To,
The Members,
SWASHTHIK PLASCON LIMITED
Your directors have pleasure in submitting their 14th Annual Report of the
Company together with Audited Statements of Accounts for the year ended 31st March,
2025.
1. STANDALONE FINANCIAL PERFORMANCE:
The Financial performance of the Company during the year was as under:
(Amount In Lakhs.)
PARTICULARS |
2024-25 |
2023-24 |
| Income from operations |
4757.28 |
4348.02 |
| Other Income |
154.28 |
385.21 |
| Total revenue |
4911.55 |
4733.23 |
| Total Expenses |
4309.42 |
4007.07 |
| Prior Period Adjustment |
|
|
| Profit before tax |
602.14 |
726.16 |
| Current Tax |
75.95 |
107.12 |
| Prior Period Tax Charge |
(30.39) |
29.54 |
| Deferred Tax Charge |
75.27 |
18.70 |
Profit from Continuing Operations after Tax (PAT) |
521.95 |
570.80 |
2. BUSINESSOPERATION:
The Gross income from operations of your Company is Rs. 4757.28 Lakhs as against Rs.
4348.02 Lakhs in the previous year. The net profit/(loss) after tax for the year under
review is Rs. 521.95 Lakhs as against profit of Rs. 570.80 Lakhs in the previous year.
3. CONSOLIDATED FINANCIAL PERFORMANCE:
The Financial performance of the Company during the year was as under:
(Amount In Lakhs.)
PARTICULARS |
2024-25 |
2023-24 |
| Income from operations |
14,359.76 |
12,627.40 |
| Other Income |
19.82 |
858.85 |
| Total revenue |
14,379.58 |
13,486.25 |
| Total Expenses |
13,460.88 |
12,387.74 |
| Prior Period Adjustment |
|
|
| Profit before tax |
918.70 |
1,098.51 |
| Current Tax |
217.94 |
355.71 |
| Prior Period Tax Charge |
(30.39) |
- |
| Deferred Tax Charge |
75.99 |
(10.27) |
Profit from Continuing Operations after Tax (PAT) |
695.79 |
753.06 |
4. BUSINESSOPERATION:
The Gross income from operations of your Company is Rs. 14,359.76 Lakhs as against Rs.
12,627.40 Lakhs in the previous year. The net profit/(loss) after tax for the year under
review is Rs. 695.79 Lakhs as against profit of Rs. 753.06 Lakhs in the previous
year.
5. DIVIDEND:
The Board of Directors' does not recommend any dividend for the year under review.
however, Directors ensure for better performance and good result in the near future of the
Company.
6. CHANGE IN THE NATURE OF BUSINESS, IF ANY:
During the year under review, there is no change in the Business of the Company.
7. AMOUNTTRANSFERRED TO RESERVES
The Company has not transferred its profits into Reserves & Surplus Account during
the year under review.
8. ANNUAL RETURN:
As per Section 92(3) of Companies Act, 2013, the draft copy of Annual Return of company
in form MGT - 7 has been uploaded on the website of Company and web linkof the same is
www.swashthikplascon.com
9. NUMBER OF BOARD MEETINGS/ COMMITTEE/ SHAREHOLDERS MEETINGS CONDUCTEDDURING
THE YEAR:
During the year ended March 31, 2025, the Board met 11 times. The intervening gap
between the Meetings was within the period prescribed under the Companies Act, 2013 (the
"Act"). Required quorum was present throughout each meeting as per the
requirement of the said Act, the details of Board meetings are given below;
I. AUDIT COMMITTEE
The audit committee of the Company is constituted under the provisions of section 177of
the Companies Act, 2013.
Composition of the Committee:
1. Mr. Mohanraj Perumal, Non-Executive, Independent Director (Chairman);
2. *Mr. Sheetal Shah, Non-Executive, Independent Director (Member);
3. Mr. Mahendrakumar Gautam, Managing Director (Member)
The Company Secretary of Company is Secretary of the Committee
*Mr. Sheetal Shah (DIN: 10302403), has appointed as a member of the audit committee of
the Company w.e.f. 1st August, 2024 due to resignation of Mrs. Kavitha Gulacha
(DIN: 09274403), from the post of Non-Executive, Independent Director w.e.f. 1st
August, 2024.
• The scope of Audit Committee shall include but shall not be restricted to the
following:
Oversight of the Issuer's financial reporting process and the disclosure of its
financial information to ensure that the financial statement is correct, sufficient, and
credible.
• Recommending to the Board, the appointment, re-appointment and, if required, the
replacement or removal of the statutory auditor and the fixation of audit fees.
• Approval of payment to statutory auditors for any other services rendered by the
statutory auditors.
• Reviewing, with the management, the annual financial statements before
submission to the board for approval, with reference to:
Meeting of Audit Committee and Relevant Quorum:
The audit committee shall meet at least four times in a year and not more than one
hundredand twenty days shall elapse between two meetings. The quorum for audit committee
meeting shall either be two members or one third of the members of the audit committee,
whicheveris greater, with at least two independent directors.
The Chairman of the committee has to attend the Annual General Meetings of the Company
to provide clarifications on matters relating to the audit.
During the year under review, the Company held 5 Audit Committee meetings.
II. NOMINATION AND REMUNERATION COMMITTEE:
The Nomination and Remuneration Committee of the Company is constituted underthe
provisions of section178 of the Companies Act, 2013.
Composition of the Committee:
1. Mr. Mohanraj Perumal, Non-Executive, Independent Director (Chairman);
2. *Mr. Parasmal Mahendra Kumar, Non-Executive Director (Member);
3. Mr. Sheetal shah, Non-Executive, Independent Director (Member);
The Company Secretary of Company is Secretary of the Committee
*Mr. Parasmal Mahendra Kumar (DIN: 00163647), has appointed as a member of the
Nomination and Remuneration Committee of the Company w.e.f. 1st August, 2024
due to resignation of Mrs. Kavitha Gulacha (DIN: 09274403) from the post of Non-Executive,
Independent Director w.e.f. 1st August, 2024.
The scope of Nomination and Remuneration Committee shall include but shall not be
restricted to the following:
a. Formulation of the criteria for determining qualifications, positive attributes and
independence of a director and recommend to the Board a policy, relating to the
remuneration of the directors, key managerial personnel and other employees;
b. Formulation of criteria for evaluation of Independent Directors and the Board;
c. Devising a policy on Board diversity;
d. Identifying persons who are qualified to become directors and who may be appointed
in senior management in accordance with the criteria laid down, and recommend to the Board
their appointment and removal. The Company shall disclose the remuneration policy and the
evaluation criteria in its Annual Report.
Meeting of Nomination and Remuneration Committee and Relevant Quorum:
The quorum necessary for a meeting of the Nomination and Remuneration Committee shallbe
two members or one third of the members, whichever is greater. The Committee is required
to meet at least once a year.
During the year under review, the Company held 1 (one) Nomination and Remuneration
Committee meeting.
III. STAKEHOLDERS RELATIONSHIP COMMITTEE:
The Stakeholders Relationship Committee of the Company is constituted under the
provisions of section 178 of the Companies Act, 2013.
Composition of the Committee:
1. Mr. Mohanraj Perumal, Non-Executive, Independent Director (Chairman)
2. *Mrs. Mahendrakumar Nirmala, Non-Executive Director (Member)
3. Mr. Parasmal Mahendra Kumar, Non-Executive, Director (Member)
The Company Secretary of Company is Secretary of the Committee
*Mrs. Mahendrakumar Nirmala (DIN: 03174030), has appointed as a member of the
Stakeholders Relationship Committee of the Company w.e.f. 1st August, 2024 due
to resignation of Mrs. Kavitha Gulacha (DIN: 09274403) from the post of Non-Executive,
Independent Director w.e.f. 1st August, 2024. This committee will address all
grievances of Shareholders/ Investors and its terms of reference include the following:
a) Allotment and listing of our shares in future.
b) Redressing of shareholders and investor complaints such as non-receipt of declared
dividend, annual report, transfer of Equity Shares and issue of
duplicate/split/consolidated share certificates;
c) Monitoring transfers, transmissions, dematerialization, re-materialization,
splitting and consolidation of Equity Shares and other securities issued by our Company,
including
d) review of cases for refusal of transfer/ transmission of shares and debentures;
Reference to statutory and regulatory authorities regarding investor grievances;
e) To otherwise ensure proper and timely attendance and redressal of investor queries
and grievances;
f) To do all such acts, things or deeds as may be necessary or incidental to the
exercise of the above powers.
Meeting of Stakeholder's Relationship Committee and Relevant Quorum:
The stakeholder's Relationship committee shall meet once in a year. The quorum for a
meeting of the Stakeholder's Relationship Committee shall be two members present.
During the year under review, the Company held 1 (one) meeting of Stakeholders
Relationship Committee.
SHAREHOLDER'S MEETING:
Sr. no. |
General Meeting Date |
Business Transacted in the Meeting |
Type of Meeting |
1. |
01/08/2024 |
1. Approve the increasing in Authorized Share Capital of Company. |
POSTAL BALLOT |
|
|
2. Alteration in Articles of Association of the Company. |
|
2. |
30/09/2024 |
1. To receive, consider and adopt Audited Standalone Financial
Statements of the Company for the Financial Year ended 31 March, 2024 together with the
Reports of the Board of Directors and Auditors thereon. |
|
|
|
2. To receive, consider and adopt Audited Consolidated Financial
Statements of the Company for the Financial Year ended 31 March, 2024 together with the
Reports of the Board of Directors and Auditors thereon. |
AGM |
|
|
3. Re-appointment of Mrs. Sujathaa Mehta (din: 06822171), the retiring
Director. |
|
|
|
4. Re-appointment of Mrs. Mahendra Kumar Nirmala (din: 03174030), the
retiring Director. |
|
|
|
5. Amendment of Memorandom of Association (MoA) of the company. |
|
|
|
6. Approval of Related party transaction. |
|
|
|
7. Approval of charges for services of documents on shareholder. |
|
3. |
02/01/2025 |
1. To consider and approve issue of equity shares on preferential basis
to the non-promoter public category investor for cash. |
EGM |
4. |
08/03/2025 |
1. Approve the limits of Related Party Transactions |
POSTAL BALLOT |
|
|
2. To obtain approval to advance any loan/give guarantee/ provide
security under section 185 of the Companies Act, 2013. |
|
IV. INTERNAL COMPLAINT COMMITTEE:
Pursuant to the provision Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013 ("Act"), during the financial year 2024-25,
the Company has not received any complaints on sexual harassment and hence no compliant
remains pending as on 31st March, 2025.
V. MEETING OF INDEPENDENT DIRECTOR:
During the year under review, the Company held 1 (one) meeting of the Independent
Directors.
10. DECLARATION OF THE INDEPENDENT DIRECTORS:
All Independent Directors have also given declarations that they meet the criteria of
independence as laid down under Section 149(6) of the Companies Act, 2013.
11. DETAILS OF SUBSIDIARY/JOINT VENTURE/HOLDING COMPANY:
The Company SWASHTHIK PREFORMS PRIVATE LIMITED is 100% Subsidiary Company (wholly-owned
subsidiary) of our Company. Form AOC – 1 for the same is annexed as Annexure – I
of the report.
12. CHANGES IN SHARE CAPITAL:
During the year under review,
i) The Authorized share capital of Rs. 18,00,00,000 divided into 1,80,00,00 Equity
Shares of Rs. 10 each was increased to Rs. 20,00,00,00 divided into 2,00,00,00 Equity
Shares of Rs 10 each pursuant to resolution of shareholders passed through Postal Ballot
dated August 01, 2024.
ii) The paid up share capital of Rs. 17,56,39,950 divided into 1,75,63,995 Equity
shares of Rs. 10 each was increased to Rs. 19,46,79,950 divided into 1,94,67,995 Equity
shares of Rs. 10 each pursuant to resolution of shareholders passed in Extra Ordinary
General meeting held on 02/01/2025
The Company has, during the year under review, neither issued any Equity shares with
differential voting rights nor any shares (including sweat equity shares) to its employees
under any scheme.
13. DIRECTORS'S RESPONSIBILITY STATEMENT:
In accordance with the provisions of Section 134(5) of the Companies Act, 2013 the
Board of Directors of the company confirms that-
(i) In the preparation of the annual accounts for the year ended 31st March, 2025, the
Company has followed the applicable accounting standards and there are no material
departures from the same.
(ii) Accounting policies were adopted and applied consistently and made judgments and
estimates that are reasonable and prudent so as to give a true and fair view of the
affairs of the Company as at 31st March 2025 and of the Profit of the Company
for year ended on that date.
(iii) The Directors have taken proper and sufficient care for the maintenance of
adequate accounting records in accordance with the provisions of the Act of safeguarding
the assets of the Company and for preventing/ detecting fraud and irregularities have been
taken.
(iv) The Directors have prepared Annual Accounts on a "Going Concern" basis.
(v) They have laid down internal financial controls to be followed by the Company and such
internal financial controls are adequate and operating effectively;
(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.
14. PERFORMANCE EVALUATION:
The Board of Directors carried out an annual evaluation of the Board itself, its
committees and individual Directors. The entire Board carried out performance evaluation
of each Independent Director excluding the Independent Director being evaluated. The
Nomination Remuneration Committee also carried out evaluation of every director's
performance.
The evaluation was done after taking into consideration inputs received from the
Directors, setting out parameters of evaluation. Evaluation parameters of the Board and
Committees were mainly based on Disclosure of Information, Key functions of the Board and
Committees, Responsibilities of the Board and Committees, etc. Evaluation parameters of
Individual Directors including the Chairman of the Board and Independent Directors were
based on Knowledge to Perform the Role, Time and Level of Participation, Performance of
Duties and Level of Oversight and Professional Conduct etc.
Independent Directors in their separate meeting evaluated the performance of
Non-Independent Directors, Chairman of the Board and the Board as a whole.
15. CORPORATE GOVERNANCE:
In terms of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
exempts companies which have listed their specified securities on SME Exchange from
compliance with corporate governance provisions.
Since the equity share capital of your Company is listed exclusively on the SME
Platform of BSE, the Company is exempted from compliance with Corporate Governance
requirements, and accordingly the reporting requirements like Corporate Governance Report,
Business Responsibility Report etc. are not applicable to the Company. However, the
Company is in compliance to the extent of applicable sections of Companies Act, 2013 with
regard to Corporate Governance.
16. MANAGEMENT DISCUSSION AND ANALYSIS REPORT:
The Management Discussion and Analysis report has been separately furnished as Annexure
- II in the Annual Report and forms a part of the Annual Report.
17. POLICIES AND DISCLOSURE REQUIREMENTS:
In terms of provisions of the Companies Act, 2013 the Company has adopted following
policies which are available on its website https://swashthikplascon.com/
Whistle Blower Policy
Archival & Preservation Policy
Code of conduct for Board & Shareholders Meeting
Policy for disclosure of Material Events
Criteria for making payment to non-Executive director
Policy on determination of Material Related Party Transactions
Risk Management Policy
Code of Conduct for prevention of Insider Trading
Code for Independent Directors
Nomination and Remuneration Policy
18. COMPANY'S POLICY RELATING TO APPOINTMENT, PAYMENT OF REMUNERATION TO DIRECTORS AND
DISCHARGE OF THEIR DUTIES:
Pursuant to the provision of Section 178 of the Companies Act, 2013 and at the
recommendation of Nomination and Remuneration Committee has devised Nomination and
Remuneration Policy relating to appointment of Key Managerial Personnel and Directors,
Director's qualifications, positive attributes, independence of Directors and their
remuneration and other related matters as provided under Section 178(3) of the Companies
Act, 2013.
19. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS MADE UNDER SECTION 186 OFTHE
COMPANIES ACT, 2013:
During the financial year, Loans given, Guarantees provided and Investments made
pertaining to section 186 of Companies Act, 2013 has been mentioned in the notes of
financial statements of Company.
20. PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITHRELATED PARTIES:
All related party transactions that were entered during the financial year were on
arm's length basis and were in the ordinary course of business. There are no 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. Form AOC – 2 for the same is annexed as Annexure
– III of the report.
21. COMPLIANCE WITH SECRETARIAL STANDARDS:
The Company has complied with Secretarial Standards issued by the Institute of Company
Secretaries of India while organizing the Board and Annual General Meetings.
22. MATERIAL CHANGES AND COMMITMENT:
No material changes and commitments affecting the financial position of the Company
occurred during the year and between the end of the financial year to which these
financial statements relate and on the date of this report.
23. DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND
BANKRUPTCY CODE, 2016 (31 OF 2016) DURING THE YEAR ALONGWITH THEIR STATUS AS AT THE END OF
THE FINANCIAL YEAR:
There was no any application filed or any proceeding pending under Insolvency and
Bankruptcy Code, 2016 (31 Of 2016) during the year under review. Hence the same is not
applicable to Company.
24. 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 did not settle any loan amount with Bank or Financial Institutions during
the period under review. Hence the same is not applicable to Company.
25. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION ANDFOREIGN EXCHANGEEARNINGS AND
OUTGO:
(A) CONSERVATION OF ENERGY:
The Company has been continuously making efforts to reduce energy consumption. The
management is striving to achieve cost reduction by economical usage of energy.
(i) The steps taken or impact on conservation of energy:
The Company has been continuously making efforts to reduce energy consumption and the
management is striving to achieve cost reduction by economical usage of energy.
(ii) The steps taken by the company for utilising alternate source of energy:
As the Company needs only minimum level of energy, it has not looked in to an
alternative source of energy.
(iii) The capital investment on energy conservation equipment:
The Company has not made any capital investment as it is not required at this stage.
(B) TECHNOLOGY ABSORPTION:
The Company is not utilizing any alternate source of energy.
(C) FOREIGN EXCHANGE EARNINGS AND OUT GO:
During the period under review, the Company had earned the foreign exchange of and
expenditure due to foreign Exchange rate difference was NIL.
26. STATEMENT CONCERNING DEVELOPMENT AND IMPLEMENTATION OF RISK MANAGEMENT POLICY OF
THE COMPANY:
Risk Management is the process of identification, assessment and prioritization of
risks followed by coordinated efforts to minimize, monitor and mitigate/control the
probability and/or impact of unfortunate events or to maximize the realization of
opportunities. The Company has laid down a comprehensive Risk Assessment and Minimization
Procedure which is reviewed by the Board from time to time. These procedures are reviewed
to ensure that executive management controls risk through means of a properly defined
framework. The major risks have been identified by the Company and its mitigation
process/measures have been formulated in the areas such as business, project execution,
event, financial, human, environment and statutory compliance.
27. DETAILS OF POLICY DEVELOPED AND IMPLEMENTED BY THE COMPANY ON ITS CORPORATE SOCIAL
RESPONSIBILITY INITIATIVES:
CSR provides an opportunity to the Companies to effectively align its values and
strategy for the benefits of the society, by contributing to the social, economic, and
environmental development of the society at large.
Since the Board of Directors in their meeting held on August 01, 2024, has constituted
the Corporate Social Responsibility Committee of the Company as per the above provisions
of the Companies Act, 2013. The composition of Committee is as follow:
Sr. No. |
Name |
Category |
Designation |
| 1. |
Ms. Mohanraj Perumal |
Chairman |
Non-Executive Independent Director |
| 2. |
Mr. Parasmal Mahendra Kumar |
Member |
Non-Executive Director |
| 3. |
Mr. Mahendrakumar Gautam |
Member |
Managing Director |
Further the Board of directors has also approved the CSR policy formulated in
accordance with the Act (as amended from time to time), guides the Company to serve the
society.
The CSR policy may be accessed under the Investor section on the website of the Company
at link https://swashthikplascon.com/.
Further the CSR activities forming part of this Report is attached as Annexure
– IV.
28. DEPOSITS:
The Company has not accepted/renewed any deposits during the year under review.
29. DETAILS OF DIRECTORS OR KEY MANAGERIAL PERSONNEL:
The Board is duly constituted according to the provisions of the Company Act.
The Directors on the Board have submitted notice of interest under Section 184(1),
intimation under Section 164(2) of the Companies Act, 2013 and declaration as to
compliance with the Code of Conduct of the Company.
The present Directors of the Company are Mr. Mahendrakumar Gautam, Mr. Parasmal
Mahendra Kumar, Mr. Parasmal Ravindra Kumar, Ms. Mahendrakumar Nirmala, Ms. Mohanraj
Perumal and Mr. Sheetal Shah.
Further during the year under review, following changes regarding
appointment/reappointment has been done in Management of Company:
1. Resignation of Mrs. Kavitha Gulacha as a Non-Executive Independent director;
2. Resignation of Mrs. Sujathaa Mehta as a Non-Executive Independent director;
3. Details of all Directors/KMP which has been appointed/resigned has been mentioned
below:
Sr. No. |
Name of director/KMP |
Designation |
Promoter/independ ent Director / director /KMP |
Executive/ Non-executive |
Date of appointment |
| 1. |
Mahendrakumar Gautam |
Managing director |
KMP |
Executive |
15/09/2023 |
| 2. |
Parasmal Mahendra Kumar |
Chairman cum non-executive director |
Promoter |
Non-executive |
05-05-2011 |
| 3. |
Parasmal Ravindra Kumar |
Non-executive director |
Promoter |
Non-executive |
05/05/2011 |
| 4. |
Mahendrakumar Nirmala |
Non-executive director |
Promoter |
Non-executive |
05/05/2011 |
| 5. |
Mohanraj Perumal |
Non-executive director |
Independent |
Non-executive |
15/09/2023 |
| 6. |
Sheetal Shah |
Non-executive director |
Independent |
Non-executive |
15/09/2023 |
In accordance with the provisions of the Companies Act, 2013, and the Articles of
Association of the Company, Mrs. Mahendrakumar Nirmala retires by rotation at the
forthcoming Annual General Meeting and being eligible, offers himself for re- appointment.
30. AUDITORS:
A. STATUTORY AUDITORS AND THEIR REPORT:
As per the provisions of Section 139 of the Act read with the Companies (Audit and
Auditors) Rules, 2014, M/s. PSDY & ASSOCIATES, Chartered Accountants (Firm
Registration No. 010625S) were appointed as the statutory auditors of the Company at the
12th Annual General Meeting of the Company for a term of five consecutive years
i.e. from F.Y. 2023- 24 to 2027-28, who shall hold office from the conclusion of 12th
Annual General Meeting till the conclusion of the 17th Annual General Meeting to be held
in the year 2028.
The Company has received written confirmation to the effect that they are not
disqualified from acting as the Statutory Auditors of the Company in the terms of
provisions of Section 139 and 141 of the Act and rules framed there under.
B. INTERNAL AUDITOR:
The Company has appointed M/s. V Deepak & Associates, Chartered Accountants as an
Internal Auditor for conducting the Internal Audit of the Company.
C. SECRETARIAL AUDITOR AND THEIR REPORT:
In accordance with the provisions of Section 204 of the Companies Act, 2013 read with
the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the
Board has appointed M/s. Dilip Swarnkar & Associates, Company Secretaries, as
Secretarial Auditors for the financial year 2024-25. The Secretarial Audit Report for the
financial year ended March 31, 2025 is set out in Annexure – V to this Report.
31. INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY:
The Board has laid down standards, processes and procedures for implementing the
internal financial controls across the organization. After considering the framework of
existing internal financial controls and compliance systems; work performed by the
Statutory Auditors, Secretarial Auditors and External Consultants; reviews performed by
the Management and relevant Board Committees including the Audit Committee, the Board is
of the opinion that the Company's internal financial controls with reference to the
financial statements were adequate and effective during the financial year 2024-25.
32. INTERNAL CONTROL SYSTEMS:
Adequate internal control systems commensurate with the nature of the Company's
business and size and complexity of its operations are in place and have been operating
satisfactorily. Internal control systems comprising of policies and procedures are
designed to ensure reliability of financial reporting, timely feedback on achievement of
operational and strategic goals, compliance with policies, procedure, applicable laws and
regulations and that all assets and resources are acquired economically, used efficiently
and adequately protected.
33. COST AUDITOR:
As per provision of section 148(3) of Companies Act, 2013 and rule 6(2) of Companies
(Cost records and audit) Rules, 2014, the Company is not required to appoint a cost
auditor to audit the cost records of the Company.
34. PARTICULARS OF EMPLOYEES AND REMUNERATION
Disclosures pertaining to remuneration and other details as required under Section
197(12) of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 is provided in this Report as Annexure VI which
forms part of this Report.
35. EXPLANATION OF BOARD OF DIRECTOR'S ON AUDITOR'S REPORTS:
A. Auditors Report
The Auditor has given remark in the Audit Report as follow:
The Company did not maintain the accounting software for maintaining its books of
account, which has a feature of recording audit trail of each and every transaction,
creating an edit log of each change made in books of account along with the date when such
changes were made under rule 3 of the Companies (Accounts) Rules, 2014.
Reply of Board of Directors: The Company tried to add the feature of edit log in
the accounting Software but unable to execute the feature due to changes of multiple
entries in the existing software of Company. However, the Company has already executed the
same as on date.
B. Secretarial Audit Report
The Secretarial Auditor has given remark in the Audit Report as follow:
The Company did not maintain the accounting software for maintaining its books of
account, which has a feature of recording audit trail of each and every transaction,
creating an edit log of each change made in books of account along with the date when such
changes were made under rule 3 of the Companies (Accounts) Rules, 2014.
Reply of Board of Directors: The Company tried to add the feature of edit log in
the accounting Software but unable to execute the feature due to changes of multiple
entries in the existing software of Company. However, the Company has already executed the
same as on date.
36. REPORTING OFFRAUDS BY AUDITORS
During the year under review, the Statutory Auditors have not reported any instances of
frauds committed in the Company by its Officers or Employees under Section 143(12) of the
Companies Act, 2013.
37. GENERAL:
Your directors state that no disclosure or reporting is required in respect of the
following items as there were no transaction on these items during the year under review.
1. Details relating to Deposits covered under Chapter V of the Act.
2. Issue of equity shares with differential rights as to dividend, voting or otherwise.
3. Issue of equity shares (including sweat equity shares) and ESOS to employees of the
Company under any scheme.
4. Except order passed by Ministry of Corporate Affairs on February 03, 2022 for
condonation of delay under section 460(b) of the Companies Act, 2013, No significant or
material orders were passed by the Regulators or Courts or Tribunals which impact the
going concern status and Company's operations in future.
5. There was no instance of non-exercising of voting rights in respect of shares
purchased directly by the employees under a scheme pursuant to section 67(3) of the Act
read with Rule 16(4) of Companies (Share Capital and Debenture) Rules, 2014 and hence no
information has been furnished.
38. ACKNOWLEDGEMENTS:
Your Directors would like to express their sincere appreciation of the co-operation and
assistance received from Shareholders, Bankers, regulatory bodies and other business
constituents during the year under review.
Your Directors also wish to place on record their deep sense of appreciation for the
commitment displayed by all executives, officers and staff, resulting in successful
performance of the Company during the year. Your Directors look forward to the continued
support of all stakeholders in the future.
For and on behalf of the Board of |
Sd/- |
SWASHTHIK PLASCON LIMITED |
PARASMAL MAHENDRA KUMAR |
Sd/- |
DIRECTOR |
MAHENDRAKUMAR GAUTAM |
DIN: 00163647 |
MANAGING DIRECTOR |
|
DIN 10314526 |
|
PLACE: PONDICHERRY |
|
DATE: 29TH AUGUST, 2025 |
|
