To the Members,
Your Directors have pleasure in presenting the 40th Annual Report together
with the Audited Balance Sheet, Profit & Loss Account and Cash Flow Statement for the
financial year ended 31st March, 2025.
FINANCIAL RESULTS REVIEW AND PROSPECTS
Your company has recorded a Total Income of Rs. 8740.13/- Lakhs for the year ended 31st
March, 2025 against total income of Rs. 8693.56/- Lakhs last year. The company has
recorded a Net Profit of Rs. 16.17 Lakhs.
From the financial prospective, the highlights of the financial results for the year
under review are as follows:
Particulars |
2024-2025 |
2023-2024 |
| Revenue from operations |
8,721.79 |
8659.79 |
| Other Income |
18.34 |
33.77 |
Total Income |
8,740.13 |
8693.56 |
| Finance costs |
280.74 |
273.52 |
| Depreciation / Amortization Expense |
166.26 |
212.75 |
| Total Expenses |
8,731.40 |
8735.22 |
| Profit/(loss) Before Exceptional Item and Tax |
8.73 |
(41.66) |
Profit/(loss) Before Tax |
8.73 |
(41.66) |
| Tax Expense |
2.27 |
19.15 |
| Current Tax |
2.27 |
19.15 |
| Deferred Tax |
(9.71) |
(49.23) |
Profit for the period from Continuing operations |
16.17 |
(11.59) |
Profit/(loss) for the period |
16.17 |
(11.59) |
Total Comprehensive Income for the period (XIII+XIV) Comprising Profit
(Loss) and Other comprehensive Income for the period |
16.17 |
(11.59) |
Earning per equity share for continuing operation |
|
|
| (1) Basic |
0.21 |
(0.15) |
| (2) Diluted |
0.21 |
(0.15) |
THE COMPANY'S PRODUCTS / SERVICES
Plastic Division: Our Company is Manufacturing HDPE/PP Woven sacks for packing of
Fertilizers & Cement.
DIVIDEND
The Directors regret their Inability to recommend dividend for the year under review
due to insufficient profit.
BUSINESS RISK MANAGEMENT
The Company, like any other enterprise, is exposed to business risk which can be
internal risks as well as external risks. The threats to the segments in which the company
operates are
- Continuous Quality Improvement is need of the hour as there are different demand
patterns all over the world.
- Geographical Disadvantages.
- To balance the demand and supply.
- To make balance between price and quality. DEPOSITS
The Company has not accepted deposits covered under Chapter V of the Companies Act,
2013 and accordingly, the disclosure requirements stipulated under the said Chapter are
not applicable.
PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS
During the year under review, the company has not given any loans, Guarantees and
Investments covered under the provisions of Section 186 of the Companies Act, 2013
CONTRACTS AND ARRANGEMEMENTS WITH RELATED PARTIES
Pursuant to clause (h) of sub-section (3) of section 134 of the Act and Rule 8(2) of
the Companies (Accounts) Rules, 2014, except the remuneration to managerial personnel,
there is no other related party transactions to be disclosed as required under the above
said statutory requirement.
EXTRACT OF ANNUAL RETURN
The details forming part of the extract of the Annual Return in form MGT-9 is available
on the Company website (https://www.salguti.com/)
DEMAT SUSPENSE ACCOUNT UNCLAIMED SHARES
As on 31st March 2025, there were no Equity Shares of Shareholders were
lying in the Escrow Account due to non-availability of the correct particulars.
CORPORATE GOVERNANCE
Pursuant to SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
notified on 2nd September, 2015, Report on Corporate Governance is Not
Applicable to the Company since the Paid-up Capital of the Company is less than 10 Crores
and the Net worth of the Company is less than 25 Crores as on the last day of Previous
Audited Financial Year 2024-2025.
MANAGEMENT DISCUSSIONS AND ANALYSIS REPORT
A Management Discussion and Analysis Report, has been attached and forms part of the
Annual Report.
ADDITIONAL INFORMATION AS REQUIRED U/ S 134(3)(m) OF THE COMPANIES ACT, 2013
1. Conservation of Energy:
The Company is monitoring the consumption of energy and is identifying measures for
conservation of energy.
2. (i) The steps taken by the company for utilizing the alternate sources of energy Nil
(ii) The capital investment on energy conservation equipments Nil
(b) (i) Technology Absorption, adaptation and innovation: - Indigenous Technology is
involved for the manufacturing the products of the Company. (ii) Research and Development
(R & D): No research and Development has been carried out. c) Foreign exchange
earnings: Rs. Nil (d) Foreign exchange out go: Rs. Nil
PARTICULARS OF EMPLOYEES
The Directors are to report that none of the employee was in receipt of remuneration
exceeding the limit prescribed under rule 5(2) of the Companies (Appointment and
Remuneration of managerial Personnel) Rules 2014.
STATUTORY AUDITORS
The Members of the Company at the Annual General Meeting ("AGM") held on 30th
September, 2022 had approved the appointment M/s. P. Murali & Co., Chartered
Accountants, Hyderabad, (Firm Registration No. 007257S) as Statutory Auditors of the
Company for a term of five consecutive years to hold office from the conclusion of this 37th
Annual General Meeting of the Company till the conclusion ofthe 42nd Annual
General Meeting to be held in the Year 2027 on such remuneration plus service tax, out
of-pocket expenses, as may be mutually agreed upon by the Board of Directors and the
Statutory Auditors.
The Report given by the Auditors on the financial statements of the Company is part of
the Annual Report. There has been no qualifications, reservations, adverse remarks or
disclaimers given by the Auditors in their Report.
BOARD AND COMMITTEES PERFORMANCE EVALUATION
Pursuant to the provisions of the Companies Act, 2013 and as per the provisions of SEBI
(LODR) Regulations 2015, the Board has carried out an annual performance, the directors
individually as well as the evaluation of the working of its Audit and Nomination &
Remuneration Committees.
NUMBER OF BOARD MEETINGS HELD DURING THE FINANCIAL YEAR AND THE DATES OF THE BOARD
MEETINGS:
The Board met 5 (Five) Times on the following dates during the financial year
2024-2025. 30-05-2024, 13-08-2024, 24-08-2024, 14-11-2024 and 14-02-2025. AUDIT COMMITTEE
The attendance of each member of the Audit Committee are given below:
Name of the Director |
Designation |
No. of Meetings held |
No. meetings attended |
Mrs. Indira Reddy Kuknoor |
Independent Director |
5 |
5 |
Mr. Vishnu Vardhan Reddy Salguti |
Chairperson |
5 |
5 |
Mr. Nagaraj Draksharam |
Independent Director |
5 |
5 |
The Board met 5 (Five) Times on the following dates during the financial year
2024-2025. 30-05-2024, 13-08-2024, 24-08-2024, 14-11-2024 and 14-02-2025 DIRECTORS AND
INDEPENDENT DIRECTORS
All Independent Directors have given declarations that they meet the criteria of
independence as laid down under Section 149(6) of the Companies Act, 2013 and as per the
provisions of SEBI (LODR) Regulations 2015.
DIRECTORS REMUNERATION DETAILS
Remuneration details of the Executive Director(s) are mentioned in this Annual Report
at the relevant place. During the period under review. Mrs. Rajitha Reddy has not taken
any remuneration even though she is eligible for the same and the resolution was passed in
the previous Annual General Meetings.
NOMINATION AND REMUNERATION COMMITTEE
The composition of the Committee is given below:
| Name of the Director |
Chairman/Member |
| Mrs. Indira Reddy Kuknoor |
Independent Director |
| Mr. Nagaraj Draksharam |
Independent Director |
| Mr. Lakshmikar Reddy Mundla |
Independent Director |
The Committee met 5(five) times during the Financial Year 2024-2025 on 30-05-2024,
13-08-2024, 24-08-2024, 14-11-2024, 14-02-2025.
DIRECTORS' RESPONSIBILITY STATEMENT
Pursuant to the requirement under Section 134(3)(c) of the Companies Act, 2013, with
respect to Directors responsibilities Statement it is hereby confirmed:
a. That in preparation of the annual accounts, the applicable accounting standards have
been followed along with proper explanation relating to material departures; b. That the
directors have selected such accounting policies and applied them consistently and made
judgments and estimates that are reasonable and prudent so as to give a true and fair view
of the state of affairs of the company at the end of the financial year ended 31st
March, 2023 and of the profit and loss of the company for that period; c. That the
directors have 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. That the
directors have prepared the annual accounts on a going concern basis. e. that proper
internal financial controls were in place and that the financial controls were adequate
and were operating effectively; f. That systems to ensure compliance with the provisions
of all applicable laws were in place and were adequate and operating effectively.
STAKEHOLDERS RELATIONSHIP /INVESTORS GRIEVANCE COMMITTEE:
The Committee oversees share transfers and monitors investor grievances. To look into
the redressal of shareholders and investors complaints like transfer of shares, non
receipt of balance Sheet, non-receipt of declared dividends etc.,
The Committee consists of the following Directors:
| Name of the Director |
Chairman/Member |
| Mrs. Indira Reddy Kuknoor |
Independent Director |
| Mr. Nagaraj Draksharam |
Independent Director |
| Mr. Lakshmikar Reddy Mundla |
Independent Director |
The Committee met 5(five) times during the Financial Year 2024-2025 on 30-05-2024,
13-08-2024, 24-08-2024, 14-11-2024, 14-02-2025.
Familiarisation programme for Independent Directors
Pursuant to the provisions of SEBI (LODR) Regulations 2015, the Company has formulated
a programme for familiarising the Independent Directors with the company, their roles,
rights, responsibilities in the company, nature of the industry in which the company
operates, business model of the company etc through various initiatives
POLICIES
Material Subsidiary
During the year ended March 31, 2025, the Company does not have any material
listed/unlisted subsidiary companies as defined as per the provisions of SEBI (LODR)
Regulations 2015. The policy on determining material unlisted subsidiary of the Company is
approved by the Board of Directors of the company.
Vigil Mechanism
The Board of Directors of the company are committed to maintain the highest standard of
honesty, openness and accountability and recognize that employees have important role to
play in achieving the goal. As a public company the integrity of the financial matters of
the Company and the accuracy of financial information is paramount. The stakeholders of
the Company and the financial markets rely on this information to make decisions. For
these reasons, the Company must maintain workplace where it can retain and treat all
complaints concerning questionable accounting practices, internal accounting controls or
auditing matters or concerning the reporting of fraudulent financial information to our
shareholders, the Government or the financial markets. The employees should be able to
raise these free of any discrimination, retaliation or harassment. Pursuant to the policy,
employees are encouraged to report questionable accounting practices to Smt. Indira Reddy
Kuknoor, Chairman of Audit Committee through email or by correspondence through post.
Material changes and commitments affecting the financial position.
During the period under review, there are no major material changes to be reported,
which affect the financial position
Company's policy on director's appointment & remuneration.
The company has a policy on Directors' appointment & Remuneration and the same will
be implemented whenever the appointments take place.
Particulars of loans, Guarantees or investments.
During the period under review, the loans / Guarantees / Investments taken / provided
by the Company are detailed in the Financial Statements.
Particulars of contract or arrangement with related party
During the period under review, there were no contract or arrangement with related
party except as provided in the
Auditor's Report.
Annual evaluation of its own & Board committee's performance.
The company has a policy on Board & Committees' evolution & performance and the
same is being reviewed on quarterly basis.
Implementation of risk management policy.
The company has a policy on risk management and the same is implemented by the Company
to mitigate the risk in the business.
Policy on CSR initiatives - CSR is not applicable to the Company
Post Balance Sheet events
There are no material events after the 31st March 2025 till the signing of
this Annual Report, which has significant impact on the business of the Company.
Disclosure about cost Audit
The requirement of maintaining the cost Audit Records are not applicable to the
Company. Disclosure about ESOP and Sweat Equity Share: NA Key Managerial Personnel (Chief
Financial Officer and Company Secretary):
Smt. S Rajitha Reddy, Chief Financial Officer act as Key Managerial Personnel in
accordance with the Section 203 of the Companies Act, 2013.
Mrs. Rashi Pathak-Whole Time Company Secretary cum Compliance Officer of the Company.
Related Party Transaction Policy on dealing with Related Party Transactions is approved by
the Board
No related party transactions were entered into during the financial year under review,
there are no materially significant related party transactions made by the Company with
Promoters, Directors, Key Managerial Personnel or other designated persons which may have
a potential conflict with the interest of the Company at large. The same was discussed by
the Audit Committee as also the Board. The policy on Related Party Transactions as
approved by the Board. None of the Directors has any pecuniary relationships or
transactions vis-?-vis the Company.
Internal Financial Controls
The Company has in place adequate internal financial controls with reference to
financial statements. Periodic audits are undertaken on a continuous basis covering all
the operations i.e., manufacturing, sales & distribution, marketing, finance, etc.
Reports of internal audits are reviewed by management from time to time and desired
actions are initiated to strengthen the control and effectiveness of the system.
Secretarial Audit
Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Secretarial Audit
Report is from CS Sarada Putcha,Company Secretary in Practice obtained by the company and
forms part of this Annual report.
Disclosures pursuant to The Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014
1. The Disclosures pursuant to sub-rule (1) of Rule 5 of The Companies (Appointment and
Remuneration of
Managerial Personnel) Rules, 2014 are forms part of the Board's Report.
2. The Disclosures pursuant to sub-rule (2) of Rule 5 of The Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, in respect of employees of the Company
forms part of the Board's
Report.
Remuneration Policy
The Board has, on the recommendation of the Nomination & Remuneration Committee
framed a policy forselection and appointment of Directors, Senior Management and their
remuneration.
Significant and Material Orders Passed by the Regulators or Courts
There are no significant material orders passed by the Regulators/Courts which would
impact the going concern status of the Company and its future operations
Disclosure under the Sexual Harassment of Women at Workplace (Prevention, Prohibition
and Redressal) Act, 2013
The Company has in place an Anti Sexual Harassment Policy in line with the requirements
of Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act
2013. An Internal committee has been set up to redress the complaints received regarding
sexual harassment at workplace. All employees including trainees are covered under this
policy.
Personnel
The relationship between the management and the staff was very cordial throughout the
year under review. Your Directors take this opportunity to record their appreciation for
the cooperation and loyal services rendered by the employees.
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 are no applications made or any proceeding pending to report under the Insolvency
and Bankruptcy Code, 2016 (31 of 2016) during the year.
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.
During the year there is no one time settlements done with the Banks to report.
Acknowledgements
Your Directors place on record their appreciation of the continuous assistance and
co-operation extended to your Company by the valued customers, bankers, Reserve Bank
India, SEBI, Stock Exchange(s) and all other regulatory Authorities. The Directors also
sincerely acknowledge the significant contributions made by all the employees for their
dedicated services to the Company.
|
For SALGUTI INDUSTRIES LIMITED |
|
Sd/- |
Sd/- |
|
S. Vishnu Vardhan Reddy |
S. Rajitha Reddy |
| Place: Hyderabad |
Managing Director |
Whole-Time Director |
| Date: 30-05-2025 |
DIN: 00051641 |
DIN: 00051603 |