To, The Members,
Your Directors have pleasure in submitting their 33rd Annual Report
of the Company together with the Audited Statements of Accounts for the year ended March
31, 2025.
1. FINANCIAL RESULTS:
The summarized standalone results of your Company are given in the table below:
(` in Lakhs except per share)
Particulars |
Financial Year Ended |
|
31/03/2025 |
31/03/2024 |
| Revenue from Business Operations |
749.75 |
0.00 |
| Other Income |
46.85 |
71.11 |
Total Income |
796.60 |
71.11 |
| Total Expenses |
956.87 |
260.39 |
Profit/(loss) before Tax |
(160.29) |
(189.28) |
| Less: Tax Expenses (including for earlier years) |
(1.31) |
0.94 |
Net Profit/(Loss) After Tax |
(158.98) |
(190.22) |
| Paid Up Equity Share Capital (Face Value ` 10 each fully paid up) |
600.00 |
600.00 |
| Other Equity |
285.22 |
453.72 |
Earning Per Share |
|
|
| (Basic/Diluted) |
(2.65) |
(3.17) |
2. DIVIDEND:
As the Company is incurring the losses during the year under review, your Directors do
not recommend a dividend for the financial year 2024-25.
3. FINANCIAL PERFORMANCE AND OPERATIONAL REVIEW:
During the year under review, the Company earned total revenue of ` 796.60 Lakh in FY25
as compared to ` 71.11 Lakh in FY24. Loss After Tax stood at ` 158.98 Lakh in FY25 as
compared to ` 190.22 Lakh in FY24.
4. SHARE CAPITAL:
As on March 31, 2025, the Authorized share capital of the Company stood at ` 6,50,00,000/-
(Rupees Six Crore Fifty Lakh Only) divided into 65,00,000 (Sixty Five Lakh) equity
shares of ` 10/- (` Ten) Each. However, the Authorized Share Capital of the Company has
been increased to` 10,00,00,000/- (Rupees Ten Crore Only) divided into 1,00,00,000
(One Crore) equity shares of ` 10/- ( Ten) Each on May 29, 2025.
As on March 31, 2025, the issued, subscribed and paid up Equity share capital of your
Company stood at` 6,00,00,000/- (Rupees Six Crore Only) divided into 60,00,000
(Sixty Lakh) Equity shares of ` 10/- (` Ten) each.
During the financial year 2024 25, there has been no change in the Authorized Share
Capital or the Issued, Subscribed, and Paid-up Share Capital of the Company.
5. TRANSFER TO GENERAL RESERVES:
The Company doesn't propose to transfer any amount to General Reserve.
6. INTERNAL FINANCIAL CONTROLS:
The internal financial controls with reference to the Financial Statements commensurate
with the size and nature of business of the Company. Further Directors have personally
overviewed the adequacy of internal controls and also appointed M/s SPSJ & Associates
LLP. as the Internal Auditor to manage the internal controls of the Company.
In addition to Internal Audit, the Company has implemented well established internal
financial practices, tool for mitigating risk in order to ensure adequate internal
financial control commensurate with the size of the Company.
7. FINANCIAL LIQUIDITY:
Cash and Cash Equivalent as at March 31, 2025 was ` 66.01 Lakh. The Company's
working capital management is based on a well-organized process of continuous monitoring
and control on Receivables, Inventories and other parameters.
8. RELATED PARTY TRANSACTIONS:
All contracts/arrangements/transactions entered into with Related Parties during the
Financial Year were in the ordinary course of business and on an arm's length basis.
The Company has obtained the Shareholder approval by way of Postal ballot on March 06,
2025 for entering into contracts/arrangement/transactions with Related Parties. The
Company has not entered into any transaction with its Promoters, Directors, Key Managerial
Personnel or other designated person which may have potential conflict with the interest
of the Company at large.
All Related Party Transaction are placed on a half yearly basis before the Audit
Committee for approval/ratification/ noting etc.
The Audit Committee has reviewed the related party transactions as mandatorily required
under relevant provisions of the Listing Regulations.
The said transactions are in the ordinary course of business and at arm's length basis.
The Company had taken omnibus approvals for indicative transactions proposed during the
financial year ended March 31, 2025.
The policy on Related Party Transactions as approved by the Board is uploaded on the
Company's website may be accessed on the Company's website.
All The Particulars of contract or arrangements entered into by the Company with
related parties referred to in subsection (1) of Section 188 of the Companies Act, 2013
are attached herewith in Annexure A in Form No. AOC -2.
Further Suitable Disclosure as required by the Accounting Standards (AS18) has been
made in the notes to the Financial Statements in the Annual Report.
9. VIGIL MECHANISM/WHISTLE BLOWER POLICY:
The Company has a Vigil Mechanism/Whistle Policy under which it established a Whistle
Blower Policy/Vigil Mechanism.
This policy seeks the support of employees, channel partners and vendors to report
Significant deviations from key management policies and report any non- compliance and
wrong practices, e.g., unethical behavior, fraud, violation of law, inappropriate
behavior/conduct etc.
The Vigil Mechanism/Whistle Blower policy cover serious concerns that could have grave
impact on the operations and performance of the business of Daikaffil Chemicals India
Limited. A Vigil (Whistle Blower) mechanism provides a channel to the employees and
directors to report to the management concerns ethical behavior, actual or suspected fraud
or violation of the code of conduct mechanism provides for adequate safeguards against
victimization of employees and Directors to avail of the mechanism and provide for direct
access to the Chairman of the Audit Committee in exceptional cases.
The policy neither releases employees from their duty of confidentiality in the course
of their work nor can it be used as a route for raising malicious or unfounded allegations
against people in authority and/or colleagues in general.
The detailed Vigil Mechanism/Whistle Blower Policy of the Company is uploaded on the
Company's website.
10. CODE OF CONDUCT:
All the Board Members and the Senior Management personnel have confirmed compliance
with the Code.
11. POLICY ON DIRECTORS' APPOINTMENT AND REMUNERATION:
The Nomination and Remuneration Committee of the Board formulated a Policy relating to
the remuneration of Directors, Key Managerial Personnel and other Employees which, inter
alia, prescribes the criteria for determining qualifications, positive attributes and
independence of Directors. The Policy is available on the website of the Company www.
daikaffil.com.
12. PREVENTION OF INSIDER TRADING:
Pursuant to the SEBI (Prohibition of insider trading) Regulations, 2015, the Company
has formulated and adopted a Code for Prevention of Insider Trading.
The Company has adopted a Code of Conduct for Prevention of Insider Trading with a view
to regulate trading in securities by the Directors and designated employees of the
Company. The Code requires pre-clearance for dealing in the Company's shares and prohibits
the purchase or sale of Company 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 Board Directors and the designated employees have confirmed compliance with the
Code.
13. CORPORATE GOVERNANCE REPORT:
The paid-up capital of the Company is ` 6,00,00,000/- (Rupees Six Crores) i.e. less
than ` 10 Crores and the Net-worth of the Company is less than 25 Crores as on the last
day of the previous financial year.
Pursuant to regulation 15(2) of SEBI (LODR) Regulations, 2015 the compliance with the
corporate governance provisions as specified in regulations 17, 18, 19, 20, 21,22, 23, 24,
24A, 25, 26, 27 and clauses (b) to (i) of sub-regulation (2) of regulation 46 and para C,
D and E of Schedule V SHALL NOT apply, in respect of those listed entities whose paid up
equity share capital does not exceed rupees ten crore and net worth does not exceed rupees
twenty five crore, as on the last day of the previous financial year. Accordingly, your
Company is exempt from attaching Corporate Governance report
14. RISK MANAGEMENT POLICY:
The Board has been vested with specific responsibilities in assessing of risk
management policy, process and system. The Board has evaluated the risks which may arise
from the external factors such as economic conditions, regulatory framework, competition
etc. The Executive management has embedded risk management and critical support functions
and the necessary steps are taken to reduce the impact of risks. The Independent Directors
expressed their satisfaction that the systems of risk management are defensible.
15. INDUSTRIAL RELATIONS:
During the year under review, your Company enjoyed cordial relationship with workers
and employees at all levels.
16. CORPORATE SOCIAL RESPONSIBILITY:
The provisions of Section 135 of the Companies Act, 2013 read with the Companies
(Corporate Social Responsibility Policy) Rules 2014, were not applicable to the Company
for the financial year ended 31st March, 2025.
17. SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES:
The Company does not have any direct subsidiary or associate companies. However, Mikusu
India Private Limited is a wholly owned (100%) subsidiary of Heranba Industries Limited.
Mikusu, in turn, exercises de facto control over Daikaffil Chemicals India Limited by
virtue of being its single largest shareholder and holding controlling voting rights at
the Annual General Meeting of the Company. Accordingly, Daikaffil Chemicals India Limited
is considered a subsidiary of Mikusu India Private Limited and, therefore, a step-down
subsidiary of Heranba Industries Limited.
18. DIRECTORS & KMP: a. Appointment/Re-appointment/Resignation of Directors:
At the ensuring Annual General Meeting, Shri Sadashiv Kanyana Shetty (DIN: 00038681),
would retire by rotation and being eligible for the re-appointment, offers himself for
re-appointment.
During the year under review following appointments and resignations took place:
Sr. No. Name Designation Nature of Change Effective Date
1 Mr. Amit Jayant Patel (DIN:00005232) Director Resignation April 12, 2024
During the year under review, the non-executive directors of the Company had no
material pecuniary relationship or transactions with the Company, other than sitting fees
and reimbursement of expenses incurred by them for the purpose of attending meetings of
the Board/Committee of the Company.
Details of the Directors seeking appointment/reappointment including a profile of these
Directors, are given in the Notice convening the 33rd Annual General Meeting of
the Company.
Based on the confirmations received, none of the Directors are disqualified for
appointment under Section 164(2) of Companies Act, 2013.
b. Key Managerial Personnel (KMP):
Pursuant to Section 2(51) read with Section 203 of the Companies Act, 2013 read with
Rules made thereunder, the following persons has been designated as Key Managerial
Personnel of the Company under the Companies Act, 2013 (a) Mr. Sadashiv K Shetty,
Non-Executive Chairman (b) Mr. Raghuram K Shetty, Managing Director (c) Mr. Raunak R
Shetty, Chief Financial Officer (d) Mr. Jay Patel, Company Secretary
During the year under review following appointments and resignations took place:
| Sr. No. Name |
Designation |
Nature of Change |
Effective Date |
| 1 Mrs. Sunil Bhaurao Shedge |
Chief Financial Officer |
Resignation |
May 31, 2024 |
| 2 Ms. Alesha Khan |
Company Secretary |
Resignation |
July 06, 2024 |
| 3 Mr. Raunak R Shetty |
Chief Financial Officer |
Appointment |
August 08, 2024 |
| 4 Mr. Jay Patel |
Company Secretary |
Appointment |
August 08, 2024 |
c. Declaration by Independent Directors:
The Company has received necessary declaration from each independent director under
Section 149(7) of the Companies Act, 2013, that he/she meets the criteria of independence
laid down in Section 149(6) of the Companies Act, 2013 read with rules framed thereunder
and SEBI (LODR) Regulation.
In the opinion of the Board, the independent directors are, individually, person of
integrity and possess relevant expertise and experience.
In terms of regulation 25(8) of the Listing Regulations, they have confirmed that they
are not aware of any circumstances or situation which exist or may be reasonably
anticipated that could impair or impact their ability to discharge their duties. Based on
the declarations received from the independent directors, the Board has confirmed that
they meet the criteria of independence as mentioned under regulation 16(1)(b) of the
Listing Regulations and that they are independent of the management.
d. Annual Evaluation:
Pursuant to the provisions of the Companies Act, 2013 the Board has carried out the
annual performance evaluation of its own performance, its committees and that of its
individual Directors. The evaluation was done based on set questionnaires which were given
to them at the time of evaluation.
e. Personnel:
Industrial relations at the Company's factory and other establishments remained cordial
during the year. We appreciate the contribution made by the employees.
f. Remuneration Policy for the Directors, Key Managerial Personnel and other Employees:
In terms of the provisions of Section 178 (3) of the Act, the Nomination &
Remuneration Committee is responsible for formulating the criteria for determining
qualification, positive attributes and independence of a Director. The Nomination &
Remuneration Committee is also responsible for recommending to the Board a policy relating
to the remuneration of the Directors, Key Managerial Personal and other employees. In line
with this requirement, the Board has decided to form Remuneration Committee.
19. MEETING OF BOARD AND COMMITTEEE:
During the financial year under review the Board met 9 times, Audit Committee met 7
times, Nomination and Remuneration Committee met 4 times and Stakeholders Relationship
Committee met 1 time. The details are given below:
(a) Meetings of the Board and Attendance thereof:
The Board met 9 (Nine) times during the financial year ended March 31, 2025 on
the below mention date.
Sr. No. |
Date of Board Meeting |
| 1 |
April 15, 2024 |
| 2 |
May 25, 2024 |
| 3 |
August 08, 2024 |
| 4 |
November 09, 2024 |
| 5 |
November 25, 2024 |
| 6 |
January 25, 2025 |
| 7 |
February 11, 2025 |
| 8 |
March 18, 2025* |
| 9 |
March 25, 2025 |
* Separate Board Meeting of Independent Director.
Directors Attendance Record:
Sr. No. Name of Director |
No. of Meetings entitled to attend |
No. of Meetings attended |
% of attendance |
| 1 Mr. Sadashiv K Shetty |
8 |
8 |
100% |
| 2 Mr. Raghuram K Shetty |
8 |
8 |
100% |
| 3 Mr. Omprakash Singh |
9 |
9 |
100% |
| 4 Mrs. Bhagavati Kalpesh Donga |
9 |
9 |
100% |
(b) Meetings of the Audit Committee and Attendance thereof:
The committee met 7 (Seven) times during the financial year ended March 31,
2025. These meetings were held on April 15, 2024, May 25, 2024, August 08, 2024, November
09, 2024, November 25, 2024, January 25, 2025 and February 11, 2025.
Sr. No. Name of Director |
No. of Meetings entitled to attend |
No. of Meetings attended |
% of attendance |
| 1 Mr. Omprakash Singh |
7 |
7 |
100% |
| 3 Mr. Raghuram K Shetty |
7 |
7 |
100% |
| 2 Mrs. Bhagavati Kalpesh Donga |
7 |
7 |
100% |
(c) Meetings of the Nomination and Remuneration Committee and Attendance thereof:
The committee met 4 (Four) times during the financial year ended April 15, 2024,
August 08, 2024, November 09, 2024 and February 11, 2025.
Sr. No. Name of Director |
No. of Meetings entitled to attend |
No. of Meetings attended |
% of attendance |
| 1 Mr. Omprakash Singh |
4 |
4 |
100% |
| 2 Mr. Sadashiv K Shetty |
4 |
4 |
100% |
| 3 Mrs. Bhagavati Kalpesh Donga |
4 |
4 |
100% |
(d) Meetings of the Stakeholders Relationship Committee and Attendance thereof:
The committee met 1 (One) time during the financial year ended March 31, 2025 on
March 25, 2025.
Sr. No. Name of Director |
No. of Meetings entitled to attend |
No. of Meetings attended |
% of attendance |
| 1 Mr. Omprakash Singh |
1 |
1 |
100% |
| 2 Mr. Raghuram K Shetty |
1 |
1 |
100% |
| 3 Mrs. Bhagavati Kalpesh Donga |
1 |
1 |
100% |
20. AUDITORS:
(a) Statutory Auditor:
M/s. NGST & Associates, Chartered Accountants (Firm Registration No.: 135159W) was
appointed as the Statutory Auditors of the Company by the members at the Annual General
Meeting (AGM) held on 19th August, 2022 for a period of 5 years, to hold office
from the conclusion of 30th AGM until the conclusion of 35th AGM of
the Company.
During the year under review M/s. NGST & Associates, Chartered Accountants (Firm
Registration No.: 135159W), had resigned from the office of Statutory Auditor, vide their
letter dated November 12, 2024, before completion of their term.
Following a casual vacancy, the Board of Directors, based on the recommendation of the
Audit Committee, appointed M/s. Natvarlal Vepari & Co., Chartered Accountants (Firm
Registration No. 106971W), as the Statutory Auditors of the Company at its meeting held on
November 25, 2024 to hold office until the conclusion of the next Annual General Meeting
of the Company.
The Company has obtained the approval of the Shareholders on January 03, 2025 by way of
Ordinary Resolution for the appointment of M/s. Natvarlal Vepari & Co., Chartered
Accountants (Firm Registration No. 106971W), as Statutory Auditors of the company to fill
the casual vacancy caused by the resignation of the eastwhile auditors M/s. NGST &
Associates., Chartered Accountants (Firm Registration No.: 135159W).
Subsequent to the appointment of M/s. Natvarlal Vepari & Co. as the Statutory
Auditors of the Company, the firm informed the Company that it has been converted into a
Limited Liability Partnership (LLP) and the name of the firm has been changed from
"Natvarlal Vepari & Co." to "Natvarlal Vepari & Co. LLP", in
accordance with the provisions of the Limited Liability Partnership Act, 2008. The Company
has made the necessary intimation regarding the said change in the name of the Statutory
Auditors to the Bombay Stock Exchange on April 19, 2025.
Further the Company has been informed by the Auditors that the name of the firm has
again been changed from "Natvarlal Vepari & Co. LLP" to N V C &
Associates LLP'. The change is in compliance with applicable regulatory requirements, and
the Company has accordingly intimated the Bombay Stock Exchange on June 12, 2025.
Furthermore, The Board of the Directors has, on the recommendation of the Audit
Committee, recommended for the approval of the Shareholders by way of the Ordinary
Resolution to appoint N V C & Associates LLP'., Chartered Accountants (Firm
Registration No. 106971W), for another term of 5 Years w.e.f. F.Y.2025-26 to F.Y. 2029-30
and the consent of them has been received by the Company.
The Company has received consent from N V C & Associates LLP'., Chartered
Accountants, along with a confirmation that they satisfy the eligibility criteria
prescribed under the Companies Act, 2013 and rules framed thereunder.
Explanations or Comments by the Board on every Qualification, Reservation or Adverse
Remark or Disclaimer Made:
The Statutory Auditors Report for FY 2024-25 does not contain any qualification,
reservation or adverse remarks.
The comments by the auditors in their report read along with information and
explanation given in notes to accounts are self-explanatory and do not call for further
explanation.
(b) Secretarial Auditors & Secretarial Audit Report:
Pursuant to the provisions of Section 204 of the Act, read with Rule 9 of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, every listed entity,
along with certain other prescribed categories of companies, is required to conduct a
Secretarial Audit and annex the Secretarial Audit Report to its Annual Report.
Based on the recommendation of the Audit Committee, your Directors appointed M/s. GMJ
& Associates, Practising Company Secretaries, as the Secretarial Auditors of your
Company for the Financial Year ended March 31, 2025. The Secretarial Audit Report, as
issued by the Secretarial Auditors, is annexed herewith as Annexure B to this
Report.
Further, in accordance with the recent amendment to Regulation 24A of the SEBI Listing
Regulations, a listed entity is required to appoint a Secretarial Auditor for a period of
five consecutive years, subject to approval by the shareholders at the AGM.
Accordingly, pursuant to the applicable provisions of the Act, and the SEBI Listing
Regulations, and based on the recommendation of the Audit Committee, your Directors have
approved the appointment of M/s. GMJ & Associates, Company Secretaries, as the
Secretarial Auditors of your Company for a period of five years, commencing from April 01,
2025, until March 31, 2030. A resolution seeking shareholders' approval for the
appointment of M/s. GMJ & Associates has been included in the Notice convening the
AGM. Your Directors recommend the resolution for your approval.
Explanations or Comments by the Board on every Qualification, Reservation or Adverse
Remark or Disclaimer Made:
The report of Secretarial Auditor is self-explanatory and does not contain any
qualification, reservation, adverse remarks or disclaimer.
21. DETAILS OF FRAUD REPORTED BY AUDITORS:
During the year under review, the Auditors of the Company have not reported to the
Audit Committee, under Section 143(12) of the Act, any instances of fraud committed
against the Company by its officers or employees, therefore no detail is required to be
disclosed under Section 134 (3) (ca) of the Act.
22. SECRETARIAL STANDARDS:
The Directors confirm that the Company is in compliance with applicable secretarial
standards issued by Institute of Company Secretaries of India.
23. MANAGEMENT DISCUSSION AND ANALYSIS REPORT:
The Management Discussion and Analysis Report for the year under review, as stipulated
under SEBI (LODR) Regulations is given separately and forms part of this 33rd
Annual Report of the Company as Annexure C.
24. INVESTOR EDUCATION AND PROTECTION FUND (IEPF):
Pursuant to provisions of Section 124(5) of the Companies Act, 2013, dividend for the
financial year 2017-18 and thereafter, which remains unclaimed for a period of 7 years
shall be transferred by the Company to Investor Education and Protection Fund established
by the Central Govt.
Information in respect of such unclaimed dividend when due for transfer to the fund is
given below:
| Financial Year |
Type of Dividend |
Date of Declaration |
Remained Unclaimed for 7 years (Due date shall be plus 30 days) |
Amount lying in the Account as on 31.03.2025 |
| 2017-2018 |
Final Dividend |
10-08-2018 |
17-09-2025 |
157,022.40 |
| 2019-2020 |
Interim Dividend |
11-02-2020 |
18-03-2027 |
104,489.00 |
Those Members who have so far not encashed their dividend warrants from the final
dividend from F.Y. 2017-2018 onwards, may approach the Registrar and Share Transfer
Agents, M/s. MUFG India Pvt. Ltd, for making their claim without any further delay as the
said unpaid dividends shall be transferred to the Investor Education and Protection Fund
of the Central Government pursuant to the provisions of Companies Act.
In terms of Section 124(6) of Companies Act, 2013 and the Rules notified there under,
including amendments thereof, the shares in respect of which dividend has not been paid or
claimed for a period of seven consecutive years or more, are required to be transferred by
the Company to the IEPF Suspense Account.
Accordingly, the Company has transferred shares to IEPF Suspense Account in respect of
which dividend has not been paid or claimed since 2016-17. The summary for the same is
given below:
| Name of Depository |
Demat Account Maintained with |
Account details |
| CDSL SBICAP Securities Limited |
CDSL SBICAP Securities Limited |
CDSL SBICAP Securities Limited |
| DP ID: 1204 7200 |
DP ID: 1204 7200 |
DP ID: 1204 7200 |
The break-up/details of total number of shares transferred to Investor Education and
Protection Fund (IEPF) is provided below:
Shares held with |
Number of records |
Number of shares (Quantity) |
| CDSL |
05 |
501 |
| NSDL |
04 |
900 |
| Physical |
42 |
5205 |
Total |
51 |
6606 |
The details of unpaid/unclaimed dividend and number of shares transferred are available
on our website: (www. daikaffil.com)
Shareholders are requested to note that no claim shall lie against the Company in
respect of any amounts which were unclaimed and unpaid for a period of seven years and
transferred to Investor Education and Protection Fund of the Central Government. However,
Shareholders may claim from IEPF Authority both unclaimed dividend amount and the shares
transferred to IEPF Suspense Account as per the applicable provisions of Companies Act,
2013 and rules made thereunder.
25. OTHER DISCLOSURE:
a. Cost Records:
The provisions of sub-section (1) of Section 148 of the Act are not applicable to the
Company as Central Government has not specified the maintenance of cost records for any of
the business activities of the Company.
b. Change in the nature of business:
There has been no change in the Nature of Business during the year under review.
However the Company has resumed its Operation of manufacturing of Chemical business during
the period under review. Further no material changes or commitments have occurred between
the end of the financial year and the date of this report which affect the financial
statements of the Company.
c. Material Changes and Commitments, If Any affecting the Financial Position of the
Company:
No material changes and commitments affecting the financial position of the Company
occurred between the end of the financial year to which this financial statements relate
and the date of this report.
d. Deposits:
The Company has neither accepted nor renewed any deposits from public during the year
nor has any outstanding Deposits in terms of Section 73 of the Companies Act, 2013.
Further there were no Deposits which are not in compliance of the requirements of Chapter
V of the Act.
e. Loans, Guarantees and Investments:
Details of Loans, Guarantees and Investments covered under the provision of Section 186
of the Companies Act, 2013 are given in the notes to the Financial Statements.
f. Annual Return:
Pursuant to Section 134(3)(a) of the Act, the Annual Report referred to in Section
92(3) of the Act read with Rule 12 of the Companies (Management and Administration) Rules,
2014, the Annual Return for the financial year ended March 31, 2025 is available on the
Company's website at www. daikaffil.com.
g. Particulars of employees:
The Statement of Disclosure of Remuneration under Section 197 of the Companies Act,
2013 read Rule 5(1) of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014 is annexed as Annexure D.
h. Status of Listing Fees:
The Shares of the Company are continued to be listed on the BSE Limited
(BSE). Listing Fees till date have been duly paid to BSE, where Company's
shares are Listed.
i. Registrar and Share Transfer Agent:
M/s. MUFG Intime India Private Limited, C 101, 247 Park, L.B.S. Marg, Vikhroli (West),
Mumbai 400 083 Tel No- 1800 1020 878 is the Registrar and Share Transfer Agent of the
Company for the physical and Demat shares. The members are requested to contact directly
for any requirements.
j. Complaints relating to Child Labour, Forced Labour, Involuntary Labour, Sexual
Harassment:
The Company has adopted a policy on prevention, prohibition and Redressal of Sexual
harassment at workplace and has duly constituted an Internal Complaints Committee in line
with the provisions of the Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013 and the Rules thereunder. No case of child labour,
forced labour, involuntary labour, sexual harassment and discriminatory employment was
reported during the FY 2024-25. The Company has a policy on sexual harassment under which
employees can register their complaints against sexual harassment. The policy ensures a
free and fair enquiry with clear timelines.
During the financial year under review, the Company has not received any complaints of
work place complaints, including complaints on sexual harassment.
k. Maternity benefit provided by the Company under maternity benefit act 1961:
The Company confirms that it is fully aware of and remains committed to complying with
the provisions of the Maternity
Benefit Act, 1961. While there are currently no women employees on its rolls, the
Company has appropriate systems and policies in place to ensure that all statutory
benefits under the Act, including paid maternity leave, continuity of salary and service
during the leave period, nursing breaks, and flexible return-to-work arrangements will be
extended to eligible women employees as and when applicable. The Company remains committed
to fostering an inclusive and legally compliant work environment.
l. Material Orders passed by Regulators, Courts or Tribunal:
There were no significant or material orders passed by the Regulators, Courts or
Tribunal which impact the going concern status of the Company and the Company's operations
in future.
m. Research and Development and Quality Control:
The activities of R & D consist of improvement in the process of existing products,
decrease of effluent load and to develop new products and by-products.
The management is committed to maintain the quality control and it is the strength of
the Company. All raw material and finished products and materials at various stages of
process pass through stringent quality check for the better result and product.
26. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO:
As required under Section 134 (3) (m) of the Companies Act, 2013 read together with the
Rule 8 of the Companies (Accounts) Rules, 2014 the relevant information is given below.
(A) Power and fuel Consumption
The Companies (Disclosure of Particulars in Report of Board of Directors) Rules 1988
require the disclosure of particulars regarding Conservation of Energy in Form-A and
Technology Absorption in Form-B as prescribed by the Rules.
The details are as follows:
Particulars |
31.03.2025 |
31.03.2024 |
(1) Electricity |
|
|
| Purchased units |
212385 |
- |
| Total Amount |
3474632.73/- |
- |
| Rate per Unit (in `) |
16.36 |
- |
(2) Own Generator |
|
- |
| Fuel (Diesel) units |
640 |
- |
| Total Amount (in `) |
59634/- |
- |
| Rate per Liter (in `) |
93.17/- |
- |
(B) Technology Absorption: |
|
|
The technology required for the Company is available indigenously.
(C) Foreign Exchange Earnings and Outgo: |
|
|
|
|
( ` in Lakh) |
Particulars |
31.03.2025 |
31.03.2024 |
| Earnings |
2.77 |
- |
| Outgo |
- |
- |
27. DIRECTORS RESPONSIBILITY STATEMENT:
In accordance with the provisions of Section 134(5) of the Companies Act, 2013 the
Board hereby submits its responsibility Statement: (a) in the preparation of the annual
accounts, the applicable accounting standards had been followed along with proper
explanation relating to material departures; (b) the directors 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 and loss of the Company for
that period;
(c) The directors had taken proper and sufficient care for the maintenance of adequate
accounting records in accordance with the provisions of this Act for safeguarding the
assets of the Company and for preventing and detecting fraud and other irregularities; (d)
The directors had prepared the annual accounts on a going concern basis; and (e) The
directors had devised proper systems to ensure compliance with the provisions of all
applicable laws and that such systems were adequate and operating effectively.
28. DETAILS OF APPLICATION MADE OR PROCEEDING PENDING UNDER INSOLVENCY AND BANKRUPTCY
CODE, 2016:
No application has been made under the Insolvency and Bankruptcy Code; hence the
requirement to disclose the 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 is not applicable.
29. DETAILS OF DIFFERENCE BETWEEN VALUATION AMOUNT ON ONE TIME SETTLEMENT AND VALUATION
WHILE AVAILING LOAN FROM BANKS AND FINANCIAL INSTITUTIONS:
The requirement to disclose the details of difference between amount of the valuation
done at the time of onetime settlement and the valuation done while taking loan from the
Banks or Financial Institutions along with the reasons thereof, is not applicable.
30. ACKNOWLEDGEMENTS:
Your Directors place on record their sincere thanks to bankers, business associates,
consultants, and various Government Authorities for their continued support extended to
your Companies activities during the year under review. Your Directors deeply appreciate
the committed efforts put in by employees at all levels, whose continued commitment and
dedication contributed greatly to achieving the goals set by your Company. Your Directors
also acknowledges gratefully the shareholders for their support and confidence reposed on
your Company.
|
|
For Daikaffil Chemicals India Limited |
|
Sadashiv K. Shetty |
Raghuram K. Shetty |
| Date: August 12, 2025 |
Chairman |
Managing Director |
| Place: Mumbai |
DIN: 00038681 |
DIN: 00038703 |