To,
The Members,
Your Directors have pleasure in presenting the 3rd Annual Report on the business and
operations of the Company, together with the audited standalone financial statements for
the financial year ended March 31, 2026 ("FY 2025-26"). FINANCIAL RESULTS
A summary of the standalone financial results of the Company for the Financial Year
2025-26 and 2024-25 is as follows:
| Particulars |
FY 2025-26 (% |
FY 2024-25 (% |
|
Lakhs) |
Lakhs) |
| Revenue from Operations including Other |
11566.89 |
9918.40 |
| Income |
|
|
| Cost of Material Consumed |
10732.42 |
9959.56 |
| Changes in Inventories of Stock-in-Trade |
(352.60) |
(1161.24) |
| Employee Benefit Expenses |
195.90 |
157.72 |
| Finance Cost |
62.11 |
75.50 |
| Depreciation & Amortization Expenses |
47.76 |
43.76 |
| Other Expenses |
132.52 |
106.07 |
| Total Expenses |
10818.12 |
9181.45 |
| Profit Before Tax |
748.77 |
736.95 |
| Tax Expenses |
196.05 |
199.20 |
| Net Profit for the Year |
552.75 |
537.75 |
FINANCIAL PERFORMANCE STANDALONE:
During the current period, the total revenue of the company has increased to INR
11,534.94 Lakhs as against INR 9,917.95 Lakhs in the previous year on standalone basis.
The Company has earned a net profit of INR 552.75 Lakhs as compared to a profit of INR
537.75 Lakhs in the previous year on standalone basis. The company will continue to pursue
expansion in the domestic as well as in international market, to achieve sustained and
profitable growth. Any member intending to have a copy of Balance Sheet and other
Financial Statement of these Companies shall be made available on the website of the
Company at www.houseofmanohar.com. It shall also be kept for inspection during business
hours by any shareholder in the registered office of the Company. SHARE CAPITAL
Authorised Share Capital
As on 31% March, 2026, the Authorised Share Capital of the Company stood at INR
11,00,00,000/- (Rupees Eleven Crores Only) divided into 1,10,00,000 (One Crore Ten Lakhs)
Equity Shares of INR 10/- (Rupees Ten) each. There is no other change in the Authorised
Share Capital of the Company. Paid Up Share Capital As on April 1, 2025, the Paid-up Share
Capital of the Company stood at INR 5,31,73,900/- (Rupees Five Crores Thirty-One Lakhs
Seventy-Three Thousand Nine Hundred Only) divided into 53,17,390 Equity Shares of INR 10/-
each. The Members of the Company at their meeting held on April 14, 2025 approved the
capitalization of a sum of INR 5,31,73,900/- out of the Free Reserves of the Company by
way of issuance of 53,17,390 Bonus Equity Shares of INR 10/- each to the existing
shareholders of the Company. Pursuant to the said approval, the Board of Directors at its
meeting held on April 18, 2025 allotted 53,17,390 Bonus Equity Shares of INR 10/- each as
fully paid-up Bonus Shares to the eligible shareholders. Further, during the year under
review, the Company successfully completed its Initial Public Offering (IPO). Pursuant to
the IPO, 28,17,000 Equity Shares of face value of INR 10/- each were allotted on November
28, 2025 at an issue price of INR 121/- per Equity Share, including a premium of INR I11/-
per Equity Share. The Equity Shares of the Company were listed and admitted to dealings on
the BSE SME Platform on December 2, 2025. Consequent to the aforesaid Bonus Issue and IPO,
the Paid-up Share Capital of the Company stood at INR 8,66,61,290/- (Rupees Eight Crores
Sixty-Six Lakhs Sixty-One Thousand Two Hundred Ninety Only) divided into 86,66,129 Equity
Shares of INR 10/- each as on March 31, 2026.
LISTING WITH STOCK EXCHANGES
The Equity Shares of the Company are listed on the BSE SME Platform of BSE Limited
(BSE) and were admitted to dealings with effect from December 2, 2025. The Company
confirms that it has paid the applicable annual listing fees to BSE Limited for the
financial year 2025-26. DEMATERIALISATION OF EQUITY SHARES
All the Equity shares of the Company are in dematerialized form with either of the
depositories viz NSDL and CDSL. The ISIN No. allotted to the company is INE1UR01013.
DIVIDEND
The Board of Directors has decided not to recommend any dividend for the financial year
ended March 31, 2026, in order to conserve resources for the Company's ongoing and planned
expansion projects. The Board believes that reinvesting profits into the business will
support long-term growth and enhance shareholder value. TRANSFER TO RESERVES, IF ANY
PROPOSED
The Company has transferred Rs. 552.77 Lakhs to the Reserve and surplus of the Company
during the financial year under review. DEPOSIT
During the year under review, the Company has not accepted or renewed any deposit from
the public/members falling within the ambit of section 73 or section 74 of the Companies
Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014. CORPORATE GOVERNANCE
The Company is listed on SME Platform of BSE, by virtue of Regulation 15 of Listing
Regulation the compliance with the corporate governance provisions as specified in
Regulation 17, 17A, 18, 19, 20, 21, 22, 24, 24A, 25, 26, 27 clauses (b) to (i) and (t) of
sub regulation 2 of Regulation 46 and Para C, D and E of Schedule V of the listing
regulation are not applicable to the Company. Hence, the Corporate Governance Report does
not form part of this Annual Report. EMPLOYEES STOCK OPTION SCHEMES
The Company has not implemented any Employee Stock Option Scheme (ESOP) or other
employee stock-based benefit scheme during the financial year under review. Accordingly,
no shares have been issued under any ESOP scheme, and the provisions of Rule 12(9) of the
Companies (Share Capital and Debentures) Rules, 2014 are not applicable to the Company for
the financial year ended 31st March 2026. SUBSIDIARIES/ASSOCIATES/JOINT VENTURE
During the year 2025-26 under review, the Company did not have any Subsidiary,
Associate, or Joint Venture Company.
DIRECTORS AND KEY MANAGERIAL PERSONNEL
Your Company beliefs that a strong Board is imperative to create a culture of
leadership to provide a long-term vision and policy approach to improve the quality of
governance. As on March 31, 2026, the Board of Directors of the Company consist of optimum
combination of Executive Directors, Non-Executive Director, and Independent Directors of
the Company. The following changes took place in the composition of Board of Directors and
Key
1. KEY MANAGERIAL PERSONAL:
During the year under review, Mr. Rajesh Thakur (Membership No.: A71143) was appointed
as the Company Secretary and Compliance Officer of the Company in the meeting of Board of
directors held on 11.04.2025. The Board places on record its appreciation for his valuable
contribution and looks forward to his continued support in ensuring compliance with
applicable laws, regulations and corporate governance requirements.
2. RESIGNATION OF WHOLE-TIME DIRECTOR
Subsequent to the close of the financial year 2025-26, Ms. Surbhi Munjal, Whole-Time
Director of the Company, tendered her resignation from the office of Whole-Time Director
with effect from March 26, 2026. The Board of Directors, at its meeting held on April 6,
2026, took note of and accepted her resignation and relieved her from the duties and
responsibilities of the office with effect from the conclusion of the said Board Meeting.
The Board places on record its sincere appreciation for the valuable services rendered
and contributions made by Ms. Surbhi Munjal during her tenure with the Company and wishes
her success in her future endeavours.
Consequent upon her resignation from the office of Whole-Time Director, Ms. Surbhi
Munjal also ceased to be a Member of the Stakeholders' Relationship Committee of the
Company with effect from April 6, 2026. The Board places on record its appreciation for
her contributions during her tenure as a Member of the Committee.
3. APPOINTMENT OF ADDITIONAL DIRECTOR
Subsequent to the close of the financial year 2025-26, the Board of Directors, at its
meeting held on April 6, 2026, appointed Mrs. Vandana Munjal as an Additional Director
(Non- Executive) of the Company with effect from April 6, 2026, pursuant to the provisions
of Section 161 of the Companies Act, 2013 and the Articles of Association of the Company.
Mrs. Vandana Munjal shall hold office as an Additional Director up to the date of the
ensuing Annual General Meeting of the Company. The Board is of the opinion that her
knowledge, experience and expertise will be of significant value to the Company and
recommends her appointment as a Director for the approval of the Members at the ensuing
Annual General Meeting.
Pursuant to the appointment of Mrs. Vandana Munjal as an Additional Director (Non-
Executive) of the Company with effect from April 6, 2026, the Board of Directors inducted
her as a Member of the Stakeholders' Relationship Committee. The Committee stands
reconstituted in accordance with the applicable provisions of the Companies Act, 2013 and
the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. DECLARATION
BY INDEPENDENT DIRECTORS
The Independent Directors hold office for their respective term and are not liable to
retire by rotation. The Company has received declarations from all the Independent
Directors of the Company confirming that they meet the criteria of independence as
prescribed both under the Act and under the Listing Regulations. Further, in pursuance of
Rule 6 of the Companies (Appointment and Qualifications of Directors) Rules, 2014, all
Independent Directors of the Company have duly confirmed renewal of their respective
registration with the Indian Institute of Corporate Affairs (IICA) database. In the
opinion of the Board, all the Independent Directors fulfil the criteria of independence as
specified in Companies Act, 2013 and Rules made thereunder read with Schedule IV as well
as Listing Regulation and they are independent from the Management. Further, all the
Directors including Independent Directors of the Company possess appropriate skills,
experience & knowledge in one or more fields viz. Board & Governance, Finance,
Accounting Information Technology and Specialized Industry & environmental knowledge
or other disciplines related to Company's business. FAMILIARIZATION PROGRAMME OF
INDEPENDENT DIRECTORS
In compliance with the requirements of the Listing Regulations, the Company has put in
place a familiarization programme for the Independent Directors to familiarize them with
their roles, rights and responsibilities as Directors, the working of the Company, nature
of the industry in which the Company operates, business model etc. At the time of
appointment/re-appointment of Independent Directors, a formal letter of appointment is
given to him, which, inter-alia, explains the role, functions, duties and responsibilities
expected from him as an Independent Director of the Company. The Independent Director is
also explained in detail the nature, business model of the industry and compliances under
the Act, the Listing Regulations and other relevant rules & regulation. Details of the
familiarization programme for Independent Directors are available on the Company's website
at: www.houseofmanohar.com COMMITTEES OF THE BOARD
The following Committees constituted by the Board function according to their
respective roles and defined scope: 1.Audit Committee 2.Nomination and Remuneration
Committee 3.Stakeholders Relationship Committee
During the year under review, all recommendations made by the Committees were duly
accepted by the Board. THE COMPOSITION OF THE SAID COMMITTEES ARE AS UNDER:
I. Composition of committees
a) AUDIT COMMITTEE
The Audit Committee was constituted vide Board of Directors resolution dated April 11,
2025, pursuant to Section 177 of the Companies Act, 2013 and Regulation 18 of SEBI (LODR).
The Composition of the committee is as follows:
| Name of the Director |
Designation in |
the Nature of Directorship |
|
Committee |
|
| Altab Uddin Kazi |
Chairperson |
Independent Director |
| Ishu Munjal |
Member |
Managing Director |
| Priyanka Poddar |
Member |
Independent Director |
b) NOMINATION AND REMUNERATION COMMITTEE
The Nomination and Remuneration Committee was constituted at a meeting of the Board of
Directors held on April 11, 2025 pursuant to Section 178 of the Companies Act, 2013 and
Regulation 19 of SEBI (LODR). The Composition is as follows:
| Name of the Director |
Designation in |
the Nature of Directorship |
|
Committee |
|
| Jai Gopal Munjal |
Chairperson |
Non-Executive Director |
| Altab Uddin Kazi |
Member |
Independent Director |
| Anuj Saraswat |
Member |
Independent Director |
c) STAKEHOLDERS RELATIONSHIP COMMITTEE
The Stakeholder's Relationship Committee has been formed by the Board of Directors, at
the meeting held on April 11, 2025 pursuant to Section 178 of the Companies Act, 2013 and
Regulation 20 of SEBI (LODR). The Composition is as follows:
|
Designation in |
the Nature of Directorship |
| Name of the Director |
Committee |
|
| Jai Gopal Munjal |
Chairperson |
Non-Executive Director |
| Priyanka Poddar |
Member |
Independent Director |
| Vandana Munjal* |
Member |
Additional Director |
*Subsequent to the close of the financial year 2025-26, pursuant to the resignation of
Ms. Surbhi Munjal and the appointment of Mrs. Vandana Munjal as an Additional Director
(Non-Executive) of the Company with effect from April 6, 2026, the Stakeholders'
Relationship Committee was reconstituted by the Board of Directors. Consequently, Ms.
Surbhi Munjal ceased to be a Member of the Committee and Mrs. Vandana Munjal was inducted
as a Member of the Stakeholders' Relationship Committee with effect from April 6, 2026.
CODE OF CONDUCT
The Board has laid down a Code of Conduct for all Board members and Senior Management
Personnel of the Company. The Code is displayed on the website of the Company
www.houseofmanohar.com. All Board members and Senior Management Personnel have affirmed
compliance with the said Code of Ethics & Conduct. VIGIL MECHANISM / WHISTLE BLOWER
POLICY
Pursuant to the provisions of Section 177(9) & (10) of the Companies Act, 2013, a
Vigil Mechanism/Whistle Blower Policy for directors and employees to report their genuine
concerns has been established. The Vigil Mechanism / Whistle Blower Policy has been
uploaded on the website of the Company at
https://houseofmanohar.com/demo/Media/Investors%20Docs/Policy-on-Vigil-Mechanism
Whistle-Blower-for-Directors-and-Employees.pdf. The Policy is an extension of the Code of
Conduct for Directors & Senior Management Personnel and covers any unethical and
improper actions or malpractices and events which have taken place/suspected to take
place. As per the policy all Protected Disclosures should be addressed to the Vigilance
Officer / Company Secretary or to the Chairman of the Audit Committee in exceptional
cases. STATUTORY AUDITORS & AUDITOR'S REPORT
Pursuant to Section 139 of the Act and the Companies (Audit and Auditors) Rules, 2014,
M/s Chanana & Associates, Chartered Accountants, Delhi (Firm's Registration No:
028379N), were appointed as Statutory Auditors of the Company in the Annual General
Meeting of the Company for the Company held on 30.08.2024 for a period 05 (five)
consecutive years, to hold office from the conclusion of this AGM till the conclusion of
the 06 AGM to be held in the year 2029, to conduct audit of the books of accounts of the
Company from financial year 2024- 25 to financial year 2028-29..
There is no qualification, reservation, adverse remark, comments, observations or
disclaimer given by the Statutory Auditors in their report(s). There were no frauds
reported by the Statutory Auditors under the provisions of Section 143 of the Act. The
Auditors have also confirmed that they have subjected themselves to the peer review
process of Institute of Chartered Accountants of India (ICAI) and hold a valid certificate
issued by the Peer Review Board of the ICAI and are eligible to continue as the statutory
auditor of the Company. SECRETARIAL AUDITORS AND THEIR REPORT
In terms of Section 204(1) of the Companies Act, 2013 read with rule 9 of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company has
appointed M/s G. Rishabh & Company, Company Secretaries, as the Secretarial Auditor of
the Company for the Financial Year 2025-26. The report of the Secretarial Auditor is
annexed herewith as Annexure-1. There are no qualifications, reservations, adverse
remarks, comments, observations or disclaimer made by the Secretarial Auditors in their
report. There were no frauds reported by the Secretarial Auditors under the provisions of
Section 204 of the Act. COST AUDITORS
The provisions of maintenance of Cost Records as specified by the Central Government
under subsection (1) of Section 148 of the Act are not applicable on the Company. MEETINGS
OF BOARD OF DIRECTORS
During the financial year 2025-2026, your Board of Directors have met 18 (Eighteen)
times. The details of meeting & attendance are given hereunder. The intervening gap
between the Meetings was within the prescribed period.
Sr. No. |
Date of Board Meeting |
Board Strength |
Directors Present |
| 1. |
11/04/2025 |
6 |
6 |
| 2. |
14/04/2025 |
6 |
6 |
| 3. |
18/04/2025 |
6 |
6 |
| 4. |
21/04/2025 |
6 |
6 |
| 5. |
31/05/2025 |
6 |
6 |
| 6. |
11/06/2025 |
6 |
6 |
| 7. |
23/06/2025 |
6 |
6 |
| 8. |
07/07/2025 |
6 |
6 |
| 9. |
01/08/2025 |
6 |
6 |
| 10. |
09/09/2025 |
6 |
6 |
| 11. |
17/10/2025 |
6 |
6 |
| 12. |
27/10/2025 |
6 |
6 |
| 13. |
18/11/2025 |
6 |
6 |
| 14. |
28/11/2025 |
6 |
6 |
| 15. |
28/11/2025 |
6 |
6 |
| 16. |
01/12/2025 |
6 |
6 |
| 17. |
31/12/2025 |
6 |
6 |
| 18. |
14/02/2025 |
6 |
6 |
MEETING OF INDEPENDENT DIRECTORS
Pursuant to Secretarial Standard -1 relating to Board Meeting issued by the Institute
of Company secretaries of India, the independent directors shall conduct at least One (1)
meeting in a Calendar Year to review the performance of Non-Independent Directors and the
Board as a whole; to review the performance of the Chairman and to assess the quality,
quantity and timeliness of flow of information between the company management and the
Board and its members that is necessary for the Board to effectively and reasonably
perform their duties. Accordingly, all Independent Directors of the Company has conducted
a meeting dated March 26th, 2026, without presence of non-independent director where they
review the performance of all non-independent director of the company and the board as a
whole, also review the performance of the Chairman of the company and assess the quality,
quantity and timeliness of flow of information between the company management and the
Board. ANNUAL RETURN
Pursuant to Section 92(3) read with Section 134(3) of the Companies Act, 2013, the
Annual Return as on March 31, 2024 has been uploaded on the Company's website at:
https://houseofmanohar.com/investor-financial-return
CSR COMMITTEE
The Company comes under the criteria as mentioned in section 135 of the Companies Act,
2013 i.e., Corporate Social Responsibility and accordingly the amount has been spent on
CSR activities in the financial year 2024-2025 to comply with the requirements of
necessary social expenditure which is INR 15.04 Lakhs. The constitution of CSR Committee
was not applicable for FY 2025-26. The CSR Report is annexed as Annexure- 2.
The Board of Director of your Company has formulated and adopted a policy on CSR which
can be accessed at https://houseofmanohar.com/policies.
BOARD EVALUATION
Pursuant to the provisions of Companies Act, 2013 and the Listing Regulations, the
Board has carried out annual performance evaluation of its own performance, those of
directors individually and of various committees. The performance of individual directors
was evaluated on parameters, such as, number of meetings attended, contribution in the
growth and formulating the strategy of the Company, independence of judgement,
safeguarding the interest of the Company and minority shareholders, time devoted apart
from attending the meetings of the Company, active participation in long term strategic
planning, ability to contribute by introducing best practices to address business
challenges and risk etc. The directors expressed their satisfaction with the evaluation
process. NATURE OF BUSINESS
There has been no change in the business of the Company. MANAGEMENT DISCUSSION AND
ANALYSIS REPORT
A detailed review of the operations, performance, and future outlook of the Company and
its businesses is provided in the Management Discussion and Analysis Report for FY
2025-26, annexed as Annexure-3. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER
SECTION 186 The details of loans and Investments and guarantees covered under the
provisions of Section 186 of the Act are given in the Notes to the Financial Statements
forming a part of Annual Report. Current borrowings of the company are compliant with
Section 180(1)(c) of the Companies Act, 2013. PARTICULARS OF CONTRACTS OR ARRANGEMENTS
WITH RELATED PARTIES: Pursuant to the provisions of Section 188 of the Companies Act,
2013, all related party transactions entered into during the financial year 2024 25 were
conducted on an arm's length basis and in the ordinary course of business. The Company has
entered into certain contracts/arrangements with related parties during FY 2025-26, and
accordingly, Form No. AOC- 2 is annexed as Annexure 4. The details of the transactions
with related parties during the financial year 2025-26 are provided in the accompanying
financial statements. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE
(PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013 The Company has zero tolerance towards
sexual harassment at the workplace and has adopted a policy on prevention, prohibition and
redressal of sexual harassment at workplace in line with the provisions of the Sexual
Harassment of Women at Workplace (Prevention, Prohibition and
Redressal) Act, 2013 and the Rules thereunder. As required under law, an Internal
Compliance Committee has been constituted for reporting and conducting inquiry into the
complaints made by the victim on the harassments at the workplace. During the year the
period under review, the Company has not received any sexual harassment complaints during
the financial year nor is any complaint pending at the end of the financial year.
SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING
THE GOING CONCERNS STATUS AND COMPANY'S OPERATIONS IN FUTURE
There is no significant and material order passed by the regulators or courts or
tribunals impacting the going concern status and the Company's operations in future.
MATERIAL CHANGES AND COMMITMENT AFFECTING THE FINANCIAL POSITION
There have been no material changes and/or commitments affecting the financial position
of the Company which have occurred between the end of the financial year of the Company
and the date of the Report. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN
EXCHANGE EARNINGS AND OUTGO
Pursuant to provisions of Section 134(3)(m) & Rule 8(3) of Companies (Accounts)
Rules, 2014 the details of energy conservation, technology absorption and foreign exchange
earnings and outgo has been given in Annexure 5 to this report. INTERNAL FINANCIAL
CONTROLS AND THEIR ADEQUACY
The Company has a proper and robust system of internal controls geared towards
achieving efficiency of business operations, safeguarding the Company's assets and
ensuring optimum utilization of resources. Such controls also ensure accuracy and
promptness of financial reporting and compliance with statutory regulations. In the
opinion of the Statutory Auditors of the Company, as expressed by them in their report,
the Company has adequate internal control systems over financial reporting as at 31st
March, 2026. HUMAN RESOURCES
Your Company treats its "human resources" as one of its most important
assets. Your Company continuously invests in attraction, retention and development of
talent on an ongoing basis. A number of programs that provide focused people attention are
currently underway. Your Company's thrust is on the promotion of talent internally through
job rotation and job enlargement. PARTICULARS OF EMPLOYEES
In terms of the provisions of Section 197 (12) of the Companies Act, 2013 read with
Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules,
2014, disclosure pertaining to remuneration and other details are provided in the Annexure
6 to this Report.
Particulars of employee remuneration, as required under Section 197 (12) of the
Companies Act, 2013 read with Rule 5 (2) and 5(3) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 forms an integral part of this Annual
Report. In terms of the provisions of the first proviso to Section 136 (1) of the
Companies Act, 2013, the Annual Report is being sent to Members, excluding the
aforementioned information. Any Member interested in obtaining a copy of such statement
may write to the Company Secretary of the Company at cs@houseofmanohar.com. TRANSFER OF
AMOUNTS TO INVESTOR EDUCATION AND PROTECTION FUND
Your Company did not have any funds lying in unpaid or unclaimed dividend for a period
of seven years Therefore, there were no funds which were required to be transferred to
Investor Education and Protection Fund (IEPF) under Section 124 of the Companies Act,
2013. COMPLIANCE WITH SECRETARIAL STANDARDS
During the year under review, the Company was in compliance with the Secretarial
Standards. i.e., SS-1 and SS-2 relating to "Meetings of the Board of Directors"
and "General Meetings" respectively. INDUSTRIAL RELATIONS
The Company maintained healthy, cordial and harmonious industrial relations at all
levels. The enthusiasm and unstinting efforts of employees have enabled the Company to
remain at the leadership position in the industry. It has taken various steps to improve
productivity across organization. PROCEEDING UNDER INSOLVENCY AND BANKRUPTCY CODE, 2016 No
application or any proceeding has been filed against the Company under the Insolvency and
Bankruptcy Code, 2016 (31 of 2016) ("IBC Code') during the financial year 2025-26.
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: The Company has not made any one-time
settlement, therefore, the same is not applicable. UNSECURED LOANS FROM DIRECTORS
During the year under review, the Company has not borrowed an unsecured loan from any
of the Directors of the Company. REGISTRAR AND SHARE TRANSFER AGENT
During the year under review, Bigshare Services Private Limited was the Registrar and
Transfer Agent of the Company.
COMPLIANCE WITH THE MATERNITY BENEFIT ACT, 1961
The Company has complied with the provisions of the Maternity Benefit Act, 1961,
including all applicable amendments and rules framed thereunder. The Company is committed
to ensuring a safe, inclusive, and supportive workplace for women employees. All eligible
women employees are provided with maternity benefits as prescribed under the Maternity
Benefit Act, 1961, including paid maternity leave, nursing breaks, and protection from
dismissal during maternity leave. The Company also ensures that no discrimination is made
in recruitment or service conditions on the grounds of maternity. Necessary internal
systems and HR policies are in place to uphold the spirit and letter of the legislation.
DOWNSTREAM INVESTMENT
The Company neither have any Foreign Direct Investment (FDI) nor invested as any
Downstream Investment in any other Company in India. INTERNAL AUDIT
At the beginning of each financial year, an audit plan is rolled out with approval of
the Company's Audit Committee. The plan is aimed at evaluation of the efficacy and
adequacy of internal control systems and compliance thereof, robustness of internal
processes, policies and accounting procedures and compliance with laws and regulations.
Based on the reports of internal audit, process owners undertake corrective action in
their respective areas. Significant audit observations and corrective actions are
periodically presented to the Audit Committee of the Board. DIRECTORS' RESPONSIBILITY
STATEMENT
Pursuant to the provisions under Section 134(5) of the Act, with respect to Directors'
Responsibility Statement, the Directors confirm: a). That in the preparation of the annual
accounts, the applicable accounting standards have been followed and no material
departures have been made from the same; b) That they had selected such accounting
policies and applied them consistently, and made judgements and estimates that are
reasonable and prudent, so as to give a true and fair view of the state of affairs of the
Company at the end of the financial year and of the profit and loss of the Company for
that period; c) That they had taken proper and sufficient care for the maintenance of
adequate accounting records in accordance with the provisions of the Companies Act, 2013,
for safeguarding the assets of the Company and for preventing and detecting fraud and
other irregularities; d) That they had prepared the annual accounts on a going concern
basis; e) That 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; and f) That they had devised proper systems to ensure compliance with the
provisions of all applicable laws and that such systems were adequate and operating
effectively.
ACKNOWLEDGMENTS
The Board places on record its appreciation for the continued patronage, support and
cooperation extended by its shareholders, customers, bankers and all Government and
statutory agencies with whose help, cooperation and hard work the Company was able to
achieve the results. Your directors would further like to record appreciation to the
efforts of all the employees for their valuable contribution to the Company.