To,
The Shareholders,
ASHISH POLYPLAST LIMITED
Ahmedabad
We have great pleasure in presenting Thirty Second Annual Report on the working of the
company together with the Annual Accounts for the year ended on 31st March 2026 and trust
that the same will meet your approval.
1 FINANCIAL RESULTS
| Particulars |
2025-26 |
2024-25 |
|
Amount in Lakhs |
Amount in Lakhs |
| Sales & Other Income |
1,502.57 |
1,614.66 |
| Profit/(Loss) before Depreciation and |
43.45 |
67.11 |
| Less: Depreciation |
24.97 |
29.03 |
| Less: Exceptional Items |
- |
- |
| Profit/(Loss) before Tax |
18.49 |
38.08 |
| Less: Provision for taxation |
5.45 |
13.31 |
| Profit/(Loss) after taxation |
13.03 |
24.78 |
| Other Comprehensive Income |
(1.25) |
(1.16) |
| Total Comprehensive Income |
11.78 |
23.62 |
| Add: Balance of last year brought |
325.22 |
301.61 |
| Balance Profit/(Loss) available for |
337.00 |
325.22 |
| Less: Transfer to General Reserve |
- |
- |
| Proposed Dividend |
- |
- |
| Balance Profit/(Loss) Carried to Balance |
337.00 |
325.22 |
2 COMPANY'S PERFORMANCE
The sales turnover of the company amounted to Rs. 1,502.06 Lakhs in the current year as
compared to Rs.1,601.44 Lakhs in the previous year which shows an decrease of about 6.21%.
The company has earned net profit after tax of Rs.11.78 Lakhs during the year as against
Rs.23.62 Lakhs in last year. Profit Before Depreciation and tax and before exceptional
items (PBDT) is Rs. 43.45 Lakhs during the Current year as against Rs.67.11 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 future.
9 SUBSIDIARIES OR JOINT VENTURES OR ASSOCIATES
As on March 31, 2026 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 threaten the existence of the company.
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 |
| 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 Mr. Ashish Panchal is liable to retire by rotation and being eligible,
offers himself for re-appointment.
*Mr. Shrikant K. Priyadarshi was appointed as an Additional Independent Director of the
Company with effect from 03 October 2024 for a term of five years. During the year under
review, his appointment as an Independent Director was regularised by the members at the
Annual General Meeting held on 27 September 2025.
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 period; 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 has been no change in the circumstances which The
Independent Directors have met once in the FY 2025-2026. The details of attendance are as
under:
| Sr No Date of the Meeting |
|
|
| 1 21-May-25 |
|
|
| Name of the Members |
Designation |
Meetings Attended during the Year |
| Shrikant K Priyadarshi |
Independent and Non-Executive |
1 |
| Khusboo Fenil Kansara |
Independent and Non-Executive |
1 |
15 NUMBER OF MEETINGS OF THE BOARD:-
Four 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 |
21st May, 2025 |
3 |
11th November, 2025 |
| 2 |
07th August, 2025 |
4 |
23rd January, 2026 |
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
2025-26
| Name of the Director |
Designation |
No. Of Board Meetings attended |
Attendance at Last AGM |
| Ashish D. Panchal |
Managing Director |
4 |
09/27/2025 |
| Kantaben D. Panchal |
Director |
4 |
09/27/2025 |
| Mrs. Khusboo Fenil Kansara |
Director |
4 |
09/27/2025 |
| Mrs. Shrikant K Priyadarshi |
Director |
4 |
09/27/2025 |
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 |
21st May, 2025 |
3 |
11th November, 2025 |
| 2 |
07th August, 2025 |
4 |
23rd January, 2026 |
| 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 |
| Mrs. Shrikant K Priyadarshi |
Independent and Non-Executive |
Member |
4 |
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 below.
| Sr No |
Date of the Meeting |
| 1 |
07th August, 2025 |
| Name of the Members |
Designation |
Category |
Meetings Attended during the Year |
| Kantaben D. Panchal |
Non-Independent and Non-Executive |
Member |
1 |
| Mrs. Khusboo Fenil |
Independent and Non-Executive |
Chairman |
1 |
| Mrs. Shrikant K Priyadarshi |
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 expeditiously.
Besides, the committee 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 |
21st May, 2025 |
3 |
11th November, 2025 |
| 2 |
07th August, 2025 |
4 |
23rd January, 2026 |
| Name of the Director |
Designation |
Category |
Meetings Attended during the Year |
| Kantaben D. Panchal |
Non-Independent and Non-Executive |
Member |
4 |
| Khusboo Fenil Kansara |
Independent and Non-Executive |
Member |
4 |
| Shrikant K Priyadarshi* |
Independent and Non-Executive |
Chairman |
4 |
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 |
| The 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 specific duties, obligations 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 for their outstanding contribution to the operation of the
company during the year.
24 KEY MANAGERIAL PERSONNEL APPOINTED DURING THE YEAR
During the year under review, Ms. Dipti Sharma has resigned from the post of Company
secretary and compliance officer of the company w.e.f 31st July, 2025 and Mrs. KRUSHI
JAINAM SANGHAVI has been appointed in her place as company secretary and compliance
officer of the company w.e.f. 07th August 2025.
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. 6,71,74,000/- approx (Rupees Six Crore Seventy
One Lakhs Seventy Four Thousand Only Approx.) as on the last day of the previous financial
year i.e. 31st March, 2025. 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, 2026 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.
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 a part of this Report.
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) Rules, 2014: i The ratio of the remuneration of each Director to the Median
Remuneration of the Employees of the Company for the FY 2025-26 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 2025-26 Rs in Lakhs |
Remuneration paid in F.Y 2024-25 Rs in Lakhs |
Increase in remuneration from previous years Rs in Lakhs |
Ratio / Times per median of the employee remuneration |
| 1 |
Ashish D Panchal |
Managing Director |
21.19 |
21.19 |
- |
9.43 |
| 2 |
Knataben Panchal |
Director |
- |
- |
- |
- |
| 3 |
Shrikant K Priydarshi |
Independent Director |
- |
- |
- |
- |
| 4 |
Krushi Jainam Sanghavi |
Company Secretary (w.e.f. 07.08.2025) |
2.24 |
- |
2.24 |
0.997 |
| 5 |
Kalpesh N Kansara |
CFO |
4.28 |
4.21 |
0.07 |
1.90 |
| 6 |
Aayushi Parth Shah |
Company Secretary (upto 08.07.2024) |
- |
0.90 |
(0.90) |
- |
| 7 |
Dipti Sharma |
Company Secretary (upto 18.07.2024) |
- |
1.80 |
(1.80) |
0.40 |
iii Median Remuneration of Employees (MRE) of the Company is Rs. 2.25 Lakhs for the
Financial Year 2024-25. iv There was 17 permanent employee on the rolls of the Company
during the year ended 31st March, 2026. 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 Company.
40 POLICY ON PROTECTION OF WOMEN AGAINST SEXUAL HARRASEMENT AT WORK PLACE
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 connected therewith or
incidental thereto. No complaints received/disposed during FY 2025-26.
41 COST AUDITOR AND MAINTENANCE OF COST ACCOUNTS AND RECORDS:
The provisions of Section 148 of the Companies Act, 2013 relating to Cost Audit are not
applicable to the Company. Maintenance of cost records as specified by the Central
Government under the sub-section (1) of Section 148 of the Companies Act, 2013, is not
applicable to the Company.
THE DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND
BANKRUPTCY CODE, 2016 (31 OF 2016) DURING THE FINANCIAL
42 PERIOD:
There is no application made or any proceeding pending under the Insolvency and
Bankruptcy Code, 2016 (31 of 2016) during the period under review.
THE DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE TIME OF ONE TIME
SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR FINANCIAL
INSTITUTIONS ALONG WITH THE REASONS THEREOF
43 DURING THE FINANCIAL PERIOD
There is no such instance, hence this clause is not applicable to the company for the
period under review.
44 TRANSFER OF AMOUNTS TO INVESTOR EDUCATION AND PROTECTION FUND:
Your Company does not have any funds lying unpaid or unclaimed for a period of seven
years. Therefore, there were no funds which were required to be transferred to Investor
Education and Protection Fund (IEPF).
45 ENVIRONMENT AND SAFETY:
The Company is conscious of the importance of environmentally clean and safe
operations. The Company's policy requires conduct of operations in such a manner, so as to
ensure the safety of all concerned, compliance
46 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 of the Company and other factors which are material to the business operation
of the Company.
47 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 |
|
Din : 00598209 |
Din : 00598256 |
| Ahmedabad, 14th May, 2026 |
|
|
