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MANAGEMENT DISCUSSION AND ANALYSIS REPORT
Dear Members,
Your directors are pleased to present their Twenty-Sixth Report
together with Audited Financial Statements for the year ended March 31, 2023:
FINANCIAL HIGHLIGHTS:
The summary of financial performance of the Company for the year under
review is as given below:
(Rs. in lakhs)
Particulars |
Standalone |
Consolidated |
|
For the Year ended March 31, 2023 |
For the Year ended March 31, 2022 |
For the Year ended March 31, 2023 |
For the Year ended March 31, 2022 |
Total Income |
2,608.73 |
3,048.56 |
5,053.94 |
7,499.85 |
Profit before Depreciation & Tax |
2,364.91 |
2,784.74 |
4,701.57 |
7,113.80 |
(-) Depreciation |
1.71 |
2.71 |
1.71 |
2.71 |
Profit/(Loss) before Tax |
2,363.20 |
2,782.03 |
4,699.86 |
7,111.09 |
(-) Tax Expenses |
420.48 |
798.60 |
993.71 |
2,028.00 |
Profit/(Loss) after Tax |
1,942.72 |
1,983.43 |
3,706.15 |
5,083.09 |
(+) Other Comprehensive Income |
3,925.76 |
7,042.43 |
58,702.51 |
(50,544.55) |
Total Comprehensive Income for the year |
5,868.48 |
9,025.86 |
62,408.66 |
(45,461.46) |
FINANCIAL PERFORMANCE: Total Income:
On a standalone basis, total income for FY 2022-23 was Rs. 2,608.73
lakhs, as compared to Rs. 3,048.56 lakhs of the previous year, mainly due to lower gain on
fair value changes of mutual fund and other investments, which was Rs. 56.03 lakhs for the
current year as compared to Rs. 624.35 lakhs in the previous year. On a
consolidated basis, total income was Rs. 5,053.94 lakhs, as compared to Rs. 7,499.85 lakhs
in the previous year, due to lower dividend income, which was Rs. 4,624.80 lakhs for FY
2022-23 as compared to Rs. 6,059.22 lakhs in the previous year, and also lower gain on
fair value changes of mutual funds and other investments of Rs. 121.86 lakhs as compared
to Rs. 1,180.73 lakhs in the previous year. During the year equity market performance for
India as well as global markets was significantly impacted by macro factors such as
geopolitical tensions, high inflation, and rising interest rates. Indian equity markets
also saw high FPI outflows, further impacting equity returns during the year.
Expenses:
On a standalone basis, the total expenses for FY 2022-23 were Rs.
245.53 lakhs as compared Rs. 266.53 lakhs for the previous year, mainly due to decrease in
employee benefit and legal and professional expenses. On consolidated basis, the total
expenses for FY 2022-23 were Rs. 354.08 lakhs as compared to Rs. 388.76 lakhs for the
previous year mainly due to decrease in employee benefit and investment expenses.
Profit After Tax:
Standalone Profit after Tax for FY 2022-23 was Rs. 1,942.72 lakhs as
compared to Rs. 1,983.43 lakhs during the previous year, mainly due to lower revenues.
Consolidated Profit after Tax for FY 2022-23 was Rs. 3706.15 lakhs as
compared to Rs. 5,083.09 lakhs during the previous year, mainly due to lower revenues.
The cashflow arising from the profits for the year has been deployed in
the business.
Amounts proposed to be carried to reserves:
An amount of Rs. 388.54 lakhs have been transferred to Special Reserve
in standalone financial statements as per the statutory requirements. The Company has not
transferred any amount to General Reserves during the year.
DIVIDEND:
With a view to conserve resources in the volatile environment and to
maintain sufficient funds for investment and working capital requirements, your directors
consider it prudent not to recommend any dividend for the year under review.
MANAGEMENT DISCUSSION AND ANALYSIS
a. IndustryStructure&Developments,Opportunities and Future Outlook:
FY 2022-23 saw the impact of the pandemic subsiding. However, the year
was beset by supply chain disruptions due to the geopolitical situation in Europe and high
inflation. As headline inflation in India also crossed the upper thresholds, Reserve
Bank of India (RBI) raised the key lending rates. Despite inflation as
well as supply chain challenges India witnessed a 7.2% GDP growth in FY 2022-23. India
remains one of the fastest growing major economies in the world with GDP expected to grow
around 6.5% during FY 2023-24 as per RBI estimates. RBI also projects inflation to
moderate around 5.2% for FY 2023-24. With strong infrastructure push by the Government and
overall stability in domestic demand environment, Indian economy is expected to achieve a
sustained GDP growth rate of above 6% in the coming years.
The Company is a Non-Banking Financial Company (NBFC')
registered with the Reserve Bank of India as a Non-Deposit Accepting NBFI and derives most
of its revenue from investments. Also, the value of the stocks, shares and bonds depends
on the prevailing capital markets scenario. The future success of the Company continues to
depend on its ability to anticipate the volatility of the financial markets, minimising
risks and increasing returns through prudent investment decisions. The investments of the
Company are typically long term in nature and predominantly in the equity markets. The
Company also invests in companies where it is a part of the promoter group from a
long-term perspective. All investments decisions are reviewed by the Board of Directors on
a periodic basis.
b. Risks, Threats and Concerns:
Risk management comprises of identification, assessment, and
prioritization of risks followed by coordinated and economical application of resources to
minimize, monitor and control the probability and/ or impact of unfortunate events or to
maximize the realization of opportunities. The Risk Management Committee (RMC')
of the Board of Directors manages and monitors the Company's risks, as detailed
herein below under the heading "Risk Management Process".
c. Internal control systems and their adequacy:
The Company has an adequate internal audit and control system
commensurate with its size and nature of business to ensure operational efficiency,
accuracy and promptness in financial reporting and compliance of various laws and
regulations. The Audit Committee of the Board of Directors reviews the Internal Audit
Report and the adequacy and effectiveness of internal controls periodically.
d. Human Resources:
Employee relations continued to remain cordial during the year under
review. As on March 31, 2023, there were 5 (Five) employees including Key Managerial
Personnel (KMP') of the Company.
e. Significant Changes in Key Financial Ratios (i.e., change of 25% or
more as compared to immediately previous financial year) and Change in Return on Net Worth
as compared to the immediately previous financial year, along with a detailed explanation
thereof:
Return on Net Worth for FY 2022-23: 0.81% Return on Net Worth for FY
2021-22: 0.85%
Change in return on Net Worth as compared to immediately preceding
previous financial year: -4.45% As compared to previous year, the Company's Return on
Net Worth and Net Profit has decreased on account of lower Net gain on fair value changes
of mutual funds and other investments, and lower dividend income. Except for this, there
is no significant change (i.e. change of more than 25%) in any other key financial ratios
during the current financial year as compared to immediately preceding financial year.
CAUTIONARY STATEMENT:
Statements in the Management Discussion and Analysis describing the
Company's objectives, projections, estimates and expectations may constitute
"forward looking statements'' within the meaning of applicable laws and
regulations. Actual results might differ materially from those either expressed or
implied.
SHARE CAPITAL
During the year under review, there was no change in the Share capital
of the Company.
MATERIAL CHANGES AND COMMITMENTS:
There are no material changes and commitments, affecting the financial
position of the Company which have occurred between the end of the financial year on March
31, 2023, to which the financial statements relate and the date of this report.
CONSOLIDATED FINANCIAL STATEMENTS:
In accordance with Section 129(3) of the Companies Act, 2013 (the
Act') and Regulation 34 of the Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations, 2015, (the Listing
Regulations') the Consolidated Financial Statements of the Company and its
subsidiaries, including the statement containing salient features of the financial
statements of all the subsidiary companies of the Company as set out in prescribed Form
No. AOC-1, forms part of this Annual Report. The Consolidated Financial Statements have
been prepared in accordance with the applicable Indian Accounting Standards issued by the
Institute of Chartered Accountants of India.
SUBSIDIARY COMPANIES:
There was no change in the subsidiaries or associates during the year
under review. Further, the Financial Statements of the subsidiaries are uploaded on the
website of the Company in accordance with Section 136 of the Act. The Financial Statements
of these subsidiaries and the other related information will be made available to any
Member of the Company seeking such information and also available for inspection at the
Registered Office of the Company.
As required under Regulation 16(1)(c) of the Listing Regulations, the
Company has formulated the Policy on Materiality of Subsidiaries and the same is published
on the Company's website at https://www.summitsecurities.net/
files/corporate_governance/PolicyonMaterialSubsidiary. pdf
DIVIDEND DISTRIBUTION POLICY
Pursuant to Regulation 43A of the Listing Regulations as amended upto
date, the Company has adopted a Dividend Distribution Policy. The same is published on the
Company's website at https://www.summitsecurities.
net/files/DividendDistributionPolicy.pdf
RISK MANAGEMENT POLICY/ PROCESS:
The Company has constituted Risk Management Committee ("RMC")
in accordance with Regulation 21 of the Listing Regulations and the Guidelines on
Corporate Governance ("Guidelines") issued by the Reserve Bank of India
("RBI") as applicable to the Company. The terms of reference of the RMC are in
accordance with the aforesaid Guidelines, the Act and the Listing Regulations.
The RMC had formulated a Risk Management Policy. This policy defines a
process to ensure that a structured, disciplined and consistent risk strategy, providing
guidance for risk activity within the Company by embedding Enterprise Risk Management
within the culture of the business is in place.
One of the elements in the Risk Management Process as defined in the
Risk Management Policy is identification and assessment of risks. The identified risks
pertaining to the nature of business carried out by the Company comprise of Strategic
Risk, Operational Risk, Sectoral Risk, ESG related risks, Capital Market Fluctuations
Risk, Regulatory & Compliance Risk, Human Resource Risk, Information and Technology
Risk, Liquidity Risk etc. Risk mitigation measures are also reviewed alongside the
identified risks. A report on risk evaluation and mitigation covering the elements of
risks, impact and likelihood, mitigation measures and risk assessment is periodically
presented before the RMC for review and placed before the Board of Directors for
information.
RELATED PARTY TRANSACTIONS:
The Company has in place a Policy on Related Party Transactions for
purpose of identification and monitoring of Related Party Transactions. The policy was
last revised and approved by the Board of Directors on February 10, 2022, and is published
on the Company's website at https://www.summitsecurities.net/files/corporate_
governance/RelatedPartyTransactionPolicy.pdf The Company has not entered into any
transaction with related parties during the year under review which requires reporting in
Form No. AOC-2 in terms of the Section 134(3) and 188(1) of the Act read with Rule 8(1) of
the Companies (Accounts) Rules, 2014.
There are no relationships between the Directors inter-se nor any
relationship between the Key Managerial Personnel (KMP) inter-se.
None of the Directors nor KMP had any pecuniary relationships or
transactions vis-a-vis the Company except the sitting fees paid to Directors and
remuneration paid to KMPs.
ANNUAL RETURN:
Pursuant to Section 134(3)(a) of the Act read with Section 92(3) of the
Act and Rule 12 of the Companies (Management and Administration) Rules, 2014, Annual
Return is published on the Company's website at https://
www.summitsecurities.net/files/AGM/MGT-7/MGT-7_ FY22-23.pdf
PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS:
Since the Company is registered as a Non-Banking Financial Company
(NBFC) not accepting public deposits, with the Reserve Bank of India and having its
principal business of making investments, the Company is accordingly exempted from the
relevant provisions under Section 186 (11) of the Act.
PUBLIC DEPOSITS:
Since the Company is registered with the Reserve Bank of India as an
NBFC not accepting public deposits, it is exempted from the provisions of Section 73 of
the Act. Further, the Company has not accepted public deposits as defined under RBI's
Master Direction on NBFC-Acceptance of Public Deposit (Reserve Bank) Directions, 2016.
DIRECTORS AND KEY MANAGERIAL PERSONNEL:
a. Directors: Mr. A. N. Misra (DIN: 00350790), Non-executive
Non-Independent Director of the Company, resigned w.e.f. June 30, 2022, owing to his other
commitments. The Board places on record its appreciation for the contribution and guidance
of Mr. A. N. Misra during his tenure as Director.
The Board of Directors,based on there commendations of the Nomination
and Remuneration Committee and in terms of the provisions of Section 161 and other
applicable provisions of the Act and Listing Regulations, had approved the appointment of
Mr. Manish Jain (DIN: 05307900) as an Additional Director (Non-Executive, Non-Independent)
on the Board of Directors of the Company with effect from June 30, 2022, subject to the
approval of members at the Annual General Meeting (AGM).
Further, the Members of the Company had at their Twenty Fifth AGM held
on September 30, 2022, approved the appointment of Mr. Manish Jain as a Non-Executive,
Non-Independent Director, liable to retire by rotation. Pursuant to the provisions of the
Act and Articles of Association of the Company, Mr. Manish Jain (DIN: 05307900),
Non-Executive Director, retires by rotation at the Twenty Sixth AGM and being eligible,
has offered himself for reappointment.
In compliance with Section 102(1) of the Act, Regulation 36(3) of the
Listing Regulations and Secretarial Standard-2 (SS-2) on General Meetings, necessary
details have been annexed to the Notice of the AGM. b. Key Managerial Personnel: Pursuant
to the provisions of sub-section (51) of Section 2 and Section 203 of the Act read with
the rules framed thereunder, the following persons were Key Managerial Personnel of the
Company as on March 31, 2023:
1. Mr. Arvind Dhumal, Manager;
2. Mr. Paras Mal Rakhecha, Chief Financial Officer; and
3. Ms. Jiya Gangwani, Company Secretary.
Further, there was no change in the Key Managerial Personnel of the
Company during the year under review. c. Declarations from Independent Directors: In terms
of the provisions of sub-section (6) of Section 149 of the Act and Regulation 16 and other
applicable provisions under Listing Regulations including any amendment(s) thereof, the
Company has received declarations from all the Independent Directors of the Company that
they meet with the criteria of independence as provided in the Act and the Listing
Regulations. There has been no change in the circumstances affecting their status as an
Independent Director during the year.
In the opinion of the Board of Directors, the Independent Directors of
the Company possess requisite qualifications, experience and expertise and they hold the
highest standards of integrity.
The Independent Directors have confirmed that they have registered and
renewed, if applicable, their names in the data bank maintained with the
Indian Institute of Corporate Affairs (IICA'). In terms of
Section 150 of the Act read with Rule 6(4) of the Companies (Appointment &
Qualification of Directors) Rules, 2014, all the Independent Directors of the Company are
exempted from undertaking the online proficiency self-assessment test. The Independent
Directors are in compliance with the provisions of Rule 6 of the Companies (Appointment
and Qualifications of Directors) Rules, 2014, as amended and applicable.
The Independent Director of the Company had no pecuniary relationship
or transactions with the Company other than sitting fees and reimbursement of expenses, if
any, incurred by them for attending meeting of the Company. d. Familiarization Programme
for Independent Directors: Pursuant to the Code of Conduct for Independent Directors
specified under the Act and Regulation 25(7) of the Listing Regulations, the Company
familiarises its Independent Directors on their roles, rights, responsibilities in the
Company, nature of the industry in which the Company operates and business model of the
Company, etc. The note on this familiarisation programme is also published on the
Company's website at https://www.summitsecurities.
net/files/Note_on_Familiarisation_Prog_for_Ind.pdf
MEETINGS OF THE BOARD OF DIRECTORS:
The Board of Directors met four times during the year ended March 31,
2023, the details of the same are mentioned in the Corporate Governance Report, which
forms part of this Annual Report.
COMMITTEES:
As on March 31, 2023, the Committees comprised of mandatory committees
as per the Act and the Listing Regulations viz., Audit Committee, Nomination and
Remuneration Committee, Stakeholders Relationship Committee and Risk Management Committee.
The non-mandatory committees comprise of Asset Liability Management Committee and IT
Strategy Committee constituted as per applicable RBI guidelines. Details of composition of
these committees alongwith number of meetings held during the year and other related
details are set out in the Corporate Governance Report which forms part of this Annual
Report.
There have been no instances where the Board of Directors has not
accepted recommendations of any of its committee including the Audit Committee.
ANNUAL PERFORMANCE EVALUATION OF BOARD, ITS COMMITTEES AND DIRECTORS:
The Annual Evaluation as required under the Act and the Listing Regulations has been
carried out by the Board of Directors of its own performance, the performance of each
individual Director (including its chairperson) and its
Committees.Forthispurpose,anEvaluationQuestionnaire which was prepared considering the
criteria for evaluation in accordance with the Company's "Nomination and
Remuneration Policy", approved by the Board of Directors on recommendation of the
Nomination and Remuneration Committee, taking into account the applicable provisions of
the Act and the rules made thereunder, the Listing Regulations read with the Circulars
issued by SEBI in this regard, which inter-alia covered various aspects such as
participation in meetings, contribution to strategic decision making, core governance and
compliance, etc. The aforesaid Evaluation Questionnaire was circulated to all the
Directors and their responses were received in a sealed envelope addressed to the Chairman
of the Board of Directors and results thereof were then discussed in the next meeting of
the Board of Directors.
NOMINATION AND REMUNERATION POLICY:
Pursuant to the Act, SEBI Listing Regulations and NBFC Regulations, the
Company has constituted a Nomination and Remuneration Committee consisting of composition
as defined therein. The terms of reference of the Committee, inter alia, includes dealing
with appointment and remuneration of Directors, Key Managerial Personnel and Senior
Management Personnel. The Policy inter-alia covers the criteria for determining
qualifications, positive attributes and independence of a director, etc.
The detailed Policy is given as Annexure A to this Report and is
also published on the Company's website at https://
www.summitsecurities.net/files/corporate_governance/
Nomination_and_Remuneration_Policy.pdf.
DIRECTORS RESPONSIBILITY STATEMENT:
Pursuant to Section 134(3)(c) of the Act, your Directors to the best of
their knowledge and belief confirm that: (a) in the preparation of the annual accounts,
the applicable accounting standards have been followed alongwith proper explanation
relating to material departures, if any; (b) such accounting policies have been selected
and applied consistently and such judgements and estimates have been made that are
reasonable and prudent to give a true and fair view of the state of affairs of the Company
in the Balance Sheet as at March 31, 2023 and the Statement of Profit and Loss for the
financial year ended March 31, 2023; (c) proper and sufficient care has been taken for the
maintenance of adequate accounting records in accordance with the provisions of the Act
for safeguarding the assets of the Company and for preventing and detecting fraud and
other irregularities; (d) the annual accounts have been prepared on a going concern basis;
(e) the proper internal financial controls were in place and that such internal financial
controls were adequate and were operating effectively;
(f) the systems to ensure compliance with the provisions of all
applicable laws were in place and that such systems were adequate and operating
effectively.
VIGIL MECHANISM / WHISTLE BLOWER POLICY:
The Company has adopted vigil mechanism in the form of Whistle Blower
Policy (WBP') for directors and employees to report their concerns about
unethical behavior, actual or suspected fraud or violation of the Company's code of
conduct or ethics policy. The WBP is also published in the Company's website at
https://www.summitsecurities.net/ files/corporate_governance/Whistle_BlowerPolicy.pdf.
PARTICULARS OF EMPLOYEES:
a. A statement containing the Disclosures pursuant to Section
197(12) of the Act and Rule 5(1) of The Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 is attached as Annexure B to this Report. b. The
statements required under Section 197 read with Rule 5(2) and 5(3) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014 (the
Rules'), as amended, will be made available to any Member upon request. Any member
interested in obtaining a copy of the said statement may write to the Company.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, RESEARCH AND
DEVELOPMENT, FOREIGN EXCHANGE EARNINGS AND OUTGO:
The Company is an NBFC and engaged in investments and financial
activities, its operations do not account for substantial energy consumption. However, the
Company adopts all possible measures to conserve energy and at the same time several
environment friendly measures are adopted by the Company. The provisions relating to
research and development and technology absorption are not applicable to the Company.
During the year under review, there have been no transactions in the Company relating to
foreign exchange earnings and outgo.
CORPORATE SOCIAL RESPONSIBILITY:
Pursuant to the introduction of sub-section (9) under Section 135 of
the Act vide the Companies Amendment Act, 2020, which was effective from January 22, 2021,
the Board of Directors are empowered to perform the functions of CSR Committee as the
annual expenditure is below the threshold of Rs. 50 Lakhs.
The CSR policy of the Company is published on the Company's
website at https://www.summitsecurities.net/ files/corporate_governance/CSR_Policy.pdf. A
report on CSR activities as required under the Companies (Corporate Social Responsibility
Policy) Rules, 2014 is attached as Annexure C to this Report.
BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT:
The Company was not in the Top 1,000 companies as per Market
Capitalisation as on March 31, 2023, at both the Stock Exchanges, where it is listed
namely - BSE Limited and National Stock Exchange of India Limited. Accordingly, the
Company is not required to submit a Business Responsibility and Sustainability Report
(which replaces the earlier requirement of a Business Responsibility report) in view of
Regulation 34 read with Regulation 3(2) of the SEBI (Listing Obligations and Disclosures
Requirements) Regulations, 2015.
STATUTORY AUDITORS:
The shareholders of the Company, at the Twenty-Fourth AGM held on
September 24, 2021, had approved the appointment of M/s. Sharp & Tannan, Chartered
Accountants (Firm Registration No. 109982W) as statutory auditors of the Company to hold
office from the conclusion of Twenty Fourth AGM till the conclusion of Twenty Seventh AGM
of the Company.
M/s. Sharp & Tannan, Chartered Accountants have confirmed that they
continue to be eligible to act as the Statutory Auditors of the Company in compliance with
Section 139 and 141 of the Act read with rules made there under, Listing Regulations and
RBI Act, 1934, read with relevant Regulations / Notifications / Circulars issued
thereunder, to the extent applicable, for the FY 2023-24.
INTERNAL AUDITORS:
M/s. V. S. Somani & Co, Chartered Accountants were the Internal
Auditors of the Company for the FY 2022-23. They have consented to act as Internal
Auditors of the Company for FY 2023-24.
Based on the recommendations of the Audit Committee, the Board of
Directors at their meeting held on May 23, 2023, re-appointed M/s. V. S. Somani & Co.,
Chartered Accountants as the Internal Auditors of the Company for FY 2023-24.
SECRETARIAL AUDITORS:
M/s. Parikh Parekh & Associates, Company Secretaries were appointed
as the Secretarial Auditors for conducting the Secretarial Audit in accordance with
Section 204 of the Act for the year ended March 31, 2023. The Secretarial Audit Report
prepared in accordance with Section 134(3) and Section 204(1) of the Act in the prescribed
Form No. MR-3 by M/s. Parikh Parekh & Associates, Company Secretaries is attached as Annexure
D to this Report.
SECRETARIAL AUDIT OF MATERIAL UNLISTED SUBSIDIARY:
Although the provisions of Section 204(1) of the Act, read with Rule 9
of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are
not applicable to Instant Holdings Ltd (Instant'), material unlisted subsidiary
of the Company, Secretarial Audit of the said subsidiary was carried for the year ended
March 31, 2023 in accordance with Regulation 24A of the Listing Regulations. The
Secretarial Audit Report of Instant issued by M/s. Parikh Parekh & Associates, Company
Secretaries is attached as Annexure E to this Report.
EXPLANATION AND COMMENTS ON AUDITORS' REPORT AND SECRETARIAL AUDIT
REPORT:
There is no qualification, reservation or adverse remark or disclaimer
made either by the Statutory Auditor in Auditors Report or by the Company Secretary in
Practice (Secretarial Auditor) in the Secretarial Audit Report. Further, the Statutory
Auditors have not reported any instances of fraud to the Central Government and Audit
Committee as per the provisions of Section 143(12) of the Act read with Rule 13 of the
Companies (Audit and Auditors) Rules, 2014.
CORPORATE GOVERNANCE:
A report on Corporate Governance along with a certificate from the
Auditors of the Company stipulated pursuant to Regulation 34 of the Listing Regulations
are annexed as Annexure F to this Report.
SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR
TRIBUNALS IMPACTING THE GOING CONCERN STATUS:
There are no significant and material orders passed by the regulators
or courts or tribunals impacting the going concern status and Company's operations in
future. During the year under review, there were no proceeding made nor were any pending
under the Insolvency and Bankruptcy Code, 2016. Further, the Company had neither borrowed
any amount nor were there any pending loans, from any bank, so the question of one time
settlement or valuation in this regard, does not arise.
CHANGE IN THE NATURE OF BUSINESS:
During the year under review, there was no change in the nature of
business.
INTERNAL FINANCIAL CONTROLS:
Details in respect of adequacy on internal financial controls with
reference to the financial statements are stated in the Management Discussion and Analysis
section of this Report.
MAINTENANCE OF COST RECORDS:
The provisions of Section 148(1) of the Act are not applicable to the
Company.
DISCLOSURE UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION,
PROHIBITION AND REDRESSAL) ACT, 2013:
The Company has in place a policy on Prevention of Sexual Harassment of
Women at Workplace in accordance with the provisions of the Sexual Harassment of Women at
the
Workplace (Prevention, Prohibition and Redressal) Act, 2013. Internal
Complaints Committee (ICC') had been set up to redress complaints. During the
year under review, no complaints were received by ICC.
SECRETARIAL STANDARDS:
The Institute of Company Secretaries of India has currently mandated
compliance with the Secretarial Standards on board meetings and general meetings. During
the year under review, the Company has complied with the applicable Secretarial Standards.
ACKNOWLEDEMENTS:
Your Directors place on record their gratitude for the continued
support and co-operation extended by the Government authorities, banks, members and
employees of the Company.
On behalf of the Board of Directors |
Ramesh D. Chandak |
Chairman |
DIN: 00026581 |
Date: May 23, 2023 |
Place: Mumbai |
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