To
The Members,
Your Directors have pleasure in presenting the 43rd Annual Report on the
business and operations of the Company along with the Audited Financial Statements for the
financial year ended on 31st March, 2023.
1. FINANCIAL SUMMARY AND HIGHLIGHTS
The Company's financial summary and highlights are summarized below:-
(Rs. in Lakhs)
Particulars |
Financial Year |
|
31st March, 2023 |
31st March, 2022 |
Revenue from operations |
5,164 |
5,078 |
Other Income |
114 |
17 |
Total Revenue (A) |
5,278 |
5,095 |
Expenses:- |
|
|
Cost of materials consumed |
822 |
1,102 |
Purchase of Stock-in-trade |
1,003 |
715 |
Changes in inventories of finished goods, Work in progress and |
60 |
33 |
stock-in-trade |
|
|
Employees benefit expenses |
1,070 |
1,152 |
Finance Costs |
2,129 |
2,771 |
Depreciation and Amortization expenses |
2,037 |
437 |
Other Expenses |
2,466 |
2,527 |
Total Expenses (B) |
9,587 |
8,737 |
Profit/(loss) before exceptional items and tax (A) - (B) |
(4,309) |
(3,642) |
Exceptional items (gain) |
(13) |
- |
Profit / (Loss) before tax |
(4,322) |
(3,642) |
Less : Tax expense |
7 |
- |
Profit / (Loss) for the period |
(4,329) |
(3,642) |
Other comprehensive Income (Net of Tax) |
(13) |
6 |
Total Comprehensive Income for the period (Comprising profit |
(4,342) |
(3,636) |
after tax and other comprehensive income after tax for the period) |
|
|
2. FINANCIAL PERFORMANCE
During the year under review, the Company's operations continued to be affected due to
the impact of high power cost and non-availability of working capital for operations
resulting in lower capacity utilisation and constrained margins due to operations on Job
work basis. The Syntex and Polycot Division continued to remain shut during the complete
financial year. Furthermore, the Company has not been able to undertake necessary regular
capital expenditure as per industry norms for proper maintenance and upkeep of plant and
equipment due to paucity of funds. During the year under review the Company had a downfall
in its profitability. There was a loss during the year amounting to Rs. 4,329 Lakhs as
compared to loss of Rs. 3,642 Lakhs in previous year. The total revenue of the company was
Rs. 5,278 Lakhs as compared to Rs. 5,095 Lakhs of previous year. Further there is no
change in the nature of business in the Financial Year 2022-23.
Your Directors and Management along with the entire team is taking all possible action
to ensure that we are able to sustain our financial productivity and business operational
developments inspite of all adverse external conditions and competition.
3. STATE OF THE COMPANY'S AFFAIR
The business operations of the company during the year under review continues to be
adversely affected. The Company produced 5011.92 M.T. of yarn valuing Rs. 5103.54 Lakhs
during the period under review as against 5824.76 M.T. of yarn valuing Rs. 5044.56 Lakhs
produced during the last year. During the year, there were no exports. The state of
Company's affairs and performance of the Company is analyzed in detail in the Management
Discussions and Analysis Report annexed to this report as Annexure-5.
4. DIVIDEND
In view of Losses in the current year, your Directors are unable to recommend any
dividend for the year under review.
5. TRANSFER TO RESERVES
No amount is proposed to be transferred to the Reserves for the year under review.
6. UNPAID / UNCLAIMED DIVIDEND
The details of unpaid / unclaimed dividend and their respective shares transferred by
the Company to IEPF are available at the website of the Company at List of shareholders
-IEPF and List of shareholders Dividend
7. FIXED DEPOSITS
Your Company has not accepted any fresh Unsecured Fixed Deposits from its members
during the financial year 2022-23. The Fixed Deposits which have been taken earlier have
been duly paid as and when they were matured. 1. The details relating to deposits, covered
under Chapter V of the Companies Act, 2013 ("the Act") are as under:-
a) accepted during the year : |
Nil |
b) remained unpaid or unclaimed as at the end of the year : |
Nil |
c) whether there has been any default in repayment of the deposits or |
|
payment of interest thereon during the year and if so, number of such |
|
cases and the total amount involved |
|
i. at the beginning of the year : |
Nil |
ii. maximum during the year : |
Nil |
iii. at the end of the year : |
Nil |
2. There are no deposits which are in non - compliance with the requirements of Chapter
V of the Act.
8. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186
Particulars of loans or investments covered under Section 186 of the Act along with the
purpose for which the loan or security is proposed to be utilized by the recipient of the
loan or security, are provided in Notes to the Financial Statements. Please refer note 6
and 14 to the Financial Statement. Further, no guarantees have been given by the Company.
9. CHANGE IN THE DIRECTORS AND KEY MANAGERIAL PERSONNEL (A) Directors
In accordance with the provisions of Section 152(6) of the Act read with the rules made
thereunder and the Company's Articles of Association, Mr. Vikas Ladia (DIN: 00256289) was
re-appointed as director retire by rotation at the 42nd AGM.
Mr. Anubhav Ladia (DIN:00168312) is liable to retire by rotation at 43rd AGM
and being eligible, seeks reappointment. The Board recommends his re-appointment.
Further, there is no change in the Board of Directors.
(B) Key Managerial Personnel (KMP)
There is no change in Key Managerial Personnel for financial year 2022-23.
10. MEETINGS OF THE BOARD
The Board of Directors met six times during the financial year 2022-23, i.e. 11th
April, 2022, 7th May, 2022, 25th May, 2022, 2nd August,
2022, 11th November, 2022 and 3rd February, 2023. Frequency and
quorum at these meetings and the intervening gap between any two meetings were in
conformity with the provisions of the Act, the Securities and Exchange Board of India
(Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing
Regulations") and Secretarial Standards issued by The Institute of Company
Secretaries of India ("Secretarial Standards"). The Secretarial Standards are
adhered to by the Company. For further details, please refer report on Corporate
Governance annexed to this report as Annexure-6.
11. COMMITTEES OF BOARD OF DIRECTORS
As on 31st March, 2023, the Board have 4 Committees, namely, the Audit
Committee, the Nomination and Remuneration Committee, the Stakeholders' Relationship
Committee and the Sub-Committee. A detailed note on the Composition of the Board and its
Committees and other relevant details are provided in the report on Corporate Governance
annexed to this report as Annexure-6.
12. FORMAL ANNUAL EVALUATION
The evaluation / assessment of the Directors and KMPs of the Company is to be conducted
on an annual basis to satisfy the requirements of the Act and Listing Regulations. The
Company is having a Policy for performance evaluation of Independent Directors, Board,
Committees and other Individual Directors which includes criteria for their performance
evaluation. The said criteria provide certain parameters like Attendance, Availability,
Time spent, Preparedness, Active participation, Analysis, Objective discussions, Probing
and testing assumptions, Industry and Business knowledge, Functional expertise, Corporate
Governance, Development of Strategy and Long Term Plans, Inputs in strength area,
Director's obligation and discharge of responsibilities, Quality and value of
contributions and Relationship with other Board Members etc. which is in compliance with
applicable laws, regulations and guidelines.
During the year under review, a separate mechanism was carried out by the Board,
internally at the time of meeting itself, for formal annual evaluation of its own
performance and that of its Committee and individual directors, including the Chairman of
the Board, on parameters as mentioned above. Performance evaluation of Independent
Directors was carried out by the entire Board and of all the Directors individually was
also carried out by Nomination and Remuneration Committee in their meeting. Performance
evaluation of the Chairman and non-independent directors was also carried out in the
Meeting of Independent Directors separately.
13. NOMINATION AND REMUNERATION POLICY
The Company's policy on directors' appointment and remuneration including criteria for
determining qualifications, positive attributes, independence of a director and other
matters, etc. is available on the website of the Company at Nomination and Remuneration
Policy.
The policy briefly includes:-
1. Appointment/re-appointment Criteria and Qualifications of Director, KMPs, SMPs and
other employees as may be decided by the Board of Directors
2. Term / Tenure of Director, KMPs, SMPs
3. Criteria for evaluation
4. Removal and Retirement of Directors, KMPs, SMPs
5. Provisions relating to remuneration of Director, KMPs, SMPs
There is no change in the Policy during the Financial Year 2022-2023.
14. DECLARATION BY INDEPENDENT DIRECTOR
The Company has received declaration from all the Independent Directors of the Company
confirming that they meet the criteria of independence as prescribed under sub-section (6)
of Section 149 of the Act and Regulation 16 (b) of Listing Regulations, compliance of code
of conduct as per Schedule IV of the Act and the Independent Directors are independent of
the management. As mandated by the Ministry of Corporate Affairs, they have also completed
their registration on the databank of Independent Directors created by MCA and Indian
Institute of Corporate Affairs. Mr. Narendra Nath Agrawala is exempted from passing Online
Proficiency Self-Assessment Test and Mr. Sandeep Kumar Jain and Mrs. Manju Datta have
cleared Online Proficiency Self-Assessment Test for Independent Director's Databank
conducted by The Indian Institute of Corporate Affairs.
15. AUDITORS AND AUDIT REPORTS I. Statutory Auditors and Audit Report
M/s. Doogar & Associates, Chartered Accountants (Firm Registration No.000561N), New
Delhi were appointed as the Statutory Auditors of the Company to hold office for second
term of five years from the conclusion of the 42nd AGM of the Company held on 9th
September, 2022, till the conclusion of the 47th AGM to be held in calendar
year 2027.
As required under the provisions of Section 139(1) of the Companies Act, 2013, the
company has obtained a written certificate from the above mentioned Auditor to the effect
that they confirm with the limits specified in the said Section and they have also given
their peer review certificate and eligibility certificate stating that they are not
disqualified within the meaning of Section 141 of the Companies Act, 2013.
The Audit Report on the Financial Statements for the financial year 2022-23 does not
contain any qualifications, reservations or adverse remarks. The observations made by the
Auditors are self explanatory and have been dealt with, in Independent Audit Report. The
Notes to Financial Statement referred to in the Auditors' Report are self-explanatory and
do not call for any further comments.
II. Cost Auditors and Cost Audit Report
In terms of Section 148 of the Act read with rule 3 of the Companies (Cost Records and
Audit) Rules, 2014 the Company is required to maintain cost records for Textile business.
The accounts and records are made and maintained accordingly by the Company.
M/s. K.G. Goyal & Co., Cost Accountants, (Firm Registration No.000017), Jaipur were
appointed as Cost Auditors of the Company for conducting the Audit of cost records
maintained by the Company for the financial year 2022-23. The Cost Audit Report for the
financial year 2022-23 does not contain any qualification, reservation or adverse remark.
Further, the Board of Directors has approved the re-appointment of M/s. K.G. Goyal
& Co., Cost Accountants (Firm Registration No.000017), Jaipur as Cost Auditors for
conducting the Audit of the cost records maintained by the Company for the financial year
2023-24. The remuneration proposed to be paid to them requires ratification by the
shareholders of the Company in this AGM. In view of this, the Board of Directors
recommends a remuneration of Rs. 30,000/- (Rupees Thirty Thousand Only) plus applicable
GST and reimbursement of traveling expenses and out of pocket expenses (at actual) to the
Cost Auditors to be ratified by the shareholders at the 43rd AGM.
III. Secretarial Auditors and Secretarial Audit Report
M/s. V. M. & Associates, Company Secretaries (Firm Registration No. P1984RJ039200),
Jaipur were appointed as Secretarial Auditors of the Company for conducting the
Secretarial Audit for the financial year 2022-23. The Secretarial Audit Report for the
financial year 2022-23, in form MR-3, containing the observations, are mentioned herein
below: -
The Company maintains a Structured Digital Database but details of unpublished price
sensitive information shared with the Statutory Auditors was initially not captured in it:
The Management has the necessary software and has been now ensuring the required
compliance.
The Secretarial Audit Report for the financial year 2022-23, in form MR-3, is annexed
to this report as Annexure-1. Further, the Company has undertaken an audit for the
financial year 2022-23 under Regulation 24A of Listing Regulations. The Annual Secretarial
Compliance Report has been submitted to the stock exchange within prescribed timelines for
the financial year 2022-23.
Further, the Board of Directors has approved the re-appointment of M/s. V. M. &
Associates, Company Secretaries (Firm Registration No. P1984RJ039200), Jaipur as
Secretarial Auditors for conducting the Secretarial Audit of the Company for the financial
year 2023-24.
IV. Internal Auditors and Internal Audit Report
M/s. K.G. Bhatia & Co., Chartered Accountants (Firm Registration No. 010370C),
Udaipur were appointed as Internal Auditors of the Company for conducting Internal Audit
for the financial year 2022-23. The Internal Audit Reports were received quarterly by the
Company and the same were reviewed by the Audit Committee and Board of Directors for each
quarter. Further, the Board of Directors has approved the re-appointment of M/s. K.G.
Bhatia & Co., Chartered Accountants (Firm Registration No.-010370C), Udaipur as
Internal Auditors for conducting the Internal Audit of the Company for the financial year
2023-24.
16. REPORTING OF FRAUDS BY AUDITORS
During the period under review, neither the internal auditors nor statutory auditors
nor the secretarial auditors nor cost auditors 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, the details of which would need to be mentioned in the Board's
Report.
17. RISK MANAGEMENT POLICY
The Company operates in conditions where economic, environment and social risk are
inherent to its businesses. In managing risk, it is the Company's practice to take
advantage of potential opportunities while managing potential adverse effects. In line
with Listing Regulations and as per the requirement of Section 134(3)(n) of the Act read
with the rules made thereunder, as amended, the Board has already framed a comprehensive
Risk Management Policy to oversee the mitigation plan including identification of element
of risk, for the risk faced by the company, which in the opinion of the Board may threaten
the existence of the Company. The object of the policy is to make an effective risk
management system to ensure the long term viability of the company's business operations.
During the year under review, the same was reviewed half yearly by Audit Committee of the
Company. The risk management plan comprised of the following 5 steps :
1. Identification of risk
2. Defining the risk in detail
3. Analyzing the risk
4. Evaluating various aspects linked to the risk
5. Treatment of risk
18.WHISTLE BLOWER POLICY / VIGIL MECHANISM
The Company promotes ethical behaviour in all its business activities and has put in
place a mechanism of reporting illegal or unethical behaviour. The Company has a whistle
blower policy wherein the directors and employees are free to report violations of law,
rules, regulations or unethical conduct, actual or suspected fraud to their immediate
supervisor or provide direct access to the Chairman of the Audit Committee in exceptional
cases or such other persons as may be notified by the Board. The confidentiality of those
reporting violations is maintained and they are not subjected to any discriminatory
practice. The Whistle Blower Policy of the Company is also available on the website of the
Company at Whistle Blower Policy. During the year, no whistle blower event was reported
and the mechanism is functioning well. Further, no personnel has been denied access to the
Audit Committee. The details of the whistle blower policy/vigil mechanism is given in the
report on Corporate Governance annexed to this report as Annexure-6.
19. PREVENTION OF SEXUAL HARASSMENT AT WORKPLACE
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 made thereunder. The
Company has constituted Internal Complaint Committee under the Sexual Harassment of Women
at Workplace (Prevention, Prohibition and Redressal) Act, 2013 for reporting and
conducting inquiry into the complaints made by the victim on the harassment at the work
place. The following is a summary of Sexual Harassment Complaints received and disposed
off during the financial year 2022-23 :-
a) Number of Complaints pending at the beginning of the year : NIL
b) Number of Complaints received during the year : NIL
c) Number of Complaints disposed off during the year : NA
d) Number of Complaints pending at the end of the year : NIL
The above details of Sexual Harassment Complaints received and disposed off during the
financial year 2022-23 is also given in the report on Corporate Governance annexed to this
report as Annexure-6.
20. SOCIAL OBLIGATIONS
The provisions of Section 135 of the Act relating to Corporate Social Responsibility
are not applicable on the Company. However, the Company has generally taken corporate
social responsibility initiatives. The Company made efforts for the betterment and
upliftment of the living standards of Scheduled Castes and Scheduled Tribes dwelling in
the adjoining areas of Dungarpur by providing them training and employment.
21. ANNUAL RETURN
Pursuant to Section 92(3) read with Section 134(3)(a) of the Act, the Company has
placed a copy of the Annual Return as on 31st March, 2023 on the Company's
website on Annual Return 2022-23
22.PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES
All Contracts/ arrangements/ transactions that were entered by the Company during the
financial year 2022-23 are done on Arm's length basis. Disclosure of particulars of
contract/arrangements entered into by the company with Related Parties referred to in
sub-section (1) of section 188 of the Act (in Form No. AOC -2) is annexed to this report
as Annexure-2. The related party transaction policy is available on the website of the
company at the link Policy on materiality of Related Party Transactions and on dealing
with Related Party Transactions
23.PARTICULARS OF THE EMPLOYEES
Pursuant to Section 197 of the Act read with Rule 5(1) of the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014 a detailed statement is annexed to
this report as Annexure-3.
Further, with respect to Rule 5(2) of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 the names of the top ten employees in terms of
remuneration drawn is listed below :
Name of the Employee |
Designation of the Employee |
Remuner ation received (Rs.) |
Nature of employmen t whether contractual or otherwise |
Qualifications and experience of the employee |
Date of Commenc e -ment of employme nt |
The age of such employe es (years) as on 31st March 2023 |
The last employ ment held by such employe e before joining the
company |
The % of equity shares held by the employ ee in the compan y within
the meanin g of clause (iii) of sub- rule (2) above |
1. Mr. Vikas Ladia |
Managing Director and Chief Executive Officer |
57,52,546 |
Contractual |
d) Tech in Computer Engineering from Manipal Institute of Technology,
Manipal Exp- 28Years |
26/09/1997 |
49 Years |
- |
3.83% |
2. Mr. Anubhav Ladia |
Whole Time Director |
37,33,133 |
Contractual |
e) Com (H), FCA Exp- 21 Years |
01/09/2005 46 Years |
- |
2.13% |
|
3. Mr. Suresh Chandra Joshi |
Vice President (PA & IR) |
12,55,800 |
Permanent |
M.A. (Economics), P.G. Diploma in Labour Law, Labour Welfare and
Personnel Management & L.L.B. Exp.- 36 years |
18/06/2015 61 Years |
RSWM Ltd. |
0.00 |
|
4. Mr. Raj Kumar Mahasani |
Vice President (Marketing) |
9,63,582 |
Permanent |
M.A. & P.G. Diploma in Sales & Marketing Exp.- 33 years |
22/01/1990 59 Years |
- |
0.00 |
|
5. Mr. Sanjay Kulshrestha |
Vice President (Technical) |
10,43,788 |
Permanent |
Diploma in Textile Technology Exp.- 26 years |
01/07/2021 59Years |
Siddarth a Super Spinning Mill |
0.00 |
|
6. Mr. Kameshwar Roy |
Chief Engineer |
7,24,550 |
Permanent |
Polytechnic Diploma in Mechanical Exp.- 35 years |
01/08/2011 57 Years |
Punsumi India Ltd. Bhiwadi |
0.00 |
|
7. Mr.Prahlad Bilochi |
CFO-AVP (Accounts) |
7,35,328 |
Permanent |
B.Com Exp.- 37 Years |
08/10/1986 58 Years |
- |
0.00 |
|
8. Mr. Narayan Lal Malpani |
G.M.(Materi als) |
6,40,800 |
Permanent |
B.Com Exp.- 40 Years |
26/06/2017 62 years |
Shayona Cement Corp, Malavi (Central Africa) |
0.00 |
|
9. Mrs. Monika Ladia # |
Special Executive |
6,98,880 |
Permanent |
B.E. (Chemical) From Sikkim Manipal University Exp- 25 Years |
01/04/1998 50 Years |
- |
0.12 |
|
10. Mr. Sunil Thapliyal |
Sr. Manager -R & D |
4,68,620 |
|
MSC, Deploma in Textile Exp.- 42 Years |
01/11/2011 64 years |
Shayona Cement Corp, Malavi (Central Africa |
0.00 |
|
*None of the aforesaid employee (except Mrs. Monika Ladia) is a relative of any
director or manager of the Company. # Mrs. Monika Ladia is wife of Mr. Vikas Ladia
(Managing Director and CEO) and Sister-in-Law of Mr. Anubhav Ladia (Whole Time Director)
of the company.
24. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO
Your Company continuously strives to conserve energy, adopt environment friendly
practices and employ technology for more efficient operations.
Pursuant to Section 134 (3)(m) of the Act read with rule 8(3) of The Companies
(Accounts) Rules, 2014, relevant details of conservation of energy, technology absorption
and foreign exchange earnings and outgo are annexed to this report as Annexure -4.
25. MANAGEMENT DISCUSSION AND ANALYSIS REPORT
Pursuant to Regulation 34 of the Listing Regulations, the operations of the company are
reviewed in detail in the Management Discussion and Analysis Report which is annexed to
this report as Annexure -5.
26. CORPORATE GOVERNANCE
Your Company is compliant with the norms on Corporate Governance as provided in the
Listing Regulations. The Report on Corporate Governance for financial year 2022-23 is
annexed to this report as Annexure -6 along-with the certificate on
compliance of conditions of corporate governance issued by M/s. Doogar & Associates,
Statutory Auditor.
27 . DISCLOSURE REQUIREMENTS FOR CERTAIN TYPES OF AGREEMENTS BINDING LISTED
ENTITIES
Pursuant to clause 5A to para A of part A of schedule III of Regulation 30A (2) of
Listing Regulations, no agreements have been entered into by the shareholders, promoters,
promoter group entities, related parties, directors, key managerial personnel, employees
of the company among themselves or with the company or with a third party, solely or
jointly, which, either directly or indirectly or potentially would impact the management
or control of the company or impose any restriction or create any liability upon the
company. Further no such agreements have been entered into by the company in the normal
course of business which would directly or indirectly or potentially would impact the
management or control the company.
28.OTHER COMPLIANCES
28.1 Material changes and commitments, if any, affecting the financial position of the
Company which have occurred between the end of the financial year of the company to which
the financial statements relate and the date of the report: Bank of Baroda had filed
an application under section 7 of Insolvency and Bankruptcy Code, 2016 and the same was
intimated to the Company on 4th May, 2022. The Company has filed an application
under Pre-Packaged Insolvency Resolution Process ("PPIRP") Scheme of Government
of India notified vide Notification dated 4th April, 2021, submitting a
Resolution Plan for revival of operations. Consequently, Company Petition No. CP No.
(IBPP)-01/54C/JPR/2022, filed under section 54C of the Insolvency and Bankruptcy Code,
2016 for seeking initiation of PPIRP was admitted by Hon'ble Adjudicating Authority i.e
NCLT, Jaipur Bench on 19/04/2023 which was received by the Company on 25/04/2023. Mr
Lekhraj Bajaj, lP Registration No. IBBI/IPA-002/1P-N00039/2016-2017/10078 was appointed as
the Resolution Professional of the Company by the Hon'ble NCLT, Jaipur. The Company has
submitted a detailed Resolution Plan before the Committee of Creditors for consideration
and approval.
28.2 Significant and material orders: Vide Order Dated 19th April, 2023
of National Company Law Tribunal, Jaipur, the Pre- Packaged Insolvency Resolution Process
has been initiated. Also please refer note 40 to the Financial Statements.
28.3 Details in respect of adequacy of internal financial controls: For detailed
discussion with reference to adequacy of internal financial controls, please refer to
Management Discussion and Analysis Report annexed to this report as Annexure-5.
28.4 Disclosure of Accounting Treatment in preparation of Financial Statements: The
financial statements are prepared in accordance with Indian Accounting Standards (Ind AS).
The Ind AS are prescribed under section 133 of the Act, read with rule 3 of the Companies
(Indian Accounting Standards) Rules, 2015 and Companies (Indian Accounting Standards)
Amendment Rules, 2016. Accounting Policies have been consistently applied except where a
newly issued accounting standard is initially adopted or a revision to an existing
accounting standard requires a change in the accounting policy hitherto in use.
28.5 Details of Subsidiary/ Joint Ventures / Associate Companies / and its Performance:
Your company has no Subsidiary / Joint Ventures / Associate Companies.
29. DIRECTORS' RESPONSIBILITY STATEMENT
Your Directors hereby confirm that:- i.) in the preparation of the annual accounts, the
applicable accounting standards had been followed along with proper explanation relating
to material departures; ii.) 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; iii.) 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; iv.) the
directors had prepared the annual accounts on a going concern basis; v.) the directors 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 vi.) 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.
30.Secretarial Standards
The Company has adhered to applicable Secretarial Standards i.e. SS-1 and SS-2,
relating to Meeting of the Board of Directors' and General Meetings'.
31.APPLICATION TO INITIATE CORPORATE INSOLVENCY RESOLUTION PROCESS UNDER SECTION 7 OF
THE INSOLVENCY AND BANKRUPTCY CODE, 2016 (IBC)-
Bank of Baroda, a financial creditor, had filed an application under Section 7 of
Insolvency and Bankruptcy Code, 2016 before the National Company Law Tribunal
Jaipur Bench ("NCLT, Jaipur") alleging default in payment of their Bank Loans
and the same was intimated to the Company on 4th May, 2022. The application has
been rejected vide Order No. C.P. NO. (IB)- 28/7/JPR/2022 dated 19th April,
2023 by Honorable NCLT, Jaipur in light of initiating PPIRP under Section 54C of IBC,
2016.
32.OTHER DISCLOSURES
Other disclosures with respect to Board's Report as required under the Act and the
Rules notified thereunder are either NIL or NOT APPLICABLE.
33.ACKNOWLEDGMENT
Your Directors wish to take this opportunity to place on record their gratitude and
sincere appreciation for the timely and valuable assistance and support received from
Bankers, Auditors, Customers, Suppliers, Share Transfer Agent and Regulatory Authorities
and other stakeholders of the Company.
The Directors place on record their deep appreciation of the dedication of your
Company's employees at all levels and look forward to their continued support in the
future as well. Your Directors are thankful to the shareholders for their continued
patronage.
|
For Shree Rajasthan Syntex Ltd. |
Date : August 10, 2023 |
Sd/- |
Sd/- |
Place : Udaipur |
Vikas Ladia |
Anubhav Ladia |
Registered Office : 27-A, First Floor, Meera Nagar, |
(Managing Director and |
(Whole Time Director) |
Housing Board Colony, |
Chief Executive Officer) |
DIN: 00168312 |
Udaipur - 313001 |
DIN: 00256289 |
|
Rajasthan |
|
|