To,
The Shareholders,
ASHISH POLYPLAST LIMITED
Ahmedabad
We have great pleasure in presenting Thirty First Annual Report on the working of the
company together with the Annual Accounts for the year ended on 31st March 2025 and trust
that the same will meet your approval.
1 FINANCIAL RESULTS
| Particulars |
2024-25 |
2023-24 |
|
Amount in Lakhs |
Amount in Lakhs |
| Sales & Other Income |
1,614.66 |
1,669.71 |
| Profit/(Loss) before Depreciation and |
67.11 |
125.92 |
| Less: Depreciation |
29.03 |
28.39 |
| Less: Exceptional Items |
- |
- |
| Profit/(Loss) before Tax |
38.08 |
97.54 |
| Less: Provision for taxation |
13.31 |
13.38 |
| Profit/(Loss) after taxation |
24.78 |
84.16 |
| Other Comprehensive Income |
(1.16) |
(0.89) |
| Total Comprehensive Income |
23.62 |
83.27 |
| Add: Balance of last year brought |
299.63 |
216.36 |
| Balance Profit/(Loss) available for |
323.25 |
299.63 |
| Less: Transfer to General Reserve |
- |
- |
| Proposed Dividend |
- |
- |
| Dividend Distribution Tax |
- |
- |
| Balance Profit/(Loss) Carried to |
323.25 |
299.63 |
2 COMPANY'S PERFORMANCE
The sales turnover of the company amounted to Rs. 1,601.44 Lakhs in the current year as
compared to Rs.1,594.13 Lakhs in the previous year which shows an increase of about 0.46%.
The company has earned net profit after tax of Rs.23.62 Lakhs during the year as against
Rs.83.27 Lakhs in last year. Profit Before Depreciation and tax and before exceptional
items (PBDT) is Rs. 67.11 Lakhs during the Current year as against Rs.125.92 Lakhs in last
year. Your Directors are making constant efforts for increasing the business of the
company.
3 CAPITAL STRUCTURE
During the year under review, the company has neither issued nor bought back shares.
The Capital of the company remains same as under.
| Authorized Share Capital |
Rs.3,75,00,000 divided into 37,50,000 shares of Rs. 10 each |
| Issued Share Capital |
Rs.3,50,00,000 divided into 35,00,000 shares of Rs. 10 each |
| Paid Up Share Capital |
Rs.3,39,75,000 divided into 33,97,500 shares of Rs. 10 each |
The Capital of the Company consist only of equity shares.
4 DIVIDEND
Your Directors do not recommend dividend for the year under review, in order to
strengthen the long term resources of the Company.
5 TRANSFER TO RESERVES
The Company has not transferred any amount to reserves.
6 LISTING AT STOCK EXCHANGE
The Equity Shares of the Company are listed on Bombay Stock Exchange Limited (BSE).
7 MATERIAL CHANGES BETWEEN THE END OF THE FINANCIAL YEAR AND DATE OF THE BOARD REPORT
There have been no material changes and commitments, affecting the financial position
of the Company which have occurred between the end of the financial year of the Company to
which the financial statements relate and the date of the report.
8 SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS
IMPACTING THE GOING CONCERN STATUS AND COMPANY'S OPERATIONS IN FUTURE
During the year under review there have been no such significant and material orders
passed by the regulators or courts or tribunals impacting the going concern status and
company's operations in
9 SUBSIDIARIES OR JOINT VENTURES OR ASSOCIATES
As on March 31 2025 the company does not have any subsidiary or joint venture or
associate.
10 RISK MANAGEMENT POLICY
The Company has in place a dynamic Risk management framework for a systematic approach
to control risks as the framewrok identifies, evaluates business risks and oppurtunities
and seeks to create transparency and minimize adverse impact on the business The Risk
Management Process is appropriately handled by functional heads. As on Date, the comany
envisage risks which could
11 CORPORATE SOCIAL RESPONSIBILITY
The Company is not required to constitute a Corporate Social Responsibility Committee
as it does not fall within the purview of Section 135 (1) of the Companies Act, 2013 and
hence it is not required to formulate policy on corporate social responsibility.
12 DIRECTORS
The composition of Board of Directors is well balanced with a view to manage the
affairs of the Company efficiently and professionally.
| Name of Director |
Status |
Category |
| Ashish D. Panchal |
Managing Director |
Non-Independent and Executive |
| Kantaben D. Panchal |
Director |
Non-Independent and Non-Executive |
| Pankajkumar R Parmar* |
Director |
Independent and Non-Executive |
| Rakesh N Panchal* |
Director |
Independent and Non-Executive |
| Khusboo Fenil Kansara |
Director |
Independent and Non-Executive |
| Shrikant K Priyadarshi* |
Director |
Independent and Non-Executive |
The Independent Director of the Company furnished a declaration at the time of his
appointment that he qualifies the tests of his being independent as laid down under Clause
16(1)(b).The attendance record of the Directors at the Board Meeting held during the
financial year ended on 31st March, 2025 and the last Annual General Meeting (AGM).
As per section 152 of the Companies Act, 2013 and clause 110 of Article of Association
of the Company Mrs. Kantaben Panchal is liable to retire by rotation and being eligible,
offers himself for re-
*During the year under review, Mr. Rakeshbhai N. Panchal has been resigned as an
Independent Director of the Company w.e.f 31st July, 2024 due to completion of his tenure
and in his place Mr. Pankajkumar Ramanbhai Parmar has been appointed as an additional
Independent director w.e.f. 31.07.2024 for a term of five years. Subsequently, his
appointment was regularised by the shareholders at the Annual General Meeting held on 11th
September, 2024. and Mr. Pankajkumar Ramanbhai Parmar resigned as an Independent Director
of the Company with effect from 03rd October, 2024. In his place, Mr. Shrikant K
Priyadarshi was appointed as an Additional Independent Director with effect from 03rd
October, 2024, for a term of five years.
13 DIRECTORS' RESPONSIBILITY STATEMENT
As per the provisions of Sub section 3(c) of Section 134 (5) of the Companies Act 2013
the Directors hereby state and confirm that:
1 in the preparation of the Annual Accounts, the applicable accounting standards have
been followed and that no material departures have been made from the same;
2 they have 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 the end of the financial year and of the profit
of the Company for that
3 they have taken proper and sufficient care for the maintenance of adequate accounting
records in accordance with the provisions of the Act for safeguarding the assets of the
Company and for preventing and detecting fraud and other irregularities;
4 they have prepared the Annual Accounts on a going concern basis.
5 they had laid down internal financial controls to be followed by the Company and that
such internal financial controls are adequate and were operating effectively.
6 they had devised proper systems to ensure compliance with the provisions of all
applicable laws and that such systems were adequate and operating effectively.
14 DECLARATION OF INDEPENDENT DIRECTORS
The Company do have formation of board as per Companies Act, 2013 as well as per
Listing Agreement and SEBI Listing Obligations (Disclosures & Requirements)
Regulations, 2015 all the independent director attending the meetings of the Company and
have given declaration to the Company stating their independence pursuant to Section
149(6) of the Companies Act, 2013. There The Inde pendent Directors have met once in the
FY 2024-2025. The detads of attendance are as under:
| Sr No |
Date of the Meeting |
| 1 |
25th April, 2024 |
| Name of the Members |
Designation |
Meetings Attended during |
| Rakeshbhai N. Panchal |
Independent and Non-Executive |
1 |
| Khusboo Fenil Kansara |
Independent and Non-Executive |
1 |
15 NUMBER OF MEETINGS OF THE BOARD:-
Six Meetings of the Board were held during the year as mentioned below :
| Sr No |
Date of the Board Meeting |
Sr No |
Date of the Board Meeting |
| 1 |
25th April, 2024 |
4 |
03rd October, 2024 |
| 2 |
18th July, 2024 |
5 |
13th November, 2024 |
| 3 |
31st July, 2024 |
6 |
11th February, 2025 |
The Board meets at least once in every quarter to review and approve the quarterly
financial result on compliance with Regulation 33 of SEBI Listing Obligations (Disclosures
& Requirements) Regulation, 2015.
Details of the Directors who attended Board meeting and General Meeting for the Year
2024-25
Name of the Director |
Designation |
No. Of Board Meetings attended |
Attendance at Last AGM |
| Ashish D. Panchal |
Managing Director |
6 |
11.09.2024 |
| Kantaben D. Panchal |
Director |
6 |
11.09.2024 |
| Mr. Rakeshbhai N. Panchal |
Director |
3 |
- |
| Mrs. Khusboo Fenil Kansara |
Director |
6 |
11.09.2024 |
| Mr. Pankajkumar R Parmar |
Director |
2 |
11.09.2024 |
| Mrs. Shrikant K Priyadarshi |
Director |
3 |
- |
16 AUDIT COMMITTEE MEETINGS:
The Formation of the Audit Committee is as per the Section 177 of the Companies Act,
2013. During the Year under review the committee has meet four times as mention below.
Sr No |
Date of the Meeting |
Sr No |
Date of the Meeting |
| 1 |
25th April, 2024 |
3 |
13th November, 2024 |
| 2 |
31st July, 2024 |
4 |
11th February, 2025 |
Name of the Members |
Designation |
Category |
Meetings Attended during the Year |
| Ashish D. Panchal |
Non-Independent and Executive |
Member |
4 |
| Mrs. Khusboo Fenil Kansara |
Independent and Non-Executive |
Chairman |
4 |
| Mr. Rakeshbhai N. Panchal |
Independent and Non-Executive |
Member |
2 |
| Mr. Pankajkumar R Parmar |
Independent and Non-Executive |
Member |
1 |
| Mrs. Shrikant K Priyadarshi |
Independent and Non-Executive |
Member |
2 |
17 NOMINATION AND REMUNERATION COMMITTEE MEETINGS:
The Formation of the Nomination and Remuneration Committee is as per the Section 178 of
the Companies Act, 2013. During the Year under review the committee has meet one time as
mentioned
Sr No |
Date of the Meeting |
Sr No |
Date of the Meeting |
| 1 |
18th July, 2024 |
2 |
03rd October, 2024 |
Name of the Members |
Designation |
Category |
Meetings Attended during the Year |
| Khusboo Fenil Kansara |
Independent and Non-Executive |
Chairman |
2 |
| Kantaben D. Panchal |
Non-Independent and Non-Executive |
Member |
2 |
| Shrikant K Priyadarshi |
Independent and Non-Executive |
Member |
1 |
| Rakesh N Panchal |
Independent and Non-Executive |
Member |
1 |
18 REMUNERATION POLICY :
The Company has adopted Remuneration policy in which the criteria for appointment of
independent director, executive and non-executive directors are mentioned along with the
payment of remuneration and sitting fees to the director. Further, criteria for making
payment, if any, to nonexecutive directors are provided under the Nomination and
Remuneration Policy of the Company which is hosted on the website of the Company viz;
www.ashishpolyplast.com.
19 STAKEHOLDERS RELATIONSHIP COMMITTEE:
To comply with the provisions of Companies Act, company has formed Stakeholders
Relationship Committee. The object of the committee to look into complaints if any and
redress the same eBxepsei deitsi,otuhselyc. ommittee approves, if any, allotment, transfer
& Transmission of shares, Debentures, issue of any new certificates on split consolidation \ renewal etc.as may be referred to it. Details of the Said Committee
meeting are mentioned below:
| Sr No |
Date of the Board Meeting |
Sr No |
Date of the Board Meeting |
| 1 |
25th April, 2024 |
3 |
13th November, 2024 |
| 2 |
31st July, 2024 |
4 |
11th February, 2025 |
| Name of the Director |
Designation |
Category |
Meetings Attended during the Year |
| Kantaben D. Panchal |
Non-Independent and Non-Executive |
Member |
4 |
| Rakesh N Panchal* |
Independent and Non-Executive |
Chairman |
2 |
| Khusboo Fenil Kansara |
Independent and Non-Executive |
Member |
4 |
| Pankajkumar R Parmar |
Independent and Non-Executive |
Member |
1 |
| Shrikant K Priyadarshi* |
Independent and Non-Executive |
Chairman |
2 |
20 DISCLOSURE OF DEMAT SUSPENSE ACCOUNT / UNCLAIMED SUSPENSE ACCOUNT:
With the advent of the new Securities & Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations, 2015 , the listed entities are
required to make disclosure in the Annual Report about the details of share in Demat
Suspense Account / Unclaimed Suspense Account. The Details of the same is mentioned below:
| Aggregate number of shareholders and the outstanding shares in the
Suspense Account lying at the beginning of the year |
NIL |
| Number of shareholders who approached listed entity for transfer of
shares from suspense account during the |
NIL |
| Numbers of shareholders to whom shares were transferred from suspense
account during the year. |
NIL |
| Aggregate number of shareholders and the outstanding shares in the
suspense account lying at the end of the |
NIL |
| yTehaer .voting rights on these shares shall remain frozen till the
rightful owner of such shares claims the shares |
Not Applicable |
21 BOARD EVALUATION
Persuant to the provisions of the Companies Act, 2013 and SEBI (LODR) Regulations,
2015, a structured qustionnaire was prepared after taking into consideration of the
various aspects of the board functions, composition of the board amd its committees,
culture, execution and performance of
The perfomance evaluation of the independent Directors was completed. The perfomance
evaluation of the chairman and the Non-Independent Directors was carried out by the
Independent Directors. The Board to Directors expressed their satisfaction with the
evaluation process.
22 DIRECTOR'S REMUNERATION POLICY AND CRITERIA FOR MATTERS COVERED UNDER SECTION 178 OF
COMPANIES ACT, 2013
The Company has constituted a Nomination and Remuneration Committee under Section
178(1) of the Companies Act, 2013 which determines Directors' remuneration policy and
criteria for determining qualifications, positive attributes, independence of a Director
and other matters provided under Sub - Section (3) of Section 178.
23 PARTICULARS OF EMPLOYEES
The information required under section 197 of the Act read with rule 5(1) of the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are given
below:
There was no employee drawing remuneration of Rs. 8,50,000/ per month or Rs.
1,02,00,000/ per year. The Board of Directors wishes to express its appreciation to all
the employees of the company
24 KEY MANAGERIAL PERSONN EL APPOINTED DURING THE YEAR
During the year under review, Mrs. Aayushi Parth shah (Formaly Aayushi Soni) has
resigned from the post of Company secretary and compliance officer of the company w.e.f
08th July, 2024 and Mrs. Dipti Sharma has been appointed in her place as company secretary
and compliance officer of the company w.e.f. 18.07.2024.
25 CHANGES IN NATURE OF BUSINESS
There is no change in the nature of the business of the Company done during the year.
26 PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186 OF THE COMPANIES
ACT 2013.
During the year under review, the Company has not advanced any loans / given guarantees
/ made investments covered under the provisions of Section 186 of the Companies Act, 2013.
27 CORPORATE GOVERNANCE REPORT
This is to certify that in order to comply with SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015, read with, Regulation 15 (2) (a) of Chapter IV
of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 the Paid up
capital of the Company ASHISH POLYPLAST LIMITED is not exceeding Rs. 10 Crores i.e. Rs.
3,39,75,000/- (Rupees Three Crore Thirty Nine Lacs Seventy Five Thousand only) and the Net
worth is less than Rs. 25 Crores i.e. Rs. 6,48,12,754/- (Rupees Six Crore Fourty Eight
Lakhs Twelve Thousand Seven Hundred Fifty Four Only) as on the last day of the previous
financial year i.e. 31st March, 2024. Therefore it is not required to submit Report on
Corporate Governance.
28 DEPOSITS
The company has not invited or accepted any fixed deposit from public during the year
under review 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.
29 AUDITORS STATUTORY AUDITOR
M/s. M. R. Pandhi & Associates, Chartered Accountants, Ahmedabad (Firm Regn. No.
112360W) were appointed as the Statutory Auditors of the Company in the annual general
meeting held on 30.09.2022 for a term of five years from 1st April 2022 upto 31st March
2027.
SECRETARIAL AUDITOR
The Board has appointed M/s. Kamlesh M Shah & Co., Practising Company Secretary to
conduct Secretarial Audit for the financial year under review. The Secretarial Audit
Report for the financial Year ended 31st March, 2025 is annexed herewith marked as
Annexure A to this Report.
30 REPORTS OF STATUTORY AUDITORS AND SECRETARIAL AUDITORS
The Auditor's Report and Secretarial Auditors' Report does not contain any
qualifications, reservations or adverse remarks except mentioned below and is annexed to
this report as “Annexure-A”.
1 Mr.Shrikant Kodarlal Priyadarshi was appointed as an Additional Director in the
category of Non-Promoter Non-Executive as an Independent Director on 03rd October, 2024.
His regular appointment was required to be confirmed at the next general meeting or within
a time period of three months from the date of appointment,whichever is earlier from the
date of his appointment as per SEBI (LODR) 2015. However the same is still pending and
will be confirmed at ensuing AGM.
Directors Clarification on the above point as an addendum to the Director's Report:
1 The Company has appointed Mr. Shrikant Kodarlal Priyadarshi (DIN: 10797040) as
Additional Director on 03rd October, 2024 as Non-Executive Independent Director. His
appointment will regularized by the Company in the 31st Annual General Meeting.
31 EXTRACT OF THE ANNUAL RETURN
In terms of Section 92(3) of the Companies Act, 2013 and Rule 12 of the Companies
(Management and Administration) Rules, 2014, the annual return of the company is available
on the website of the company at the link : http://www.ashishpolyplast.com/
32 DEPOSITORIES
The company is registered with both National Securities Depositories Ltd (NSDL) and
Central Depository Services (India) Ltd. (CDSL). The shareholders can take advantage of
holding their scripts in dematerialized mode.
33 INTERNAL CONTROL SYSTEM
The Company has internal control system commensurate to the size of its operations.
Your company's Statutory Auditors have confirmed the adequacy of internal control system.
34 CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION & FOREIGN EXCHANGE EARNINGS AND
OUTGO :-
Information on conservation of energy, technology absorption and foreign exchange
earnings and outgo are required to be given pursuant to section 134 for the Companies Act,
2013 read with Companies (Accounts) Rules, 2014 regarding in the statement annexed as
Annexure B hereto forming
35 MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL
The detailed analysis of the operating performance of the Company for the year, the
state of affairs and the key changes in the operating environment have been included in
the Management Discussion and Analysis Section which forms a part of the Annual Report.
(Annexure C)
36 RELATED PARTY TRANSACTIONS
There were no related party transactions entered into by the company during the
financial year, which attracted the provisions of Section 188 of the Companies Act, 2013.
There are no details to be disclosed pursuant to section 134 (3) (h) of the Act read with
rule 8 (2) of the Companies (Accounts) Rules, 2014 in Form AOC - 2 in that regard.
A copy of the related party policy for dealing with related party transactions is
availaible on the website of the company. Transactions with the related party are
disclosed in detail in note no.36 and annexed to the financial statements for the year.
All the related party transactions are duly approved by audit committee as required
under the provisions of the Companies Act, 2013 as well as the related party policy of the
company.
37 WEBSITE:
As per the Regulation 46 of SEBI (LODR) Regulations, 2015 to the extent applicable, the
Company has maintained a functional website www.ashishpolyplast.com which has all the
details i.e. details of its business, financial information, shareholding pattern, contact
information of the designated officials of the Company who are responsible for assisting
and handling investor grievances, details of agreements entered into with the media
companies and/or their associates, etc.The contents of the said website are updated on
regular basis.
38 VIGIL MECHANISM / WHISTLE BLOWER
The Company has established a “Whistle Blower and Vigil Mechanism Policy” for
Directors and employees to report the genuine concerns. The provisions of this policy are
in line with the provisions of Section 177(9) of the Companies Act, 2013 and the SEBI
(LODR) Regulations, 2015. The board has approved a policy for vigil mechanism which has
been hosted on the website of the Company. The weblink for the same is
www.ashishpolyplast.com.
39 REMUNERATION RATIO OF THE DIRECTORS / KEY MANAGERIAL PERSONNEL (KMP) / EMPLOYEES
1.Details pertaining to remuneration as required under Section 197(12) of the Companies
Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial
Personnel)
i The ratio of the remuneration of each Director to the Median Remuneration of the
Employees of the Company for the FY 2024-25 and
ii The percentage increase in remuneration of each Director, Chief Financial Officer,
Chief Executive Officer, Company Secretary or Manager, if any, in the Financial Year
| Sr no |
Name |
Designation |
Remuneration paid in F.Y 2024-25 Rs in Lakhs |
Remuneration paid in F.Y 2023-24 Rs in Lakhs |
Increase in remuneration from previous years Rs in Lakhs |
Ratio / Times per median of the employee remuneratio |
| 1 |
Ashish D Panchal |
Managing Director |
21.19 |
16.20 |
4.99 |
8.99 |
| 2 |
Knataben Panchal |
Director |
- |
- |
- |
- |
| 3 |
Shrikant K Priydarshi |
Independent Director |
- |
- |
- |
- |
| 4 |
Khusboo Fenil Kansara |
Independent Director |
- |
- |
- |
- |
| 5 |
Kalpesh N Kansara |
CFO |
4.21 |
4.01 |
0.20 |
1.79 |
| 6 |
Aayushi Parth Shah |
Company Secretary (upto 08.07.2024) |
0.90 |
2.93 |
(2.03) |
0.38 |
| 7 |
Dipti Sharma |
Company Secretary (upto 18.07.2024) |
1.80 |
|
1.80 |
0.76 |
iii Median Remuneration of Employees (MRE) of the Company is Rs. 2.36 Lakhs for the
Financial Year2024-25.
iv There was 15 permanent employee on the rolls of the Company during the year ended
31st March, 2025.
v Average percentage increase made in the salaries of employees other than the
managerial personnel in the last Financial Year was 7%. Average percentage increase made
in the salary of the managerial personnel in the last Financial Year-N.A
vi Affirmed that the remuneration as per the Nomination Policy of the Company
vii There is no variable component in remuneration of Directors of the Company.
viii The ratio of the remuneration of the highest paid director to that of the
employees who are not directors but receive remuneration in excess of the highest paid
director during the year - N.A.
ix It is hereby affirmed that the remuneration paid is as per the Remuneration Policy
of the
40 POLICY ON PROTECTION OF WOMEN AGAINST SEXUAL HARRASEMENT AT WORK
The Company is commited to creating a healthy & conductive working environment that
enables women to work without fear of prejudice, gender bias and sexual harrasement and/or
any such orientation in implicit or explicit form. The Company considers sexual harassment
as gross misconduct. Pursuant to the provisions of " The Sexual Harassment of Women
at Workplace ( Prevention , Prohibition and Redressal) Act, 2013 " and the rules made
thereunder, the company has adopted a " Policy on Protection of Women against Sexual
Harrasement at Work Place ". Through this policy the Company Seeks to provide
protection to its women employees against sexual harassement at work place and thereby
provide mechanism for redressal of complaints relating to months
41 CAUTIONARY STATEMENT
Statements in the Director's Report and the Management Discussion and Analysis
describing the Company's objectives, expectations or predictions, may be forward looking
within the meaning of applicable Securities Laws and Regulations. Actual results may
differ materially from those expressed in this statement. Important factors that could
influence the Company's operations include global and domestic demand and supply
conditions affecting selling prices, in capacity additions, availability of critical
materials and their cost, change in Government's Policies and tax laws, economic
development
42 ACKNOWLEDGEMENT
The Board takes the opportunity to thank for the continued support received from Banks
and government authorities. Your Directors also acknowledge the support received by the
Company from its suppliers of goods & services, agents, dealers, shareholders and
other agencies associated with the Company.
|
On behalf of the Board |
|
|
For Ashish Polyplast Limited |
|
|
Ashish D. Panchal |
Kantaben D. Panchal |
|
Chairman & Managing Director |
Director |
| Ahmedabad, 21st May, 2025 |
Din : 00598209 |
Din : 00598256 |
