To
The Members,
KORE DIGITAL LIMITED
Your directors have pleasure in presenting this 14th Annual
Report on the affairs of the Company's together with the audited statement of account
for the financial year ended March 31, 2023.
FINANCIAL RESULTS:
The financial performance of the Company for the financial year ended
March 31, 2023 is summarized below:
PARTICULARS |
2022-2023 |
2021-2022 |
Total Revenue |
2127.45 |
1694.95 |
Total Expense |
1695.93 |
1392.19 |
PROFIT BEFORE TAXATION |
431.52 |
302.26 |
Less: Current Year Tax |
(106.74) |
(84.29) |
Less: Deferred Tax |
(2.60) |
0.00 |
PROFIT AFTER TAX |
322.18 |
217.97 |
PERFORMANCE REVIEW
During the Financial Year 2022-23, the Company has achieved the highest
ever Revenue from operations of Rs 2127.45 (in lakhs) as compared to Rs1694.95 (in lakhs)
in Financial Year 2021-22. The Profit before tax for the Financial Year 2022-23 stood at
Rs 431.52 (in lakhs) as compared to Rs 302.26 (inlakhs) achieved in Financial Year
2021-22.
The Profit after tax stood at Rs 322.18 (in lakhs) for Financial Year
2022-23 as compared to Rs 217.97 (in lakhs) for the Previous Year.
Company was Public Limited Company till 13th June 2023 and
has listed itself on NSE SME platform on 14th June' 2023.
DIVIDEND:
The Directors have retained the reserves and surplus as they have plans
for expansion and diversification of Business. The Company is in the growth stage and so
it is better to retain its Reserves and Surplus and reinvest to support the expansion and
diversification plans.
TRANSFER TO RESERVES
The Company has not transferred any amount to general reserves.
INVESTOR EDUCATION AND PROTECTION FUND
There were no amounts, required to be transferred to the Investor
Education and protection fund by the Company during this year.
CHANGE IN THE NATURE OF BUSINESS
During the year under review, there were no material changes in the
nature of business of the company.
CAPITAL STRUCTURE
During the year under review, the Company has increased its Authorized
Share Capital from Rs. 1,00,000 (Rupees One Lakh Only) to Rs. 1,00,00,000 (Rupees One
Crore Only) through resolution passed by shareholder dated 08th July, 2022 and
Subsequent increased in authorized Share Capital from Rs. 1,00,00,000 (Rupees One Crore
Only) to Rs. 4,00,00,000 (Rupees Four Crore Only) through resolution passed by shareholder
dated 12th January, 2023.
The Authorized Share Capital of the Company as on 31st
March, 2023 is Rs. 4,00,00,000/- (Rupees Four Crore Only) divided into 40,00,000 Equity
Shares of Rs. 10/- each.
During the year under review, the Company has issued and allotted
25,10,000 Equity Shares of Rs. 10/- each fully paid up, were issued pursuant to resolution
passed by the Board of Directors dated 17th December, 2022, generating proceeds
through Bonus Issue of Rs. 2,51,00,000.
Consequent to above allotment, the issued, Subscribed & Paid-Up
Capital of the Company as on 31st March, 2023 is Rs. 2,52,00,000/- divided into
25,20,000 Equity Shares of Rs. 10/- each.
A. BUY BACK OF SECURITIES:
The Company has not bought back any of its securities during the year
under review.
B. SWEAT EQUITY:
The Company has not issued any Sweat Equity Shares during the year
under review.
C. BONUS SHARES:
The Company has issued Bonus Shares 25,10,000 Equity Shares during the
year.
D. EMPLOYEES STOCK OPTION PLAN:
The Company has not provided any Stock Option Scheme to the employees.
E. FRESH ISSUE OF SHARES:
The Company has not issued any shares in the financial year 2022-2023.
DEPOSITORY SYSTEM:
The Company's equity shares are in demat through National
Securities Depository Limited and Central Depository Services India Limited.
ISIN: INE0O4R01018
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS MADE UNDER SECTION 186
OF THE COMPANIES ACT, 2013
There were no loans, guarantees or investments made by the Company
under Section 186 of the Companies Act, 2013 during the year under review and hence it is
not applicable.
MATERIAL CHANGES AND COMMITMENTS
There have been no material changes and commitments affecting the
financial position of the Company that have occurred between the end of the financial year
to which the financial statement relates and the date of this report.
SHARE RECONCILIATION AUDIT
As on 31st March, 2023 Share Reconciliation Audit was not
applicable to Company. Post listing of company on NSE SME platform, Reconciliation of
Share Capital Audit has been carried out every quarter and the report thereon are
submitted to the NSE (India).
CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES
Related party transactions that were entered during the financial year
were on an arm's length basis and were in the ordinary course of business.
Transactions with related parties entered by the Company in the normal course of business
are periodically placed before the Audit Committee for its omnibus approval and the
particulars of contracts entered during the year as per Form AOC-2 is enclosed.
The Board of Directors of the Company has, on the recommendation of the
Audit Committee, adopted a policy to regulate transactions between the Company and its
Related Parties, in compliance with the applicable provisions of the Companies Act 2013,
the Rules there under and the Listing Regulations. This Policy was considered and approved
by the Board has been uploaded on the website of the Company at www.koredigital.com under
investors info.
PUBLIC DEPOSITS
During the year under review, the Company has neither invited nor
accepted any Public Deposits within the meaning of Section 73 of the Companies Act, 2013
read with Companies (Acceptance of Deposit) Rules, 2014.
NAME OF THE COMPANY, WHICH HAVE BEEN BECOME/CEASED TO BE SUBSIDIARIES,
JOINT VENTURES AND ASSOCIATE COMPANIES DURING THE YEAR
The Company does not have any subsidiaries, joint ventures or associate
companies during the financial year 2022-2023.
INTER SE RELATIONSHIPS BETWEEN THE DIRECTORS
There is no inter se relationship between Directors of the company
except Mr. RAVINDRA DOSHI, Chairman & Managing Director of the Company and his wife
Mrs. KASHMIRA DOSHI, Director of the Company and his son Mr. CHAITANYA DOSHI, Director of
the Company. Independent directors are not related to promoters of the company and various
other directors of the company.
NUMBER OF MEETINGS OF THE BOARD:
As per Section 173 of the Companies Act 2013, read with the rules made
thereunder dates for Board Meetings are well decided in advance and communicated to the
Board and the intervening gap between the meetings was within the period prescribed under
the Companies Act, 2013 and SEBI (LODR) Regulations 2015 (as amended).
Theagendaandexplanatory notesaresenttotheBoardinadvance.The Board periodically reviews
compliance reports of all laws applicable to the Company. The Board met 11 times during
the financial year 2022-23 on 2nd June, 2022, 10th June, 2022, 20th June, 2022, 13th
July, 2022, 25th September, 2022, 28th November, 2022, 10th
December, 2022, 17th December, 2022, 21st January, 2023, 9th
March, 2023 and 25th March, 2023.
|
|
Attendance of Board Meeting |
|
No. of Committee positions
held in other public limited companies |
|
Sr. no Name of the Director |
Category/ Status of Directorship |
No of Meetings which directors was
entitled attend |
No of Meetings attended |
No. of Directorship in other Public
Limited Companies |
Chairman |
Member |
No. of Equity Shares held in the Company
as on March 31, 2023 |
1. Ravindra Doshi |
Managing Director |
11 |
11 |
Nil |
Nil |
Nil |
12,60,000 |
2. Kashmira Doshi |
Director |
11 |
11 |
Nil |
Nil |
Nil |
4,96,440 |
3. Chaitanya Doshi |
Director |
10 |
10 |
Nil |
Nil |
Nil |
3,78,000 |
4. Hiral Shah |
Non- Executive Independent Director |
4 |
4 |
Nil |
Nil |
Nil |
Nil |
5. Ruchi Gupta |
Non- Executive Independent Director |
4 |
4 |
Nil |
Nil |
Nil |
Nil |
6. Ajeet Krishna Kadam |
Non- Executive Independent Director |
4 |
4 |
Nil |
Nil |
Nil |
Nil |
COMMITTEES OF THE BOARD:
I. The Board has constituted various committees in accordance with the
provisions of the Companies Act, 2013, the details of which are given as under:
1. Audit Committee
2. Stakeholder Relationship Committee
3. Nomination and Remuneration Committee
AUDIT COMMITTEE: The Audit Committee of the Board met One (01)
times during the financial year. The maximum time gap between two consecutive meetings was
not more than 120 days. All members of the Audit Committee possess strong knowledge of
accounting and financial management.
Composition of Audit Committee are mentioned below:
Sr.no Name of the Director |
Designation |
Position in Committee |
No. of meeting held in the year |
No. of meeting attended during the year |
1. Ajeet Krishna Kadam |
NEID |
Chairman |
1 |
1 |
2. Ravindra Doshi |
Managing Director |
Member |
1 |
1 |
3. Hiral Jainesh Shah |
NEID |
Member |
1 |
1 |
4. Ruchi Gupta |
NEID |
Member |
1 |
1 |
The terms of reference of the Audit Committee are in line with the
provisions of Section 177 of the Companies Act, 2013. The role of the Audit Committee is
to provide oversight over the accounting systems, financial reporting, and internal
controls of the Company. The powers and role of the Audit Committee are as set out in the
SEBI (LODR) and Section 177 of the Companies Act, 2013.
The primary objective of the Audit Committee is to monitor and provide
an effective supervision of the Management's financial reporting process.
Further, the Audit Committee is also functional as per the provision of
Section 177 of Companies Act, 2013 and Rules made thereunder and as per Regulation 18 of
Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015.
NOMINATION AND REMUNERATION COMMITTEE: The Nomination and
Remuneration Committee of the Company met three times during the F.Y. 2022-23. The
Composition of Committee in Committee meeting are mentioned below:
Sr.no Name of the Director |
Designation |
Position in Committee |
No. of meeting held in the year |
No. of meeting attende d during the year |
1. Ajeet Krishna Kadam |
NEID |
Chairman |
1 |
1 |
2. Hiral Jainesh Shah |
NEID |
Member |
1 |
1 |
3. Ruchi Gupta |
NEID |
Member |
1 |
1 |
The Nomination & Remuneration committee has been assigned to
approve and settle the remuneration package with optimum blending of monetary and non-
monetary outlay.
STAKEHOLDERS RELATIONSHIP COMMITTEE: The Committee met one (01)
timesattheregistered office of the Company and the composition of the committee are
mentioned below:
Sr.no Name of the Director |
Designatio n |
Position in Committee |
No. of meeting held in the year |
No. of meeting attended during the year |
1. Ajeet Krishna Kadam |
NEID |
Chairman |
1 |
1 |
2. Hiral Jainesh Shah |
NEID |
Member |
1 |
1 |
3. Ruchi Gupta |
NEID |
Member |
1 |
1 |
Investor's grievance status report as appearing on SCORES and as
reported by the RTA during the year under review is as follows:
Category of Complaints |
No. of Complaint (S) Received |
No. of Complaint (S) Resolved |
No. of Complaints pending |
Nil |
Nil |
Nil |
Nil |
Nil |
Nil |
Nil |
Nil |
Nil |
Nil |
Nil |
Nil |
DIRECTORS AND KEY MANAGERIAL PERSONNEL
During the period under review, the Board of Directors of the Company
duly constituted as per provisions of Companies Act, 2013.
COMPOSITION OF BOARD OF DIRECTORS:
The Board of Directors of Kore Digital Limited is an optimum
combination of Executive and Non-Executive Directors. As on 31st March, 2023,
The Board of Company consists of Six (6) Directors. The Board at present comprises of:
SR.NO. NAME OF DIRECTOR |
DESIGNATION |
DIN NO |
1 RAVINDRA DOSHI |
Managing Director |
02494055 |
2 KASHMIRA RAVINDRA DOSHI |
Director and Chief Financial Officer |
02494279 |
3 CHAITANYA RAVINDRA DOSHI |
Director and Chief Executive Officer |
09253107 |
4 HIRAL JAINESH SHAH |
Independent Director |
09810987 |
5 RUCHI GUPTA |
Independent Director |
09813986 |
6 AJEET KRISHNA KADAM |
Independent Director |
10028213 |
7 PURNIMA MAHESHWARI |
Company Secretary |
BRCPM0877R |
The following changes occurred in the composition of Board during the
Financial Year 2022-23:
Mr. Chaitanya Ravindra Doshi was appointed as Additional Director on
the board of the Company w.e.f. 02nd June, 2022 and in the AGM held on 30th
September, 2022 he was regularized.
Designation of Mr. Ravindra Doshi changed from Director to Managing
Director w.e.f. 10th June, 2022.
Mrs. Kashmira Ravindra Doshi and Mr. Chaitanya Ravindra Doshi appointed
as Chief Financial Officer (CFO) and Chief Executive Officer (CEO) on the Board of the
Company w.e.f. 20th June, 2022.
Ms. Purnima Maheshwari appointed as Company Secretary on the Board of
the Company w.e.f. 28th November, 2022.
Ms. Hiral Jainesh Shah, Ms. Ruchi Gupta and Mr. Ajeet Krishna Kadam
appointed as independent Directors w.e.f. 10th December, 2022.
RETIRE BY ROTATION:
Pursuant to the provisions of Section 152 of the Companies Act, 2013,
the office of MRS. KASHMIRA RAVINDRA DOSHI, Director of the Company is liable to retire by
rotation at the Annual General Meeting and being eligible offered herself for
re-appointment. Accordingly, the proposal of his re-appointment has been included in the
Notice conveying the Annual General Meeting of the company. A brief resume of directors
seeking re-appointment consisting nature of expertise in specific functional areas and
name of companies in which they hold directorship, membership, chairmanship of committees
of the respective Boards, shareholding and relationship between directors as stipulated
under Reg. 36(3) of the SEBI (LODR) Regulations, 2015, are given in the section of notice
of AGM forming part of the Annual Report.
BOARD EVALUATION:
Pursuant to the provisions of the Companies Act, 2013 and Rules made
thereunder read with the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, the Board has carried the evaluation of its own performance, individual
Directors, its Committees, including the Chairman of the Board on the basis of attendance,
contribution and various criteria as recommended by the Nomination and Remuneration
Committee of the Company.
The evaluation of the working of the Board, its committees, experience
and expertise, performance of specific duties and obligations etc. were carried out. The
Directors expressed their satisfaction with the evaluation process and outcome.
The performance of each of the non-independent directors (including the
Chairman) was also evaluated by the Independent Directors at the separate meeting held of
Independent Directors of the Company.
AUDITORS:
(I) STATUTORY AUDITORS
The Members at the Extra Ordinary General Meeting of the Company had
appointed M/s. J N Gupta & Co., Chartered Accountants (FRN: 006569C) as the Statutory
Auditors of the Company to hold till the conclusion of 14th Annual General Meeting to be
held in the year 2023.
The Auditors have issued their report on the Financial Statements for
the Financial Year ended March 31, 2023, with an unmodified opinion and do not contain any
qualification, observation, or adverse remarks or disclaimer that may call for any
explanation from the Board of Directors The Auditors have not reported any matter under
Section 143(12) of the Companies Act, 2013 and therefore no detail is required to be
disclosed under Section 134(3)(ca) of the Companies Act, 2013.
As per section 143 of the Companies Act 2013, Company wants to appoint
with the consent of members of the Company "M/s J N Gupta & Co", Chartered
Accountants (FRN: 006569C) as the Statutory Auditors of the Company to hold office from
the conclusion of the said Annual General Meeting till the conclusion of 19th
Annual General Meeting to be held in the year 2028.
(II) SECRETARIAL AUDITORS
Pursuant to the provisions of Section 204 of the Companies Act, 2013
read with rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel)
Rules, 2014, Company is required to annex the Secretarial Audit report with the Board
report. Accordingly, the appointment of M/s Govind Jaiswal & Company, Jaipur has been
made by the Board in their meeting held on July 22, 2023 to conduct Secretarial Audit and
report thereon for F.Y 2022-23.
Accordingly, the Secretarial Audit Report given by M/s Govind Jaiswal
& Company, Jaipur for the F.Y. 2022-23 is annexed herewith. The Board has duly
reviewed the Secretarial Auditor's Report and the observations and comments, appearing in
the report are self- explanatory and do not call for any further explanation/
clarification by the Board of Directors as provided under Section 134 of the Companies
Act, 2013.
(III) INTERNAL AUDITORS
The provisions of section 138 of the Companies Act, 2013 with respect
to appointment of Internal auditor was not applicable to the Company during 2022-23. For
F.Y.2023-24 Company has made necessary provision for appointment of Internal Auditor under
Section 138 of the Companies Act, 2013 read with rules made there under.
(IV) COST AUDITOR
The provisions of 148 of the Companies Act, 2013 with respect to
appointment of Cost auditor are not applicable to the Company.
FAMILIARIZATION PROGRAM FOR INDEPENDENT DIRECTORS
The Company has a familiarization program for Independent Directors
withthe objective of making the Independent Directors of the Company accustomed to the
business and operations of the Company. The program also intends to update the Directors
on a regular basis on any significant changes therein to be in a position to make
well-informed and timely decisions. The policy on familiarization program for Independent
Directors are placed on www.koredigital.com
DECLARATION BY INDEPENDENT DIRECTORS
The Company has received declarations from each Independent Director of
the Company under Section 149(7) of the Act and Regulation 25(8) of the SEBI (LODR)
confirming compliance with the criteria of independence as stipulated under Section 149(6)
of the Act and Regulation 16(1)(b) of the SEBI (LODR) Regulations, 2015 (as amended) and
there has been no change in the circumstances which may affect their status as Independent
Directors during the Financial Year 2022-23.
All Independent Directors of the Company have affirmed compliance with
Schedule IV of the Companies Act, 2013 and the Company's Code of Conduct for
Directors and Employees for the Financial Year 2022-23.
The Independent Directors of the Company have registered themselves
with the Indian Institute of Corporate Affairs (IICA') towards the inclusion of
their names in the data bank maintained with it and they are exempted from the
requirements of the proficiency self-assessment test. All the Independent Directors have
given their declarations stating that they meet the criteria of Independence as prescribed
under Section 149(6) of the Companies Act, 2013 read with the rules made thereunder and in
the opinion of the Board, the Independent Directors made the said criteria.
REMUNERATION POLICY
The Board of Directors on their re-commendation of the Nomination &
Remuneration Committee has framed a Policy for Directors, Key Managerial Personnel and
other Senior Managerial Personnel of the Company in accordance with the requirements of
the provisions of Section 178 of the Companies Act, 2013 and SEBI (LODR) Regulations,2015.
INTERNAL FINANCIAL CONTROL
The Company has put in place an adequate system of internal financial
controls with respect to the Financial Statement and commensurate with its size and nature
of business, which helps in ensuring, the orderly and efficient conduct of business. No
reportable material weakness in the operation was observed.
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 has been no such significant and
material orders passed by the regulators or courts or tribunals impacting the going
concern status and company's operations in future.
VIGIL MECHANISM/WHISTLE BOWLER POLICY
The Board of Directors has formulated a Vigil Mechanism/Whistle Blower
Policy, which provides a robust a framework for dealing with genuine concerns and
grievances, and the policy is uploaded on the company website.
ANNUAL RETURN
The Annual Return referred to in sub-section (3) of Section 92 of the
Companies Act, 2013 for the financial year 2022-2023 in Form MGT-9 will available on the
website of the company i.e. www.koredigital.com
MANAGING DIRECTOR AND CFO CERTIFICATION
Managing Director and Chief Financial Officer of the Company give
annual certification on financial reporting and internal controls to the Board in terms of
Regulation 17 of SEBI (LODR) Regulations, 2015.
The Managing Director and the Chief Financial Officer also give yearly
certification on financial results while placing the financial results before the Board in
terms of Regulation 33(2) of the SEBI (LODR). The Annual Certificate given by Managing
Director and the Chief Financial Officer is attached.
ENERGY CONSERVATION, TECHNOLOGY, ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO:
The particulars relating to conservation of energy, technology
absorption, foreign exchange earnings and outgo, as required to be disclosed under the Act
forms part of this report.
STATEMENT PURSUANT TO SECTION 197(12) OF THE COMPANIES ACT, 2013 READ
WITH RULE 5 OF THE COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) RULES,
2014:
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.
PREVENTION OF INSIDER TRADING
As on 31st March, 2023, the Securities and Exchange Board of
India (Prohibition of Insider Trading) Regulations, 2015 ("the PIT Regulations")
was not applicable to Company.
Post listing of company on NSE SME platform, in compliance with the
Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015
("the PIT Regulations") and amendments thereto on prevention of Insider Trading.
The Company has a comprehensive Code of Conduct for Regulating, monitoring and reporting
of trading by Insiders along with policy on legitimate purpose. The Company also has a
Code of Practices and Procedures of fair disclosures of unpublished price and these
code(s) are in line with the PIT regulations.
DIRECTORS' RESPONSIBILITY STATEMENT
Pursuant to the requirements under Section 134(3)(c) of the Companies
Act, 2013 with respect to the
Directors' Responsibility Statement, based on the knowledge and
belief and the information and explanations obtained, directors confirmthat:
a) In the preparation of the annual accounts for the year ended 31st
March, 2023, the applicable accounting standards have been followed along with proper
explanation relating to material departures;
b) such accounting policies selected and applied 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 for the financial year ended 31st March,
2023 and of the profit and loss of the company for that period;
c) proper and sufficient care has been taken for the maintenance of
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;
d) Annual accounts for the financial year ended 31st March,
2023 have been prepared on a going concern basis; e) Internal financial controls have been
laid down and followed by the company and that such internal financial controls are
adequate and operating effectively; and
f) Proper systems have been devised to ensure compliance with the
provisions of all applicable laws and that such systems were adequate and operating
effectively.
CORPORATE GOVERNANCE
Your Company has been complying with the principles of Good Corporate
Governance over the years and is committed to the highest standards of Compliance.
Pursuant to regulation 15(2) of the SEBI (LODR) Regulations, 2015, the
Compliances with Corporate Governance provisions as specified in Regulation 17 to 27 and
Clause (b) to (i) of regulations and Para C, D and E of Schedule V shall not apply to the
listed entity which has specified securities on the SME Exchange. Therefore, the Corporate
Governance Report is not applicable on the Company. Hence, the Corporate Governance Report
does not form part of this Board Report.
CORPORATE SOCIAL RESPONSIBILITY
Under Section 135 of the Companies Act, 2013 and rules made thereunder,
the requirement of developing a policy on CSR activity and implementing the same is not
applicable to the Company since the Company does not meet the criteria. Accordingly, the
Company has not taken steps relating to CSR activity.
COMPLIANCE OF SECRETARIAL STANDARDS-1 AND 2:
Your Directors confirms that pursuant to Section 118(10) of the
Companies Act, 2013, applicable Secretarial Standards, i. e. SS-1 and SS- 2, pertaining to
Meeting of Board of Directors and General Meetings, respectively specified by the
Institute of Company Secretaries of India (ICSI) have been duly complied by the Company.
The Directors have devised proper systems to ensure compliance with the
provisions of all applicable Secretarial Standards and that such systems are adequate and
operating effectively.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT
Management Discussion and Analysis Report for the year under review, as
stipulated under the Securities and Exchange Board of India (Listing Obligations and
Disclosure Requirements) Regulations, 2015 ("Listing Regulations") is presented
in a separate section, forming part of the Annual Report.
PREVENTION OF SEXUAL HARASSMENT OF WOMEN AT WORKPLACE
The Company has zero tolerance for sexual harassment at 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 thereunder.
During the year under review, the Company did not receive any complaint
regarding sexual harassment.
RISK MANAGEMENT AND ANALYSIS
A key factor in determining a Company's capacity to create
sustainable value is the risks that the Company is willing to take strategic and
operational levels and its ability to manage them effectively.
Many risks exist in a company's operating environment and they
emerge on a regular basis. The Company's
Risk Management processes focuses on ensuring that these risks are
identified on a timely basis and addressed. In our company, audit committee has an
additional oversight in the area of financial risks and its controls. The management of
the Company from time to time is identifying other major operational risks.
However, constitution of Risk Management Committee is not applicable as
it is applicable to top 500 listed companies only.
DETAILS OF APPLICATION MADE OR PROCEEDING PENDING UNDER AN INSOLVENCY
AND BANKRUPTCY CODE 2016
During the year under review, there were no applications made or
proceedings pending in the name of the Company under the Insolvency and Bankruptcy Code
2016.
DETAILS OF DIFFERENCE BETWEEN VALUATION AMOUNT ON ONE TIME SETTLEMENT
AND VALUATION WHILE AVAILING LOAN FROM BANKS AND FINANCIAL INSTITUTIONS
During the year under review, there has been no one-time settlement of
Loans taken from Banks and Financial Institutions.
ACKNOWLEDGEMENTS
The Board of Directors wish to place on record its deep sense of
appreciation for the committed services by all the employees of the Company. The Board of
Directors would also like to express their sincere appreciation for the assistance and co-
operation received from the financial institutions, banks, government and regulatory
authorities, stock exchanges, customers, vendors, members, debenture holders and debenture
trustee during the year under review.
Finally, yet importantly, your directors wish to place on record their
warm appreciation to you for your continuous support and encouragement.