committee.
PERFORMANCE/BOARD EVALUATION
In pursuance to section 134 of the Companies Act, 2013 read with rule 8 of the
Companies (Accounts) Rules, 2014 and SEBI (LODR) Regulations, 2015, the Nomination and
Remuneration Committee adopted a formal mechanism for evaluating the performance of the
Board of Directors as well as that of its Committees and individual Directors, including
Chairman of the Board, Key Managerial Personnel/ Senior Management etc.
The Board has carried out an annual evaluation of its own performance, the directors
individually as well as the evaluation of the functioning of various Committees based on
various parameters such as composition of the Board, experience, competencies,
contribution towards accurate financial reporting, strategic guidance, risk mitigation,
internal controls, governance, leadership and talent development, managing external
stakeholders, governance issues, etc. The Independent Directors also carried out the
evaluation of the Chairman and the Non-Independent Directors, the details of which are
covered in the Corporate Governance Report.
CORPORATE GOVERNANCE
The Company is committed to maintain the highest standards of Corporate Governance and
adhere to the Corporate Governance requirements set out in regulation 34(3) read with
schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015. The Corporate Governance Report as stipulated under the above regulation forms an
integral part of this Annual Report.
MANAGEMENT DISCUSSION AND ANALYSIS
Management's Discussion and Analysis for the year under review, as stipulated under
regulation 34(3) read with schedule V of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, is presented in a separate section forming part of this
Annual Report.
CEO/CFO CERTIFICATION
As required by regulation 34(3) read with schedule V of the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015, the CEO/CFO certification has been
submitted to the Board and forms an integral part of this Annual Report.
COMPLIANCE WITH SECRETARIAL STANDARDS
During the financial year, the Company has complied with applicable Secretarial
Standards issued by the Institute of Company Secretaries of India (ICSI).
AWARDS & ACHIEVEMENTS
During the year under review the Company has not received any awards.
GREEN INITIATIVES IN CORPORATE GOVERNANCE
The Company welcomes and supports the 'Green Initiative' undertaken by the Ministry of
Corporate Affairs, Government of India, enabling electronic delivery of documents
including the Annual Report to shareholders at their e-mail address previously registered
with the DPs/Company/RTAs. Those holding shares in demat form can register their e-mail
address with their concerned DPs.
The Company has made the arrangement with Depositories/RTA for updating the email
address of the concerned shareholders for supply of Annual Report in electronics means due
to non-printing of Annual Report physically.
To support the 'Green Initiative', the members who have not registered their e-mail
addresses are requested to register the same with Registrar and Share Transfer
Agent/Depositories for receiving all the communications including Annual Report, Notices,
Circulars etc. from the Company electronically.
Pursuant to the MCA Circulars and SEBI Circular, the Notice of the 21st AGM
and the Annual Report of the Company for the financial year ended 31st March, 2023
including therein the Audited Financial Statements for the year 2022-23, are being sent
only by email to the Members.
OTHER DISCLOSURE REQUIREMENTS
• The disclosures and reporting with respect to issue of equity shares with
differential rights as to dividend, voting or otherwise is not applicable as the Company
has not issued any such shares during the reporting period.
• The disclosures and reporting on issue of shares (including sweat equity shares
and issue of shares under Employees Stock Option Scheme) to employees of the Company under
any scheme are not applicable as the Company has not issued any such shares during the
reporting period.
• As far as possible, the Company has complied with the applicable provisions of
Secretarial Standards SS-1 and SS-2.
• There is no change in the nature of the business of the Company.
APPRECIATION
The Directors wish to extend their thanks and appreciation for the valuable and
continued support received from the Shareholders, Company's Bankers, Central and State
Government Authorities, Stock Exchange(s), Depository Participants (DP's) and all other
Business Associates for the growth of the organisation.
The Directors also wish to place on record their deep appreciation to all the employees
for their commitment and continued contribution to the Company.
ANNEXURE FORMING PART OF THE DIRECTORS REPORT
The Annexures referred to in this Report and other information which are required to be
disclosed are annexed herewith and forms part of the Directors Report:
| Annexure |
Particulars |
| I |
Secretarial Audit Report (Form MR 3). |
| II |
Secretarial Compliance Report. |
| III |
Particulars of Employees. |
| IV |
Prescribed particulars of Conservation of Energy, Technology, Absorption and Foreign
Exchange Earnings and Outgo. |
| V |
Particulars of Contract or Arrangements with Related Parties (Form AOC 2). |
| VI |
List of Insolvency and Bankruptcy Code, 2016. |
|
For and on behalf of the Board of Directors |
|
Ankit Metal & Power Limited |
|
Subham Bhagat |
|
Chairman cum Managing Director (DIN: 09070773) |
| Place: Kolkata |
|
| Date: 14th August, 2023. |
|
