Dear Shareholders,
On behalf of the Board of Directors, it is my pleasure to present the 43rd Annual
Report of TPI INDIA LIMITED together with the Audited Statement of Accounts for the year
ended March 31, 2025.
1. HIGHLIGHTS OF FINANCIAL PERFORMANCE (STANDALONE)
The Company has recorded the following financial performance, for the year ended March
31, 2025:
Amount in Lacs
Particulars |
Year Ended 31.03.2025 |
Year Ended 31.03.2024 |
| Total Income |
3021.08 |
2599.92 |
| Total Expenditure |
2786.16 |
2360.04 |
Profit / (loss) Before Interest, Depreciation & Tax (EBITDA) |
234.92 |
239.88 |
| Less : Finance Charges |
133.37 |
154.75 |
| Depreciation |
64.72 |
28.03 |
| Profit / (Loss) before Exceptional Item and Tax |
36.82 |
57.1 |
| Add : Exceptional Item |
0 |
0 |
Profit/(Loss) before Tax |
35.95 |
46.03 |
| Provision for Tax |
0 |
0 |
| Prior period Expenses |
0.98 |
10.67 |
Profit/(Loss) after Tax |
35.84 |
46.43 |
2. SUMMARY OF OPERATIONS
During the year under review the total income of the company stood at ' 3021.08Lacs as
compared to the previous year ' 2599.92 Lacs.
3. STATE OF AFFAIRS
The Company is engaged in the business of Polymer Based Packaging. There has been no
change in the business of the Company during the financial year ended 31st March, 2025.
4. DIVIDENDS
In view of the loss incurred during the financial year ended March 31, 2025, the Board
of Directors has not recommended any dividend for the year under review.
5. RESERVE
As the Company has incurred a loss during the financial year ended March 31, 2025, no
amount has been transferred to the General Reserve. The entire loss has been carried
forward to the next financial year.
6. DEPOSITORY SYSTEM:
Your Company's equity shares are available for dematerialization through National
Securities Depository Limited (NSDL) and Central Depository Securities Limited (CDSL). As
on 31st March, 2025 Appx. 92.77 % of the total issued, subscribed and paid-up equity share
capital of the company were in dematerialized form. As on March 31, 2025, 7.23% shares of
the Company are in Physical Mode, pending for dematerialization.
7. CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION
The information pertaining to conservation of energy and technology absorption, as
required under Section 134 (3)(m) of the Companies Act, 2013 read with Rule 8(3) of the
Companies (Accounts) Rules, 2014 is furnished in Annexure and is attached to this report
as Annexure - I.
8. MANAGEMENT DISCUSSION AND ANALYSIS REPORT
As required under Clause (b) of Schedule V of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, A detailed Management Discussion and Analysis Report on
the Financial Conditions and Result of operations of the Company is included in this
Annual Report as Annexure - II.
9. MINIMUM PUBLIC SHAREHOLDING AND OFFER FOR SALE BY PROMOTER
During the Financial Year, Bharat C. Parekh, one of the Promoter of TPI India Limited
(the "Company"), in his letter dated 25th April 2024 has informed the Company
that he has sold 79,51,112 equity shares of the Company having face value of ?1 each
(representing 18.51% of the total issued and paid-up equity share capital of the Company)
on April 23, 2024 and April 24, 2024, undertaken in accordance with the circular bearing
reference number SEBI/HO/MRD/MRD-PoD3/p/ CIR/2023/10 dated January 10, 2023 regarding the
"Comprehensive Framework on Offer for Sale (OFS) of Shares through Stock Exchange
Mechanism" issued by the Securities and Exchange Board of India, through the separate
designated window of BSE Limited
10. SHARE CAPITAL
There is no change in the share capital of the Company during the year. During the year
under review, the Company has not issued any shares of the following classes given below:
a) Issue of Equity shares with differential rights
b) Issue of sweat Equity shares
C) Issue of employee stock options
d) Provision of money by the Company for the purchase of its own shares by employees or
by trustees for the benefit of employees.
e) Issue of Bonus Shares
11. DIRECTORS AND KEY MANAGERIAL PERSONNEL Retirement by Rotation
Ms. Punam Bhikaji Nyaynirgune (DIN: 10735745), Non-Executive Non-Independent Director
of the Company retires by rotation at the forthcoming AGM in accordance with provisions of
Section 152 of the Act and the Articles of Association of the Company and being eligible,
offers himself for re-appointment.
The brief resume and other details relating to the Directors who are proposed to be
appointed/ re-appointed, as required to be disclosed under Regulation 36(3) of the Listing
Regulations is furnished along with the Explanatory Statement to the Notice of the 43rd
AGM.
Board recommends her re-appointment to the members for consideration in the ensuing 43
rd Annual General Meeting.
Composition of Board of Directors
As on March 31, 2025, the Board comprised of 4 (Four) Directors as follows:
Sr. No. |
Name of Director |
Designation |
| 1. |
Mr. Bharat Parekh |
Managing Director |
| 2. |
Mr. Ravindra Shukla |
Non-Executive Independent Director |
| 3. |
Mr. Ishan Sarleka |
Non-Executive Independent Director |
| 4. |
Ms. Punam Nyaynirgune |
Non - Executive Non -Independent Director |
Notes:
1. Ms. Punam Nyaynirgune (DIN: 10735745) was appointed as an Additional Non-Executive
Director Non-Independent in the Board Meeting held on August 8, 2024 on a recommendation
of Nomination and Remuneration Committee for a period of 5 years and regularized in the
42nd Annual general Meeting held on September 28, 2024.
Key Managerial Personnel (KMP)
As on March 31, 2025, following are the KMPs of the Company:
Sr. No. |
Name of Director |
Designation |
| 1. |
Mr. Bharat Parekh |
Managing Director |
| 2. |
Mr. Mahesh Khapre |
Chief Financial Officer |
| 3. |
Mr. Hardik Jain |
Company Secretary and Compliance Officer |
Board Performance Evaluation
Pursuant to the provisions of the Act and the applicable provisions of the Listing
Regulations, the annual performance evaluation was carried out for the FY 2024 -25 by the
Board in respect of its own performance, the Directors individually as well as the
evaluation of the working of its Committees. A structured questionnaire covering various
aspects of the Board's functioning such as adequacy of the composition of the Board and
its Committees, Board culture, execution and performance of specific duties, obligations
and governance was prepared and circulated.
The Board's functioning was evaluated on various aspects, including inter alia degree
of fulfillment of key responsibilities, its structure and composition, establishment and
delegation of responsibilities to various Committees. Directors were evaluated on aspects
such as attendance and contribution at Board/ Committee Meetings and guidance/ support to
the management of the Company. Areas on which the Committees of the Board were assessed
included degree of fulfilment of key responsibilities, adequacy of Committee composition
and effectiveness of meetings.
The performance evaluation of the Independent Directors was carried out by the entire
Board, excluding the Director being evaluated. The performance evaluation of the Chairman
and the Non-Independent Directors was carried out by the Independent Directors, who also
reviewed the performance of the Board as a whole.
The Board expressed their satisfaction with the evaluation process.
Independent Director
The Company has received declarations from all the Independent Directors of the Company
affirming compliance with the criteria of independence laid under the provisions of
Section 149(6) of the Act.
As per the Companies (Appointment and Qualifications of Directors) Fifth Amendment
Rules, 2019, all the Independent Directors of the Company have registered with the Indian
Institute of Corporate Affairs for inclusion of their names in the comprehensive
depository maintained by the Ministry of Corporate Affairs.
As stipulated by the Code of Independent Directors pursuant to the Act and the Listing
Regulations, a separate meeting of the Independent Directors of the Company was held,
inter alia to:
(i) Evaluate the performance of Non-Independent directors and the Board as a whole;
(ii) Evaluate the performance of the Chairman and Managing Directors of the Company;
and
(iii) Evaluate the quality, quantity and timelines of flow of information between the
executive management and the Board. All Independent Directors were present at the meeting.
The Directors expressed their satisfaction with the evaluation process
Familiarization Program for Independent Directors
All Independent Directors are familiarised with the operations and functioning of the
Company. The details of the training and familiarisation program are uploaded on the
website of the Company.
Particulars of Remuneration
I n terms of provision of section 197 (12) of the Companies Act 2013 and Rule 5(2) of
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, a statement
showing have been provided in Annexure III however as there are no employees
drawing remuneration in excess of the prescribed limits. The information as required the
names and other particulars of employees drawing remuneration in excess of the limits set
out in the said Rules forms part of the Report.
However, having regard to the provisions of the first proviso to Section 136(1) of the
Companies Act, 2013, the Annual Report including the aforesaid information is being sent
to the Members of the Company.
Remuneration of Directors, Key Managerial Personnel, and Particulars of Employees
The remuneration paid to Directors is in accordance with the Nomination and
Remuneration Policy formulated in accordance with Section 178 of the Companies Act, 2013.
The said Policy of the Company, inter alia, provides that the Nomination and Remuneration
Committee shall formulate the criteria for appointment of Executive, Non-Executive
Director, and Independent Directors on the Board of Directors of the Company and persons
in Senior Management of the Company, their remuneration including determination of
qualifications, positive attributes, independence of
Directors and other matters as provided under subsection (3) of section 178 of
Companies Act, 2013 (including any statutory modification(s) or re-enactment (s) thereof
for time being in force).
The Nomination and Remuneration Committee and other details relating to Remuneration
are set out in NRC Policy and the same is available on the website of the Company as well
as at the registered office of the company.
*The Web link for NRC Policy is www.tpiindia.com
12. STATEMENT REGARDING OPINION OF THE BOARD WITH REGARD TO INTEGRITY, EXPERTISE, AND
EXPERIENCE (INCLUDING THE PROFICIENCY) OF THE INDEPENDENT DIRECTORS
The Board hereby affirm the Integrity, Expertise and experience including the
proficiency of independent Director.
13. BOARD MEETING
During the year under review the Company held 6 (Six) meetings of the Board of
Directors as per Section 173 of Companies Act, 2013 on May 30, 2024, June 17, 2024, August
8, 2024 August 14, 2024, November 14, 2024, and February 14, 2025.
The frequency of board meetings and quorum at such meetings were in accordance with the
Companies Act, 2013 and the Securities and Exchange Board of India (Listing Obligations
and Disclosure Requirements) Regulations, 2015 ("Listing Regulations") and
compliances of Secretarial Standards-1 (SS1) on Meeting of the Board of Directors issued
by ICSI. The intervening gap between any two meetings was within the period prescribed by
the Companies Act, 2013, the Listing Regulations and SS-1.
14. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND:
The Company has ' 3.17 Lakhs lying in the unclaimed dividend account maintained by the
Company. The said amount is pending for transfer to Investor Education and Provident Fund
pursuant to the provisions of Section 125(2) of the Companies Act, 2013.
The Company had approached the bank to obtain the details of shareholders entitled to
the unpaid dividend. The bank has informed that the list of shareholders is presently not
available with them and that they are in the process of retrieving and providing the
requisite information.
15. DETAILS OF SUBSIDIARIES, JOINT VENTURES OR ASSOCIATE COMPANIES
The Company does not have any Subsidiary, Joint Venture or Associate Company.
16. AUDITORS
A. Statutory Auditors & their Report
Pursuant to the provisions of Section 139 of the Companies Act, 2013 and the Companies
(Audit and Auditors) Rules, 2014, at the Annual General Meeting held on September 28,
2024, M/s Jain Jagawat Kamdar & Co, Chartered Accountants (FRN: 122530W), were
appointed as statutory auditors of the Company for a period of 3 (Three) consecutive years
from FY 2024-25 to FY 2026-27.
The requirement to place the matter relating to the appointment of auditors for
ratification by Members at every Annual General Meeting (AGM) has been done away by the
Companies (Amendment) Act, 2017 with effect from May 07, 2018. Accordingly, no resolution
is being proposed for ratification of the appointment of Statutory Auditors at the ensuing
Annual General Meeting and a note in respect of same has been included in the notice for
this Annual General Meeting.
The Auditors' Report on the financial statement for the year ended 31st March, 2025 as
on the date of signing of their report are as under:
Details of Audit Qualification:
1. We draw your attention that the result for the quarter & Year ended 31st March,
2025 were prepared on the basis of going concern assumption despite the fact that the Net
worth of the company has been completely eroded ie, the accumulated losses have exceeded
the cumulative balance of Share Capital and reserves therefore there is a material
uncertainty related to events or conditions exist that cast significant doubt on the
entity's ability to continue as a going concern and, therefore, that it may be unable to
realize its assets and discharge its liabilities in the normal course of business.
Management Comments
The Management has undertaken a thorough assessment of the Company's financial position
and future prospect. Despite the current challenges, we are actively implementing a
strategic plan aimed at improving our financial health. This includes cost reduction
measures and improvement of capacity utilization.
B. Secretarial Auditor and their Report
I n terms of Section 204 of the Act and Rules made there under, Ms. Abhishek Wagh &
Associates, Practicing Company Secretaries have been appointed Secretarial Auditors of the
Company.
Secretarial Audit Report issued by Mr. Abhishek Wagh in Form MR-3 forms part to this
Report as "Annexure- IV". The said report contains the following
observation or qualification requiring explanation or adverse remark:
i. The Company has not deposited '3.17 Lakhs "Unpaid Dividend" amount
pertains to FY 1995-96, 1996-97 and 1997- 98 to "Investor Education and Protection
Fund".
Management Comments:
The Company has initiated the process to transfer the unpaid dividend to the IEPF by
contacting the Registrar and Transfer Agent (RTA). However, the RTA requires data, such as
the list of shareholders and the amounts of unpaid dividends, from the respective banks.
Given that the data is from many years ago, the banks may need additional time to retrieve
and provide the required information.
ii. As on March 31, 2025, 3,05,64,864 equity shares out of 3,22,22,602 equity shares
held by the Promoter were in demat form. However, as on signing this Report, as per
Shareholding Pattern as on June 30, 2025 filed with BSE, 3,45,600 Equity Shares out of
3,22,22,602 equity shares held by the Promoter are in physical form.
Management Comments:
The shares pending for dematerialisation pertain to deceased shareholders. The legal
heirs have filed a petition before the Hon'ble High Court having jurisdiction to claim
these shares. Upon receipt of the Court's order, the shares will be transferred to the
legal heirs in dematerialised form.
C. Cost Auditor and Cost Audit
As per the Cost Audit Orders, Cost Audit is not applicable to the Company's packing and
its allied business for the FY 2024-25.
D. Internal Auditor
As per section 138 of the Companies Act, 2013. The Company has appointed Jigisha Jain,
Chartered Accountant, as the internal auditor for the financial year to 2024-2025 to
conduct the internal audit and to ensure adequacy of the Internal controls, adherence to
Company's policies and ensure statutory and other compliance through, periodical checks
and internal audit.
17. RISK MANAGEMENT POLICY
The Board of Directors of the Company has formulated a Risk Management Policy which
aims at enlarging shareholders value and providing an optimum risk reward trade off. The
risk management approach is based on a clear understanding of the risks that the
organization faces, disciplined risk monitoring and laid down procedure to inform the
Board about risk assessment & minimization procedure. The risk management approach is
based on a clear understanding of the variety of risks that the organization faces,
disciplined risk monitoring and measurement and continuous risk management and mitigation
measures.
18. INTERNAL FINANCIAL CONTROL
The Company has in place adequate internal financial control with reference to
financial statements. During the year, such controls were tested and no reportable
material weakness in the design or operation was noticed.
19. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186
The particulars of loans, guarantees and investments give/made during the financial
year under review and governed by the provisions of Section 186 of the Companies Act, 2013
have been disclosed in the financial statements.
20. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES
During the year 2024-25 the Contract or Arrangements entered in to by the Company with
related parties were approved by the Audit Committee pursuant to subsection (IV) (4) of
Section 177 of Companies Act, 2013 and by the Board of Directors pursuant to Section 188
(1) of Companies Act, 2013.
All related party transactions that were entered into during the financial year ended
31st March, 2025 were on an arm's length basis and were in the ordinary course of
business. Therefore, the provisions of Section 188 of the Companies Act, 2013 were not
attracted.
Also, there are no materially significant related party transactions during the year
under review made by the Company with Promoters, Directors, or other designated persons
which may have a potential conflict with the interest of the Company at large. Thus,
disclosure in Form AOC-2 is not required. However, the disclosure of transactions with
related party for the year, as per Accounting Standard-18 Related Party Disclosures is
given in Note no 34 to the Balance Sheet as on 31st March, 2025.
21. COMMITTEES OF THE BOARD & POLICIES
With a view to have a more focused attention on various facets of business and for
better accountability, the Board has constituted various committees. The statutorily
mandated committees constituted under the provisions of the Act are Audit Committee,
Nomination and Remuneration Committee, and Stakeholders' Relationship Committee. The
Committees have been mandated to operate within their terms of reference, approved by the
Board to focus on the specific issues and ensure expedient resolution on diverse matters.
The composition and other details of the above-mentioned committees are mentioned
below:
Audit Committee
The Audit Committee is constituted pursuant to the provisions of Section 177 of the
Companies Act, 2013. Members of the Audit Committee possess financial / accounting
expertise / exposure. Further, all the recommendations made by the Audit Committee were
duly accepted by the Board of Directors.
The Audit Committee acts as a link between the statutory and internal auditors and the
Board of Directors. Its purpose is to assist the Board in fulfilling its oversight
responsibilities of monitoring financial reporting processes, reviewing the Company's
established systems and processes for internal financial controls, governance and
reviewing the Company's statutory and internal audit activities.
The Company has an Internal Auditor, who is responsible for conducting independent
Internal Audit. The Internal Auditor reports directly to the Audit Committee of the Board.
Committee invites such of the executives as it considers appropriate, representatives
of the statutory auditors and internal auditors, to be present at its meetings. The
Company Secretary acts as the Secretary to the Audit Committee.
The Composition of Audit Committee as on 31.03.2025 are as under:
Sr. No. |
Name of the Member |
Position held in the Committee |
Category |
| 1 |
Mr. Ishan Selarka |
Chairman |
Independent Director |
| 2 |
Mr. Ravindra Shukla |
Member |
Independent Director |
| 3 |
Mr. Bharat C. Parekh |
Member |
Managing Director |
Four meetings of the Audit Committee were held during the financial year 2024-25 on May
30, 2024, August 14, 2024, November 14, 2024, and February 14, 2025. The accounts and
financial positions were perused by the Audit Committee and thereafter placed before the
Board for their consideration.
Nomination and Remuneration Committee
The Nomination and Remuneration Committee is constituted pursuant to the provisions of
Section 178 of the Companies Act, 2013. Members of the Nomination and Remuneration
Committee possess sound expertise / knowledge / exposure.
The Composition of Nomination and Remuneration Committee as on 31.03.2025 are as under:
Sr. No. |
Name of the Member |
Position held in the Committee |
Category |
| 1 |
Mr. Ishan Selarka |
Chairman |
Independent Director |
| 2 |
Mr. Ravindra Shukla |
Member |
Independent Director |
| 3 |
Ms. Punam Nyaynirgune |
Member |
Non - Executive Non -Independent Director |
Note:
1 (One) meeting of the Nomination and Remuneration Committee was held during the
financial year 2024-25 on August 8, 2024.
Stakeholders Relationship Committee
The Stakeholders Relationship Committee is constituted pursuant to the provisions of
Section 178 of the Companies Act, 2013.
The Composition of Stakeholder Relationship Committee as on 31.03.2025 are as under:
Sr. No. |
Name of the Director |
Position |
Category |
| 1 |
Mr. Bharat C. Parekh |
Chairman |
Managing Director |
| 2 |
Mr. Ravindra Shukla |
Member |
Independent Director |
| 3 |
Mr. Ishan Selarka |
Member |
Non - Executive Non -Independent Director |
Note: One meeting of the Stakeholders Relationship Committee were held during the
financial year 2024-25 on August 8, 2024.
Whistle Blower Policy /Vigil Mechanism
As per the provisions of Section 177(9) and (10) of the Act, the Company has adopted a
Whistle Blower Policy for establishing a vigil mechanism for Directors and Employees to
report genuine concerns about unethical behaviour, actual or suspected fraud or violation
of the Company's Code of Conduct and provide adequate safeguards against victimisation of
persons who use such mechanism and makes provision for direct access to the chairman of
the Audit Committee in appropriate or exceptional cases. The said policy has been hosted
on the Company's website at www. tpiindia.com.
Remuneration Policy
Pursuant to the provision of Section 178 of the Act, the Board has, on the
recommendation of the Nomination and Remuneration Committee framed a policy relating to
remuneration of the Directors, Key Managerial Personnel, Senior Management Personnel and
other employees, along with the criteria for appointment and removal of the Directors, Key
Managerial Personnel and Senior Management Personnel of the Company. The said policy is
available on the website of the Company at www.tpiindia.com.
Corporate Social Responsibility
The Company is not required to constitute a Corporate Social Responsibility Committee
as it does not fall within purview of Section 135 of the Companies Act, 2013 and hence it
is not required to formulate policy on corporate social responsibility.
Policies
The Company seeks to Promote Highest levels of ethical standards in the normal business
transaction guided by the value system. The Policies are reviewed periodically by the
Board and are updated based on the need and compliance as per the applicable laws and
rules and amended from time to time. The policies are available on the website of the
Company at www.tpiindia.com.
Disclosure Requirements
Policy on dealing with related party transactions is available on the website of the
Company at the link: www.tpiindia.com.
The Company has formulated and disseminated a Whistle Blower Policy to provide vigil
mechanism for employees and Directors of the Company to report genuine concerns that could
have serious impact on the operations and performance of the business of the Company. This
Policy is in compliance with the provisions of Section 177(9) of the Companies Act, 2013.
Policy on Whistle Blower is available on the website of the Company at the link:
www.tpiindia.com.
22. FOREIGN EXCHANGE EARNINGS AND OUTGO
The company had neither consumed nor earned any foreign exchange during the year ended
31st March, 2025.
23. DEPOSITS
The Company has not accepted any deposits during the year under review.
24. CORPORATE GOVERNANCE
During the year under review, the Paid Up Capital and Net Worth of the Company were
less than 10 crores and 25 crores respectively as on 31st March, 2024, therefore Corporate
Governance provisions as specified in Regulations 17, 18, 19, 20 21, 22, 23 24, 25, 26 27,
and clause (b) to (i) of sub regulation (2) of regulation 46 and para C, D and E of the
Schedule V of SEBI (Listing Obligations and Disclosure Requirement), Regulation 2015 is
not applicable to the Company.
Whenever this regulation becomes applicable to the Company at a later date, the Company
will comply with requirements those regulations within six months from the date on which
the provisions became applicable to our Company.
25. EXTRACT OF ANNUAL RETURN
Pursuant to amendments in Sections 92, 134(3) of the Act and Rule 12 of the Companies
(Management and Administration) Rules, 2014, the requirement of the extract of Annual
Return in Form MGT-9 is dispensed with.
Copy of the annual return will be available at the Official Website at www.tpiindia.com
and at the registered office of the company to the Members seeking information.
26. MATERIAL DISCLOSURES UNDER SECTION 134(3)(I) OF THE COMPANIES ACT, 2013:
No material changes and commitments affecting the financial position of the Company
occurred between the end of the financial year to which this financial statement relates
and the date of this report.
27. SIGNIFICANT AND MATERIAL ORDERS PASSED BY REGULATORS, COURTS AND TRIBUNALS
During the financial year, the Company received an adjudication order dated January 7,
2025 from the Ministry of Corporate Affairs under Section 149 of the Companies Act, 2013,
in respect of non appointment of Women Director in the Company. The Company has duly
complied with the directions contained in the said order and the Company also made the
appeal in Form No. ADJ (Memorandum of Appeal) to the Registrar of Companies on March 13,
2025. As on the date of signing of the report, the status of the Form No. ADJ is under
process.
28. DETAILS OF THE 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:
During the year under review, neither there is any application made nor any proceedings
are pending under the Insolvency and Bankruptcy Code, 2016 (31 of 2016).
29. CORPORATE SOCIAL RESPONSIBILITY (CSR)
The provisions of section 135 of the Companies Act, 2013 with respect to Corporate
Social Responsibility are not applicable to the Company.
30. SAFE & CONDUCIVE WORKPLACE
The Company is committed to provide a safe and conducive work environment to its
employees. During the year under review, there were no cases filed pursuant to the Sexual
Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.
31. GENERAL
Your Directors state that no disclosure or reporting is required in respect of the
following items as there were no transactions on these items during the year under review:
1. Issue of shares (including sweat equity shares) to employees of the Company under
any scheme.
2. The Company has no subsidiary and neither the Managing Director nor the Whole-time
Directors of the Company receive any remuneration or commission from any of its
subsidiaries.
32. Directors Responsibility Statement
Pursuant to Section 134(3) (c) of the Companies Act, 2013 the Board of Directors of the
Company confirms that-
1. in the preparation of Annual Accounts for the year ended on 31stMarch, 2025, the
applicable accounting standards have been followed and there are not material departures
from the same.
2. the Directors have selected such accounting policies and applied them consistently
and made judgements and estimates that are reasonable and prudent so as to give a true and
fair view of the state of affairs of the Company at the end of the financial year on 31st
March, 2025 and the profit and loss of the Company for that period.
3. the Directors have taken proper and sufficient care for the maintenance of the
adequate accounting records in accordance with the provisions of the Companies Act, 2013
for safeguarding the assets of the Company and for preventing and detecting fraud and
other irregularities.
4. The Directors have prepared the annual accounts on a 'going concern' basis.
5. The Directors have laid down internal finance control to be followed by the Company
and such internal finance control are adequate and operating effectively;
6. The Directors have devised proper systems to ensure compliance with the provisions
of all applicable laws and that such system are adequate and operating effectively.
33. ACKNOWLEDGEMENT
I n conclusion, I would like to express my sincere appreciation for the assistance and
co-operation received from the financial institutions, banks, government authorities,
customers, vendors and members during the year under review. I would also like to take
this opportunity to appreciate the committed services of the company's executives, staff
and workers
For and on behalf of the Board
Of TPI INDIA LTD
Bharat Parekh
Managing Director
DIN: 02650644
Date: August 26, 2025
Place: Murbad
