Dear Stakeholders,
Your directors have pleasure in presenting the 34th Director's Report of
M/s. Ashram online.com Limited (The Company) and, along with it, the Audited Financial
statements for the financial year ended 31st March 2025.
1. Financial Highlights
The financial results of the Company for the year ended 31st March 2025 is summarized
below:
|
(Rupees in lacs) |
Particulars |
Year Ended 31st March 2025 |
Year Ended 31st March 2024 |
Income from Operations |
35.40 |
36.15 |
Non-operating Income |
34.18 |
37.37 |
Total Income |
69.57 |
73.52 |
Total Expenditure |
73.85 |
80.64 |
Profit / Loss before Depreciation, Interest and Taxation |
(4.28) |
(7.12) |
Interest & Finance Charges |
0.15 |
0.04 |
Depreciation |
1.45 |
2.13 |
Profit / Loss before Tax |
(5.88) |
(9.29) |
Prior Period Tax |
3.00 |
3.00 |
Provision for Current Taxes |
- |
- |
Provision for Deferred Taxes |
-1.88 |
- |
Profit / Loss after Tax |
(6.99) |
(12.29) |
Other Comprehensive Income |
(175.59) |
127.79 |
Transfer to Reserves |
0.00 |
0.00 |
Balance carried to Balance Sheet |
(182.59) |
115.49 |
2. Operating Results and Business Operations
During the financial year 2024 2025, your Company incurred a loss of Rs. 6.99 lakhs,
compared to a loss of Rs. 12.29 lakhs in the previous financial year 2023 2024.
3. Dividend
The Board of Directors wish to conserve the profit for future development and expansion
and hence have not recommended any dividend for the financial year 2024 - 2025
4. Transfer of Unclaimed Dividend to Investor Education And Protection Fund:
The provisions of Section 125 (2) of the companies Act, 2013 do not apply as there was
no dividend declared and paid last year.
5. Transfer To Reserves
Due to loss the Company has abstained from transfer to any reserves other than
statutory transfers.
6. Change in Nature of Business of company
There is no change in the nature of business of your company during the year under
review
7. Material Change and Commitments of the Company
There are no material changes and commitments effecting the financial position of the
company which have occurred between end of the financial year of the company to which the
financial statements relate and the date of report.
8. Particulars of Loans, Guarantees and Investment
The Company has given loans of Rs. 65.00 lacs during the F.Y. 2024 2025 under the
provisions of Section 186 of the Companies Act, 2013 and has been disclosed in the Note
No. I (e) of the Financial Statements, forming a part of this Annual Report. The Company
has not given any guarantees during the financial year 2024 - 2025.
9. Deposit from Public
The Company has neither accepted nor renewed any fixed deposits during the year. There
are no outstanding or unclaimed deposits, unclaimed / unpaid interest, refunds due to the
deposit holders or to be deposited to the Investor Education and Protection Fund as on
March 31, 2025.
10. Share Capital and Listing on Stock Exchange
Total share capital of the Company |
The paid-up Equity Share Capital as on March 31, 2025 was
Rs.12,00,00,000/-. Consisting of 1,20,00,000 equity Shares at Rs. 10/- each. No additions
and alterations to the capital were made during the financial year 2024 - 2025. |
Issue of equity shares with differential rights |
Your Company had not issued any equity shares with differential
rights during the year under review |
Issue of sweat equity shares |
Your Company had not issued any sweat equity shares during the year
under review. |
Issue of employee stock options |
Your Company has not issued any employee stock options during the
year under review. |
Provision of money by Company for purchase of its own shares by
employees or by trustees for the benefit of the employees |
Your Company has not made any provision of money for the purchase
of its own shares by employees or by trustees for the benefit of the employees during the
year under review |
Listing of Shares |
The Shares of the Company are listed in Bombay Stock Exchange
Limited having Scrip Code 526187 |
Suspension of shares from trading |
During the financial year 2024 - 2025, the shares of the Company
were not suspended from trading on the stock exchange. |
11. Subsidiaries, Associates and Joint Venture Companies
Your Company has no subsidiaries or joint ventures. There are also no associate
companies within the meaning of Section 2(6) of the Companies Act, 2013 (Act).
Further during the year, no company has become or ceased to be its subsidiaries joint
ventures or associate companies.
12 . Directors and Key Managerial Personnel, Board Composition and Independent
Directors A. Directors and Key Management Personnel
S.no |
Name of the Director |
DIN |
Designation |
Appointme nt dt |
1 |
Mrs. Sangita Tatia |
06932448 |
Executive / Promoter/ Whole Time Director |
31.07.2014 |
2 |
Mr. Tatia Jain Pannalal Sampathlal |
01208913 |
Non Executive / Non Independent / Promoter Director
Non Executive / Independent |
13.11.2018 |
3 |
Mr. V. Ramasubramanian |
07666326 |
Director Non Executive / Independent |
31.10.2016 |
4 |
Mr. M. Palanivel |
07743785 |
Director |
31.10.2016 |
There has been no change in the constitution of Board during the year under review,
i.e. the structure of the Board remains the same.
13. Appointment / Re Appointment of Directors
In accordance with the provisions of section 152 of the companies Act 2013 and the
Articles of Association of the Company, Mrs. Sangita Tatia Whole Time Director of the
Company and Mr. Tatia Jain Pannalal Sampathlal, Non-executive Directors of your Company,
are liable to retire by rotation at the AGM and, being eligible, have offered themselves
for re-appointment. Brief profiles of Mrs. Sangita Tatia and Mr. Tatia Jain Pannalal
Sampathlal, are provided in the Corporate Governance Report
14. Key Management Personnel of the Company Are As Under
The following persons have been designated as the Key Managerial Personnel of the
Company pursuant to Sections 2(51) and 203 of the Companies Act, 2013 read with the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.
S.no |
Name |
Designation |
1 |
Mrs. Sangita Tatia |
Chairman and Whole Time Director |
2 |
Mr. M. Thadhalingam |
Chief Financial Officer |
3 |
Mr. Raghuvender |
Company Secretary cum compliance officer |
15. Independent Directors' Declaration
The Independent Directors of the Company have submitted declaration of Independence
confirming that they meet the criteria of independence under Section 149(6) of the
Companies Act, 2013 and Listing Regulations.
All the Independent Directors of the Company have also confirmed that they are not
aware of any circumstance or situation, which exist or may be reasonably anticipated, that
could impair or impact their ability to discharge their duties with an objective
independent judgment and without any external influence and that they are independent of
the management. The Board is of the opinion that the Independent Directors of the Company
possess requisite qualifications, experience and expertise and they hold highest standards
of integrity.
16. Annual Performance Evaluation by the Board
The Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 (the Listing Regulations) stipulate the evaluation of the
performance of the Board, its Committees, Individual Directors and the Chairperson. The
Company has formulated a Policy for performance evaluation of the Independent Directors,
the Board, its committees and other individual Directors which includes criteria for
performance evaluation of the Non-Executive Directors and Executive Directors.
The evaluation framework for assessing the performance of Directors comprises various
key areas such as attendance at Board and Committee Meetings, quality of contribution to
Board discussions and decisions, strategic insights or inputs regarding future growth of
the Company and its performance, ability to challenge views in a constructive manner,
knowledge acquired with regard to the Company's business/activities, understanding of
industry and global trends, etc.
The evaluation involves self-evaluation by the Board Member and subsequent assessment
by the Board of Directors. A member of the Board will not participate in the discussion of
his/her evaluation. Pursuant to the provisions of the Companies Act, 2013 and Regulation
17 of the Listing Regulations, the Board has carried out an annual evaluation of its own
performance and that of its committees as well as performance of the Directors
individually (including Independent Directors). The evaluation process was based on the
affirmation received from the Independent Directors that they met the independence
criteria as required under the Companies Act, 2013, and the Listing Regulations.
A separate exercise was carried out by the Nomination and Remuneration Committee of the
Board to evaluate the performance of individual Directors who were evaluated on several
parameters such as level of engagement and contribution, independence of judgment
safeguarding the interest of the Company and its minority shareholders and knowledge
acquired with regard to the Company's business/activities. The performance evaluation of
the Non-Independent Directors and the Board as a whole was carried out by the Independent
Directors. The performance evaluation of the Chairman of the Company was also carried out
by the Independent Directors, taking into account the views of the Executive Directors and
Non-Executive Directors.
The performance evaluation of the Independent Directors was carried out by the entire
Board excluding the Director being evaluated. The outcome of the Board Evaluation for the
Financial Year 2024- 2025 was discussed by the Nomination and Remuneration Committee and
the Board at their respective meetings held in May 2025. Qualitative comments and
suggestions of Directors were taken into consideration by Chairman of the Board and
Chairman of the Nomination and Remuneration Committee. The Directors have expressed their
satisfaction with the evaluation process. Details of the policy on evaluation of Board's
performance is available on the Company's website at www.ashramonline.in
17. Related Parties Transactions
Pursuant to the amendment in SEBI Listing Regulations, during the year under review,
Audit Committee has approved amendments to the existing Related Party Transactions Policy
of the Company including the limits that will constitute material modification of an
approved RPT, and the same is available on the Company's website, www.ashramonline.in.
All related party transactions during F.Y. 2024 - 2025 were in the ordinary course of
business and at arm's length terms. During FY 2024 - 2025, Audit Committee has reviewed on
quarterly basis the related party transactions of the Company against the omnibus approval
accorded by Audit Committee. During F.Y. 2024 - 2025, The particulars of contracts or
arrangements with related parties referred to in Section 188(1) and applicable rules of
the Companies Act, 2013, in Form AOC-2, are provided as an Annexure 1 to this
report.
Related party transactions during F.Y. 2024 - 2025 were in compliance with the
Companies Act, 2013, SEBI Listing Regulations and Accounting Standards and are disclosed
in the notes forming part of the financial statements. Further, the Company has not
entered any other transaction of a material nature with the Promoters, Directors, Key
Managerial Personnel or their relatives etc. that may have potential conflict with the
interests of the Company.
18. Management Discussion and Analysis
In compliance with Regulation 34 of the SEBI (Listing Obligations and Disclosure
Requirements) Regulation, 2015, a detailed analysis of the Company's performance is
discussed in the Management Discussion and Analysis Report, which forms part of this
Annual Report. Annexure 2
19. Policy of Directors Appointment and Remuneration
The Nomination and Remuneration Policy is in place laying down the role of NRC,
criteria of appointment, qualifications, term / tenure, etc. of Executive Directors &
Independent Directors, annual performance evaluation, remuneration of Executive Directors,
Non-Executive/ Independent Directors, Key Managerial Personnel and Senior Management, and
criteria to determine qualifications, positive attributes and independence of Director.
NRC policy is available on the Company's website, at www.ashramonline.in.
20. Familiarization Program for Independent Directors
As stipulated by Section 149 read with Schedule IV, Part III of the Companies Act, 2013
and Regulation 25 of the Listing Regulations, The Company has formulated a policy on
familiarization program for independent directors' Further, the Company also
familiarizes its Independent Directors on their roles, rights, responsibilities, nature of
the industry in which the Company operates, business model of the Company, etc. The
familiarization program for Independent Directors is disclosed on the Company's website at
www.ashramonline.in
21. Other Disclosures
During the year under review, the Company has not obtained any registration/ license /
authorization, by whatever name called from any other financial sector regulators.
22. Number of Meetings of the Board
Five (5) meetings of the Board of Directors of the Company were held during the year.
The requisite quorum was present for all the Meetings. The intervening gap between the
Meetings was within the period prescribed under the companies act, 2013, for detailed
information on the Meetings of the Board and its Committees, Please refer to the Corporate
Governance Report, which forms part of this Annual Report.
23. Statutory Compliance
The Company has been adopting the policies and requirements as mandated under various
statutes to the extent and as far as possible and shall always strive to abide by the laws
and by- laws as applicable.
24. Directors' Responsibility Statement
Pursuant to the requirement of Section 134(5) of the Companies Act 2013, the Directors
hereby confirm: a. That in the Preparation of Annual Financial statements for the
financial year ended 31st March 2025, the applicable Accounting Standards have
been followed along with proper explanation relating to material departures. b. That they
had 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 or Loss of
the Company for that period. c. That they had 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. d. They have prepared the Annual Financial Statements on a Going
Concern basis. e. That they laid down internal financial controls to be followed by the
Company and that such internal financial controls are adequate and operating properly; and
f. They have devised proper systems to ensure compliance with the provisions of all
applicable laws and that such systems were adequate and operating effectively.
25. Audit Committee
The Company has in place an Audit Committee in terms of the requirements of the Act
read with the rules made there under and Regulation 18 of the SEBI Listing Regulations.
The details pertaining to the same have been provided in Annexure 3' - Report on
Corporate Governance forming part of this Report.
26. Nomination and Remuneration Committee
The Company has in place a Nomination and Remuneration Committee (NRC) in terms of the
requirements of the Act read with the rules made there under Regulation 19 of the SEBI
Listing Regulations. The details of the same are given in Annexure 3' - Report on
Corporate Governance forming part of this Board's Report.
27. Stakeholders' Relationship Committee
The Company has in place a Stakeholders' Relationship Committee (SRC) in terms of the
requirements of the Act read with the rules made there under and Regulation 20 of the SEBI
Listing Regulations. The details of the same are given in Annexure 3' - Report on
Corporate Governance forming part of this Board's Report.
28. Disclosure on Acceptance of Recommendations Made by Board Committees
During F.Y. 2024 - 2025, various recommendations were made by the Committees to the
Board of Directors, which were all accepted by the Board, after necessary deliberations.
29. Details of Significant and Material Orders Passed by the Regulators or Courts /
Tribunal
There are no significant or material orders passed by the Regulators or Courts or
Tribunals which impacts the going concern status of the Company and its future operations.
30 . Corporate Governance Report
Your directors wish to reiterate your Company's commitment to the highest standards of
corporate governance in order to enhance trust of all its stakeholders. Strong &
robust corporate governance practices have facilitated your Company in standing up to the
continued scrutiny of domestic & international investors and that of various
Regulatory authorities. In compliance with the Regulation 34 of the SEBI (Listing
Obligations and Disclosure Requirements) Regulation, 2015, a Report on Corporate
Governance along with a Certificate from M/s. Darpan & Associates Chartered
Accountants., Statutory Auditors of the company regarding compliance with the conditions
of Corporate Governance as stipulated in Regulations 17 to 27, clauses (b) to (i) of
sub-regulation (2) of Regulation 46 and paragraphs C, D and E of Schedule V of the
Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015, forms part of the Annual Report as Annexure 3 & 5
31. Managerial Remuneration and Employees and Related Disclosures
Disclosures pertaining to remuneration and other details as required under Section
197(12) of the Act, read with Rule 5(1) of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules 2014, is given in Annexure 4 to this Report. In accordance
with the provisions of Section 197(12) of the Act read with Rules 5(2) and 5(3) of the
Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014, the names and
other particulars of employees drawing remuneration in excess of the limits, set out in
the aforesaid rules, forms part of this Report. In line with the provisions of Section
136(1) of the Act, the Report and Accounts, as set out therein, are sent to all the
Members of your Company, excluding the aforesaid information about the employees.
32. CFO Certification
As required under Regulation 17 (8) read with Part B of Schedule II of SEBI Listing
Regulations, Mr. Thadhalingam, the Chief Financial Officer (CFO) of the Company, certified
to the Board regarding the Financial Statements and internal controls relating to
financial reporting for the year ended 31st March 2024. Also, in terms of Regulation 33
(2) of SEBI Listing Regulations, Mr. Thadhalingam, the Chief Financial Officer of the
Company gave quarterly certification on financial results while placing the financial
results before the Board. Annexure 6.
33. Certificate of Non-Disqualification of Directors
Certificate of Non-Disqualification of Directors (Pursuant to Regulation 34 (3) And
Schedule V Para C Clause (10) (I) of The SEBl (Listing Obligations And Disclosure
Requirements) Regulations, 2015) has been obtained from M/s. AXN Prabhu & Associates,
Mr. AXN Prabhu, Practicing Company Secretary, M.No. 3902 COP. No 11440 which forms part of
this report as Annexure-7.
34. Internal Control System and Adequacy
The Company has adequate system of internal control in place. This is to ensure that
assets are safeguarded, and all transactions are authorized, recorded and correctly
reported. The internal audit function is empowered to examine the adequacy, relevance and
effective control system, compliance with policies, plans and statutory requirements. The
top management and the Audit Committee of the Board review the findings and recommend to
the Board for improvement on the same.
35. Audit & Auditors
S.no |
Category |
Auditors |
1 |
Statutory Auditors |
M/s. Darpan & Associates. Chartered Accountants LLP [Firm
Registration No. 016156S09] were appointed as the Statutory Auditors of your Company. |
|
|
The report of the Statutory Auditors along with notes to financial
statements for the FY 2024-25 is enclosed to this Report. |
|
|
The Auditors did not report 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. |
|
|
The Auditors have expressed an unmodified opinion in their report
on the financial statements of the Company. As regards the qualification given by the
auditor in Point No. VII Annexure to Auditor Report. The Case is pending with the
Honorable High Court of Madras. |
2 |
Internal Auditors |
M/s. V. Rajesh and Associates, Cost Accountants were appointed as
your Company's Internal Auditor to conduct Internal Audit of your Company for the FY
2024-25. |
|
|
Internal Audit Reports are placed on Quarterly basis before the
Audit Committee for their review. |
3 |
Secretarial Auditors |
In terms of provisions of Section 204 of the Act, read with the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Board,
at its meeting held on 29th May 2025 had appointed M/s. Lakshmmi Subramanian
& Associates, Company Secretaries [FCS.3584, CP.No. 1087, PR No.:1670/2022] to conduct
Secretarial Audit for the FY 2024-25. |
|
|
The report of the Secretarial Auditor is provided in Annexure VII,
which does not contain any qualification, reservation, or adverse remark. |
4 |
Cost Auditors |
Cost Audit and Cost Records Maintenance of cost records and
requirement of Cost Audit as prescribed under Section 148(1) of the Companies Act, 2013
read with Companies (Cost Records and Audit) Rules, 2014 is not applicable to the business
activities carried out by your Company |
5 |
Reporting of Frauds |
During the year under review, the Statutory Auditors and the
Secretarial Auditor have not reported any instances of frauds committed in the Company by
its officers or Employees, to the Audit Committee under Section 143(12) of the Companies
Act, 2013, and therefore, no details are required to be disclosed under Section 134(3) (c)
(a) of the Companies Act, 2013. |
36. Failure to Implement Any Corporate Action
There Were No instances where the Company failed to implement any corporate action
within the specified time limit.
37. Extract of Annual Return
The Submission of Extract of annual Return in MGT 9 is dispensed with in terms of
Companies (Management and Administration) Amendment rules, 2021 dated 5th March
2021. Hence the question of attaching MGT 9 with this report does not arise. However, the
Annual Return can be viewed on the website of the company www.ashramonline.in
38. Risk Management
Risk Management is overseen by the Audit Committee of the Company on a continuous
basis. The Committee oversees Company's process and policies for determining risk
tolerance and review management's measurement and comparison of overall risk tolerance to
established levels. Major risks identified by the businesses and functions are
systematically addressed through mitigating actions on a continuous basis.
39. Disclosure as Per Sexual Harassment of Women at Workplace (Prevention, Prohibition
and Redressal) Act, 2013
The Company has Zero Tolerance towards sexual harassment at the workplace. A detailed
POSH Policy is in place as per the requirements of The Sexual Harassment of Women at
Workplace (Prevention, Prohibition and Redressal) Act, 2013 (POSH Act). The
POSH P olicy of the Company is available on the Company's website at www.ashramonline.in
and all employees (permanent, contractual, temporary, trainees) as defined under the Act
are covered by this Policy. The following is the summary of sexual harassment complaints
received and disposed off during the current financial year. Number of Complaints
received: Nil Number of Complaints disposed off: Nil
40. Compliance with the Provisions of Secretarial Standards
In terms of Section 118 (10) of the Companies Act, 2013, the Company is complying with
the applicable Secretarial Standards issued by the Institute of Company Secretaries of
India and approved by Central Government. During the year the applicable Secretarial
Standards, i.e. SS-1 and SS-2, relating to Meetings of the Board of Directors' and
General Meetings', respectively, have been duly complied with, by your Company.
41. Disclosure of Shares Held by Promoters in Demat Form
The promoters of the Company hold all their shares in demat form and has been disclosed
in the Note No. 10 (i) of the Financial Statements, forming a part of this Annual Report.
42. Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and
Outgo
The Disclosure stipulated as under Section 134(3) of Companies Act, 2013 read with Rule
8 of the Companies (Accounts) Rules, 2014, is as under: The Company is not a Manufacturing
company, nor does the company have any Energy Consumption based business other than normal
consumption of Energy in Administrative Office. The company deploys all possible measures
to conserve the energy and increase usage of green energy.
The Company is not involved in any Technological Absorption based activities. Hence
same is not reportable. The Company has not dealt with any Foreign Exchange in any manner
during the year under review. Hence the same is not reportable.
43. Code of Conduct for Directors and Senior Management
The Directors and members of Senior Management have affirmed compliance with the Code
of Conduct for Directors and Senior Management of the Company. A declaration to this
effect has been signed by Mrs. Sangita Tatia, the Whole Time Director of the Company and
forms part of the Annual Report and the website of the Company at www.ashramonline.in
44. Corporate Social Responsibility
The CSR Policy Rules are not applicable to the Company during the year under review.
45. Vigil Mechanism
The Company has established a vigil mechanism for Directors and employees to report
their genuine concerns. For details, please refer to the Corporate Governance Report
attached to this Report and the website of the Company at www.ashramonline.in
46. Details of One Time Settlement with Any Bank or Financial Institution Along with
the Reasons Thereof
During the year under review there was no instance of one-time settlement with any bank
or financial institution.
47. Details of Application Made or Any Proceeding Pending Under the Insolvency and
Bankruptcy Code 2016 (31 of 2016) During the Year Along with Their Status as At the End of
the Financial Year
There were no applications made nor any proceedings pending under the insolvency and
bankruptcy code, 2016 during the year.
48. Depository System
As the members are aware, the Company's shares are compulsorily tradable in electronic
form only. As on March 31, 2025, 48.62% of the Company's total paid up capital
representing 58,34,460 shares are in dematerialized form. In terms of Regulation 40 (1) of
SEBI Listing Regulations, requests for effecting transfer of securities shall be processed
only if the securities are held in the dematerialized form. Further, with effect from
January 24, 2022, all requests for transmission, transposition, issue of duplicate share
certificate, claim from unclaimed suspense account, renewal / exchange of securities
certificate, endorsement, subdivision/splitting of securities certificate and
consolidation of securities certificates/folios will be processed and mandatorily a letter
of confirmation will be issued, which needs to be submitted to Depository Participant to
get credit of these securities in dematerialized form. Shareholders desirous of using
these services are requested to contact RTA of the company; the contact details of RTA are
available on the website of the Company at www.ashramonline.in.
Further in adherence to SEBI's circular to enhance the due diligence for
dematerialization of the physical shares, the Company has provided the static database of
the shareholders holding shares in physical form to the depositories which would augment
the integrity of its existing systems and enable the depositories to validate any
dematerialization request. 49. Request to Investors a. Investors are requested to
communicate change of address, if any, directly to the registrar and share transfer agent
of the Company. b. As required by SEBI, investors shall furnish details of their
respective bank account number and name & address of the bank for incorporating in the
dividend warrants to reduce the risk of fraudulent encashment. c. Investors holding shares
in electronic form are requested to deal only with their respective depository participant
or change of address, nomination facility, bank account number etc. d. Shareholders, who
have multiple folios in identical names, are requested to apply for consolidation of such
folios and send the relevant share certificates to the Company.
50. General
Your directors state that no disclosure or reporting is required in respect of the
following matters as there were no transactions on these items during the year under
review: a. There is no significant material orders passed by the Regulators or Courts or
Tribunal, which would impact the going concern status of the Company and its future
operation. However, Members' attention is drawn to the Statement on Contingent Liabilities
and Commitments in the Notes forming part of the Financial Statement. b. No fraud has been
reported by the Auditors to the Audit Committee or the Board.
There has been no change in the nature of business of the Company c. Issue of equity
shares with differential rights as to dividend, voting or otherwise. d. Issue of shares
(including sweat equity shares) to employees of the Company under any scheme. e. There has
been no change in the nature of business of the Company as on the date of this Report. f.
There were no material changes and commitments affecting the financial position of the
Company between the end of the financial year and the date of this Report.
51. Review & Amendments
The Board of Directors of the Company have from time to time framed and approved
various Policies in pursuance of the Companies Act, 2013 and the Listing Agreement/ SEBI
(LODR) Regulations, 2015. These Policies and Codes are reviewed by the Board and are
updated, if required. The following policies have been framed and have been disclosed on
the Company's website www.ashramonline.in:
Code of conduct for Directors, Senior Management and Independent Directors Policy for
prevention of sexual harassment (POSH) Policy on determination of Materiality of Events or
Information
Board diversity policy Performance evaluation policy
Succession plan for the Board and Senior Management Risk management Policy Vigil
Mechanism or Whistle Blower Mechanism Policy on preservation of documents Policy on
Related Party Transaction Criteria for making payment to Non-Executive Directors Terms and
conditions for appointment of independent Directors Familiarization Program for
Independent Directors Code for prevention of Insider Trading in Securities
52. Green Initiative
Electronic copies of the Annual Report 2024-25 and the Notice of the 34th
Annual General Meeting are sent to all members whose email addresses are registered with
the Company/RTA. The hard copy of Annual Report 2024-25 will be sent only to those
shareholders who request the same. For members who have not registered their email
addresses, physical copies are sent in the permitted mode. In order to support Green
Initiative, the Company requests those members who have yet not registered their e-mail
address to register the same directly with their Depository Participant, in case shares
are held in electronic form or with the RTA, in case shares are held in physical form.
53. Acknowledgement
The Board of Directors places on record its sincere thanks to the Statutory Auditors,
Secretarial Auditors, Internal Auditors, Registrar and Transfer Agents, Stock Exchange,
various State regulatory authorities and overseas for their valuable guidance, support and
cooperation. The Directors record their sincere gratitude to the shareholders, esteemed
customers, Suppliers and all other well-wishers for their continued patronage. The
Directors express their appreciation for the contribution made by every employee of the
company.
|
By Order of the Board of Directors |
|
For Ashram Online.Com Limited |
|
Sd/- |
|
Sangita Tatia |
|
Chairman / Whole Time Director |
|
DIN. 06932448 |
Place: Chennai |
|
Date: 01/09/2025 |
|