The Directors' present this Thirty Ninth Annual Report of Privi
Speciality Chemicals Limited together with the Audited Financial Statements of the Company
for the year ended March 31,2024.
The annexed Financial Statements comply in all material aspects with
the Indian Accounting Standards (Ind AS) notified under Section 133 of the Companies Act,
2013 (the Act), the Companies (Indian Accounting Standards) Rules, 2015, as amended from
time to time and other relevant provisions of the Act.
FINANCIAL RESULTS
Particulars |
Standalone for the year
ended on |
Consolidated for the year
ended on |
|
March 31, 2024 |
March 31, 2023 |
March 31, 2024 |
March 31, 2023 |
Total Income |
173,367.75 |
159,943.93 |
177,853.43 |
162,924.15 |
Profit before Exceptional Item Interest & Depreciation
& Taxation |
34,895.41 |
20,305.13 |
35,126.21 |
20,734.31 |
Less: Interest |
9,502.36 |
6,662.48 |
9,793.85 |
6,781.31 |
Profit before Exceptional Item, Depreciation and Taxation |
25,393.05 |
13,642.65 |
25,332.36 |
13,953.00 |
Less: Depreciation |
12,195.37 |
10,515.53 |
12,341.43 |
10,848.67 |
Profit before Exceptional Item and Taxation |
13,197.68 |
3,127.12 |
12,990.93 |
3,104.33 |
Add: Exceptional Item |
- |
- |
- |
- |
Profit before Tax for the year |
13,197.68 |
3,127.12 |
12,990.93 |
3,104.33 |
Less: Provision for Taxation: |
|
|
|
|
a. Current Tax |
3,080.18 |
333.81 |
3,115.75 |
334.73 |
b. Deferred Tax |
329.01 |
545.82 |
332.22 |
641.79 |
c. Tax adjustments for earlier years (Net) |
- |
- |
- |
- |
Sub-Total |
3,409.19 |
879.63 |
3,447.97 |
976.52 |
Profit after Tax for the year |
9,788.49 |
2,247.49 |
9,542.96 |
2,127.81 |
Add: Other Comprehensive Income |
11.73 |
45.61 |
41.28 |
240.55 |
Total Comprehensive Income for the year |
9,800.22 |
2,293.10 |
9,584.24 |
2,368.36 |
Earnings Per Share (EPS) of ' 10/- each |
25.06 |
5.75 |
24.43 |
5.45 |
OPERATIONS AND THE STATE OF COMPANY'S AFFAIRS (CONSOLIDATED):
During the year under review, the consolidated revenue from operations
and other income was ' 177,853.43 Lakhs (Previous year ' 162,924.95 Lakhs).
The Company achieved consolidated profit before tax of ' 12,990.93 Lakhs (Previous
year ' 3,104.33 Lakhs) and profit after tax & Other Compressive Income of '
9,584.24 Lakhs (Previous year ' 2,368.36 Lakhs). The EPS on Consolidated financial
statements for the year ended March 31,2024, was ' 24.43 (Previous year '
5.45) on a diluted basis.
CAPITAL STRUCTURE:
The paid-up Equity Share Capital as on March 31, 2024, was '
39,06,27,060 and Authorised Capital of ' 550,000,000. During the year, there was no
change in the Capital structure
i.e., Authorised, Issued and Paid-up Equity Share Capital of the
Company. The Company has only one class of shares.
DIVIDEND:
The Boatd of Directors at its meeting held on May 02, 2024 had
recommended a Final Dividend of ' 2.00/- (i.e.20%) per equity share for the F.Y.
2023-24. A proposal seeking shareholders' approval for declaration and payment of the
said final dividend for 2023-24 is forming part of the Notice of 39th Annual General
Meeting. If approved by the shareholders, the Final Dividend will be paid to those
shareholders whose names appear in the Register of Members as on Book Closure Date on and
before August 31, 2024.
In view of the changes made under the Income Tax Act, 1961, by the
Finance Act, 2020, the dividend paid or distributed by the Company shall be taxable in the
hands of shareholders w.e.f. April 01, 2020. The Company shall, accordingly, make the
payment of Final Dividend after deduction of tax at source. The dividend payout is in
accordance with the Company's Dividend Distribution Policy.
The Dividend Distribution Policy of the Company is available on the
website of the Company at https://www.privi.com/
Downloads/Policies-PSCL/PSCL-Dividend-Distribution- Policy.pdf.
BOOK CLOSURE AND RECORD DATE:
The Register of Members and Share Transfer Books of the Company will be
closed from Thursday, July 25, 2024, to Thursday, August 01, 2024 (both days inclusive)
and the Company has fixed Wednesday, July 24, 2024, as the "Record Date" for the
purpose of determining the entitlement of Members to receive final dividend for the
financial year ended March 31,2024
SUBSIDIARY COMPANIES:
Your Company has three Subsidiaries out of which two are wholly owned
subsidiaries namely Privi Biotechnologies Private Limited and Privi Speciality USA
Corporation. Prigiv Specialties Private Limited is a subsidiary wherein your Company
controls 51% of total voting power and also controls the composition of Board of
Directors.
The Consolidated Financial Statements presented by the Company includes
the financial results of its subsidiary companies. Further, as provided in Section 136 of
the Act, the Balance Sheet, Statement of Profit and Loss and other documents of the
subsidiary companies are not attached to the Financial Statements of the Company. The
Company will make available free of cost the Audited Financial Statements of the
subsidiary companies and the related detailed information to any member of the Company who
may be interested in obtaining the same. The Financial Statements of the Company and as
also of the subsidiary company shall be kept open for inspection at the Registered Office
of the Company.
As provided in Section 129[3] of the Act and Rules made thereunder a
statement containing the salient features of the financial statements of its subsidiaries
in the format AOC 1 is attached to the financial statements as Annexure - 1.
TRANSFER TO RESERVES:
The Board of Directors decided to retain the entire Profits post
distribution of Dividend for the Financial Year 2023-24 in the Retained Earnings.
MAJOR EVENTS OCCURRED DURING THE YEAR UNDER REVIEW:
a) Investment in Solar Power Project
As approved by the Board an investment in the Solar Power Project, by
way of Equity participation to the extent of 26% through a Special Purpose Vehicle (SPV)
i.e. Rs, 4,99,50,000 (Rupees Four Crores Ninety-Nine Lakhs Fifty Thousand Only) comprising
of 49,95,000 Equity Shares of ' 10/- each of the Share Capital of the
SPV. The Company has invested the entire amount of ' 4,99,50,000/- in
the SPV i.e Radiance MH Sunrise Ten Private Limited, by way of subscription to equity
shares in different tranches, the details of which are shared herein below:
Sr. Date of Share No. allotment |
No. of Shares allotted |
Face Value per Share |
Amount Invested |
1 May 02, 2023 |
100,000 |
10 |
1,000,000 |
2 July 27, 2023 |
3,646,250 |
10 |
36,462,500 |
3 March 19, 2024 |
1,248,750 |
10 |
12,487,500 |
Total |
4,995,000 |
|
49,950,000 |
The Company has started getting the benefit from the said Solar Power
Project with effect from February 01, 2024 and there have been savings to the tune of Rs.
80 Lakhs (Rupees Eighty Lakhs) during the year.
b) Commencement of Commercial Production of two new products Indomarone
and Florovane.
In the month of December 2023, your Company commenced the Commercial
production of two new products, Indomarone and Floravone at Unit VI, situated at Jhagadia
MIDC, Dist. Bharuch, Gujarat. Sales have also started for the said products from January
2024 onwards.
BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT
Your Company has a culture and belief of sustainable development
encompassing sustainable manufacturing, product safety, economy analysis,
sustainability-oriented supply chain management and social and community based sustainable
requirement. Pursuant to Regulation 34(2)(f) of Listing Regulations, 2015 and in line with
the SEBI Circulars dated May 05, 2021 and May 10, 2021, inter alia, provides that the
Annual Report of the Top 1000 listed entities based on Market Capitalisation, should
include a Business Responsibility and Sustainability Report ("BRSR").
The BRSR initiatives taken from an Environmental, Social and Governance
perspective in the prescribed format is available as a Separate Section of this Report and
is also available on the Company's website: www.privi.com.
DEPOSITS FROM PUBLIC:
The Company has not accepted any Deposits from public and as such no
amount on account of Principle or interest on deposit from public was outstanding as on
the date of the Balance Sheet.
DIVIDEND DISTRIBUTION POLICY
In accordance with Regulation 43A of the SEBI Listing Regulations, the
Board of Directors of the Company has adopted a Dividend Distribution Policy
('Policy') which
endeavor for fairness, consistency and sustainability while
distributing profits to the shareholders. The Policy is available on the Company's
website at http://www.pnvi. com/investor-relations/corporate-governance/
company- policies.
CREDIT RATING:
The Company's credit rating was reaffirmed during the year under
review. CRISIL Ratings Limited vide its letter dated May 21,2024, have reaffirmed the
rating as follows:
1. For Long-term Bank facilities: CRISIL A+ / Positive (Revised from
Stable, Ratings Reaffirmed)
2. For Short term Bank facilities: CRISIL A1 / (Reaffirmed)
INVESTOR EDUCATION AND PROTECTION FUND (IEPF):
In accordance with the applicable provisions of the Act, read with
Investor Education and Protection Fund (Accounting, Audit, Transfer and Refund) Rules,
2016 ("IEPF Rules"), all unclaimed dividends are required to be transferred by
the Company to the IEPF, after completion of seven (7) years. Further, according to IEPF
Rules, the shares on which dividend has not been claimed by the shareholders for seven (7)
consecutive years or more shall be transferred to the demat account of the IEPF Authority.
The details relating to the amount of dividend transferred to the IEPF and corresponding
shares on which dividends were unclaimed for seven (7) consecutive years, are provided in
the General Shareholders Information Section of this Annual Report. During the year, an
amount of ' 3,78,090/-, being unclaimed dividend for F.Y. 2015-16 was transferred to IEPF.
DETAILS OF NODAL OFFICER:
According to rule 7(2A), each company shall nominate a Nodal Officer,
who shall either be a Director or Chief Financial Officer or Company Secretary of the
Company. The Company had appointed Ms. Ashwini Saumil Shah, Company Secretary and
Compliance Officer of the Company as a Nodal Officer as per the abovesaid rule.
TECHNICAL ACHIEVEMENT:
The Company keeps on exploring the possibility of technical improvement
and process optimisation for better yields / product mix / energy efficiency.
COMPANY'S POLICY ON DIRECTORS' APPOINTMENT AND REMUNERATION INCLUDING
CRITERIA FOR DETERMINING QUALIFICATIONS, POSITIVE ATTRIBUTES, INDEPENDENCE OF A DIRECTOR
ETC.:
Pursuant to the provisions of Section 178 and other applicable
provisions, if any, of the Act, read with the Rules made thereunder and Regulation 19 read
with Part D of Schedule II of the Listing Regulations the Board of Directors at their
Meeting held on November 05, 2020, approved the Nomination and Remuneration Policy as
recommended by
the Nomination and Remuneration Committee. The salient features of the
said policy covering the policy on appointment and remuneration and other matters have
been provided in the Corporate Governance Report.
BOARD EVALUATION:
The Evaluation of Board, its Committees, Individual Directors
(Independent and Non-Independent Directors), Executive Director and Chairman &
Managing Director was carried out as per the process and criteria laid down by the Board
of Directors based on the recommendation of the Nomination and Remuneration Committee. The
evaluation report criteria for Independent Directors includes participation and
contribution by a director in Board / Committee Meetings, commitment, expertise,
integrity, maintenance of confidentiality and independent behavior. The feedback on
evaluation of the Board and its Committees was discussed at the meeting of the Independent
Directors and coordinated by the Chairperson of the Nomination & Remuneration
Committee. The Independent Directors met on March 15, 2024, with respect to the above
process.
DIRECTORS' RESPONSIBILITY STATEMENT:
Pursuant to the requirement of Section 134(3)(c) of the Companies Act,
2013 and to the best of their knowledge and belief, and according to the information and
explanations provided to them, your Directors hereby make the following statements:
(i) that in the preparation of the financial statements for the year
ended March 31, 2024, the applicable accounting standards read with requirements set out
under Schedule III of the Companies Act, 2013 have been followed and there are no material
departures from the same;
(ii) that the Directors have selected such accounting policies and
applied them consistently and made judgments and estimates that are reasonable and prudent
so as to give a true and fair view of the state of affairs of the Company at the end of
the financial year viz. March 31, 2024, and of the profit of the Company for that period;
(iii) that the Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the provisions of this Act
for safeguarding the assets of the Company and for preventing and detecting fraud and
other irregularities.
(iv) t hat the Directors have prepared the annual accounts on a 'Going
Concern' basis.
(v) that the Directors have laid down internal financial controls to be
followed by the Company and that such internal financial controls are adequate and were
operating effectively and
(vi) that the Directors have devised proper systems to ensure
compliance with the provisions of all applicable laws and that such systems are adequate
and operating effectively.
DIRECTORS:
During the year under review, the Board of Directors had appointed Mr.
Hemang Manhar Gandhi (DIN: 00008770) as an Additional Director in the capacity of
Independent Director w.e.f. November 07, 2023. The appointment of Mr. Gandhi was subject
to approval of shareholders which was duly taken through postal ballot on December 22,
2023.
The second consecutive term of appointment of Mr. P R Barpande and Mr.
Rajesh Budhrani, Independent Directors of the Company came to an end w.e.f. closing hours
of March
31.2024, accordingly Mr. Barpande and Mr. Budhrani ceased to be an
Independent Director w.e.f. opening hours of April
01.2024.
As on date of this report there are a total of 6 (Six) Directors on the
Board out of which 2 (Two) are executive directors and 4 (Four) are Non-Executive
Independent Directors.
Re-appointment:
In Accordance with the provisions of Section 152 of the Act and
Articles of Association of the Company, Mr. Mahesh P Babani (DIN 00051162), Chairman and
Managing Director of the Company, retires by rotation at the ensuing Annual General
Meeting and being eligible for re-appointment.
Mr. Mahesh P Babani, Chairman & Managing Director of the Company
was appointed as Chairman & Managing Director at 36th AGM for the period of three
years starting from April 01, 2022, to March 31, 2025. Nomination & Remuneration
Committee and Board of Directors at their meeting held on May 02, 2024, have recommended
re-appointment of Mr. Mahesh P Babani as a Chairman & Managing Director of the Company
for the period of Five years i.e. from April 01,2025, to March 31,2030.
KEY MANAGEMENT PERSONNEL (KMP):
In terms of Provisions of Section 251 and Section 203 of the Act, the
followings are the KMP's of the Company as on March 31,2024:
1. Mr. Narayan S. Iyer - Chief Financial Officer
2. Ms. Ashwini Saumil Shah - Company Secretary & Compliance Officer
STATEMENT ON DECLARATION GIVEN BY INDEPENDENT DIRECTORS:
The Company has received declarations from all the Independent
Directors of the Company, inter alia, confirming that they meet the criteria of
Independence as prescribed under Section 149 of the Act and Regulation 16(1 )(b) of
Listing Regulations, as amended from Independent Directors confirming
that they are not disqualified for continuing as an Independent Director.
PARTICULARS OF EMPLOYEES:
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 are annexed to this report.
The Statement containing particulars of employees as required under
Section 197 (12) of the Act read with Rule 5(20) and 5(3) of the Rules forms part of this
Report. Further, the Report and the Accounts are being sent to the Members excluding the
aforesaid Statement. The said statement is open for inspection upon request by the
Members. Any Member interested in obtaining such particulars may write to the Company
Secretary at investors@privi.co.in.
LISTING:
The Company's securities are listed with BSE Limited and National
Stock Exchange of India Limited. The Company has paid the listing fees for F.Y. 2024-25 on
the Paid-up equity share capital.
RELATED PARTY TRANSACTIONS:
The Company has formulated a Policy on Related Party Transactions, in
line with the requirements of the Act, and Listing Regulations, as amended from time to
time. The policy on Related Party Transactions as approved by the Board is uploaded on the
Company's website at https://
www.privi.com/Downloads/Policies-PSCL/PSCL-Policy-on- Related-Party-Transactions-V-1-1.pdf
All related party transactions entered during 2023-24 were on
arm's length basis, in the ordinary course of business and were in compliance with
the applicable provisions of the Act and the Listing Regulations. An omnibus approval is
obtained for related party transactions which are of repetitive nature and entered in the
ordinary course of business and on arm's length basis. A statement giving details of
all related party transactions entered pursuant to omnibus approval so granted is placed
before the Audit Committee on a quarterly basis for its review.
The Company has not entered into contracts or arrangements with related
parties in terms of Section 188(1) of the Act and there were no material significant
related party transactions entered into by the Company with Promoters, Directors, KMPs or
other designated persons which may have a potential conflict with the interest of the
Company at large. Accordingly, the disclosure of related party transactions as required
under Section 134(3)(h) of the Act in Form No. AOC- 2 is not applicable to the Company for
2023-24 and hence does not form part of this Report.
Pursuant to Regulation 23 of the Listing Regulations, the Company
submits details of related party transactions on a consolidated basis to the stock
exchanges as per the specified format on a half-yearly basis.
The details of Related Party Transactions are provided in the
accompanying Financial Statements.
INTERNAL CONTROL AND ITS ADEQUACY:
Adequate internal control systems commensurate with the nature of the
Company's business, size and complexity of its operations are in place and have been
operating effectively. The Directors have laid down policies and procedures which are
adopted by the Company for ensuring the orderly and efficient conduct of its business,
including adherence to Company 's policies, the safeguarding of its assets, the prevention
and detection of frauds and errors, the accuracy and completeness of the accounting
records, and the timely preparation of reliable financial information.
Apart from this your Company has also engaged a full- fledged
professional Internal Audit firm to test and check the Internal Controls of all systems
and suggest corrective and remedial measures.
The Audit Committee deliberated with the members of the Management,
considered the systems as laid down and met the internal audit team and statutory auditors
to ascertain their views on the internal financial control systems. The Audit Committee
satisfied itself as to the adequacy and effectiveness of the internal financial control
systems as laid down and kept the Board of Directors informed. However, the Company
recognises that no matter how the internal control framework is, it has inherent
limitations and accordingly, periodic audits and reviews ensure that such systems are
updated on regular intervals. The Statutory Auditors have also issued a report on review
of Internal Financial Controls (ICFR) and have expressed that the Internal Controls over
Financial Reporting are adequate and operating effectively.
GOVERNANCE AND COMPLIANCE:
The Secretarial and Legal functions of the Company ensure maintenance
of good governance at all levels. They assist the Company by being compliant in all areas
including legislative expertise, corporate structuring, regulatory changes and governance.
Compliances across various locations are monitored through a Legal Risk Management System.
RISK MANAGEMENT POLICY:
The Company has put in place a Risk Management Plan as detailed in the
Risk Management Policy which is approved by the Board of Directors and adopted by the
Company. The Risk Management Policy is uploaded on the Company's website at https://www.privi.com/Downloads/Policies-
PSCL/PSCL-Risk-Management-Policv--V-1-1.pdf
The Policy provides a framework for identification, evaluation,
management, continuous monitoring of risks and implementation of mitigation strategies.
The risk management strategy is integrated with the overall business strategies of the
organisation and its mission statement to ensure that its risk management capabilities aid
in establishing competitive advantage and allow management to develop reasonable assurance
regarding the achievement of the Company's objectives.
The Risk Management Committee (RMC) oversees the risk management
process in the Company. The RMC is chaired by an Independent Director who is also a member
of the Audit Committee.
A sub-committee consisting of the Head of the Department / Senior
Leadership Team of the Company has been formed which meets on monthly basis. A systematic
review of risks identified is subject to a series of focused meetings of the empowered
Sub-Committee. Each sub-committee member ensures the effectiveness of the risk monitoring
process across his work area and the sub-committee makes assessment of long term,
strategic, macro risks and implementation of mitigation strategies across business units.
REPORTING OF FRAUD:
During the year, the Statutory Auditors, Cost Auditors and Secretarial
Auditors have not reported any instances of frauds committed in the Company by its
officers and employees under Section 143(12) of the Act details of which needs to be
mentioned in this Report.
CORPORATE SOCIAL RESPONSIBILITY:
The Corporate Social Responsibility Committee has formulated and
recommended to the Board a Corporate Social Responsibility Policy which has been approved
by the Board. The details of the CSR activities as required under Section 135 of the Act
are given in the CSR Report as Annexure to this Report.
VIGIL MECHANISM AND WHISTLE BLOWER POLICY:
As required under the Act and Listing Regulations, the Company has
devised an effective Whistle blower mechanism enabling stakeholders, including individual
employees and their representative bodies to communicate their concerns about illegal or
unethical practices freely. The Company has adopted a Vigil Mechanism and Whistle blower
Policy ('the Policy') for stakeholders to report concerns about any unethical
behavior, actual or suspected fraud or violation of the Company's Code of Conduct.
Protected disclosures can be made by a whistle blower through several channels. The Policy
provides for adequate safeguards against victimisation of employees. No personnel of the
Company have been denied access to the Chairperson of the Audit Committee. The Policy
also facilitates all employees of the Company to report any instance of
leakage of unpublished price sensitive information.
Vigil Mechanism and Whistle Blower Policy is available on the
Company's Website at https://www.privi.com/Downloads/
Policies-PSCL/PSCL-Viail-Mechanism-Policy-V-1-1.pdf
SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND
REDRESSAL) ACT, 2013:
The Company has adopted a policy on prevention, prohibition and
redressal of sexual harassment at workplace in line with the provisions of the Sexual
Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the
Rules made thereunder. The Company has also constituted Internal Complaints Committee
(ICC) for its workplaces to address complaints pertaining to sexual harassment in
accordance with the POSH Act.
No complaints were pending at the beginning of the financial year. No
complaint was pending as at the end of the financial year.
To build awareness in this area, the Company has been conducting
awareness sessions during induction of new employees and periodically for permanent
employees, third- party employees and contract workmen through online modules and
webinars.
MEETINGS OF THE BOARD:
During the Financial Year 2023-24, 6 (Six) meetings of the Board of
Directors took place. The time gap between two meetings was less than 120 days. For
further details, please refer to the Corporate Governance Report annexed hereto.
PARTICULARS OF LOANS GUARANTEES AND INVESTMENTS:
Particulars of loans, guarantees and investments made by the Company as
required under Section 186 (4) of the Act are contained in Note No.5 and 30(d) to the
Standalone Financial Statements.
CORPORATE GOVERNANCE REPORT:
A Report on the Corporate Governance along with a certificate from a
Practicing Company Secretary regarding the compliance of conditions of Corporate
Governance as stipulated in Regulation 34 of Listing Regulations, 2015 as also the
Management Discussion and Analysis Report are annexed to this Report.
AUDITORS
I. STATUTORY AUDITORS AND THEIR REPORT:
The auditors M/s. BSR & Co. LLP Chartered Accountants were
appointed as Statutory Auditors at the 35th Annual
General Meeting (AGM) held on November 02, 2020, for a term of five
years, from the conclusion of 35th AGM till the conclusion of 40th AGM to be held for the
year 2024-25. They have furnished a declaration confirming their independence as well as
their arm's length relationship with the Company and that they have not taken up any
prohibited non-audit assignments for the Company. The Board has duly reviewed the
Statutory Auditor's Report for the Financial Year ended on March 31, 2024, and the
observations and comments, appearing in the report are self-explanatory and do not call
for any further explanation / clarification by the Board in their Report as provided under
Section 134 of the Act.
II. SECRETARIAL AUDITORS AND SECRETARIAL AUDIT REPORT:
As required by Section 204 of the Act, read with The Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Board has
appointed M/s. Rathi & Associates, Company Secretaries, a firm of Company Secretaries
in Practice to conduct Secretarial Audit for the Financial Year 2023-24. The Report of the
Secretarial Audit for the financial year ended on March 31, 2024, is annexed to this
Report.
The Board has reviewed the Secretarial Auditor's Report and is of
the opinion that the observations and comments, appearing in the report are
self-explanatory and do not call for any further explanation / clarification by the Board
in its Report as provided under Section 134 of the Act.
III. COST AUDITORS:
As per Section 148 of the Act read with the Companies (Cost Records and
Audit) Rules, 2014, the Company is required to prepare, maintain as well as have the audit
of its cost records conducted by a Cost Accountant and accordingly, it has made and
maintained such cost accounts and records.
The Board of Directors has on the recommendation of the Audit Committee
appointed M/s Kishore Bhatia & Associates, Cost Accountants as the Cost Auditors of
the Company for the financial year 2024-25. Pursuant to the provisions of Section 148 of
the Act read with The Companies (Audit and Auditors) Rules 2014, Members are requested to
consider the ratification of the remuneration payable to M/s. Kishore Bhatia &
Associates.
The remuneration payable to the Cost Auditors is required to be placed
before the Members in a General Meeting for their ratification. Accordingly, a resolution
seeking Members' ratification for the remuneration
payable to M/s. Kishore Bhatia & Associates, Cost Accountant forms
part of the Notice of the 39th AGM.
CONFIRMATION OF COMPLIANCE OF SECRETARIAL STANDARDS:
During the year under review, the Company has complied with the
applicable Secretarial Standards i.e. SS-1 and SS-2, relating to "Meetings of the
Board of Directors" and "General Meetings", respectively, issued by The
Institute of Company Secretaries of India (ICSI).
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, AND FOREIGN EXCHANGE
EARNINGS AND OUT GO:
A. CONSERVATION OF ENERGY
I. IMPACT ON ENERGY CONSERVATION IN THE FINANCIAL YEAR 2023-24:
Total installed captive power plant is 1425 MW (500 MW & 925
MW). We generated 6338 MWH power from steam Turbine in 2023-24.
VFDs are provided on the vacuum Pumps, Cooling Tower Pumps, Fans
and Reactor agitators for optimising the power consumption. We have installed VFDs for CT
fans in the first stage in F.Y. 2023-24. The total cost saving due to energy conservation
is ' 36.74 Lakhs.
Replaced the regular and CFL lighting with energy efficient LED
lighting across all plants. We have replaced 40 Nos in F.Y. 2023-24. The cost saving due
to replacement of CFL bulbs with LED bulbs 0.89 Lakhs in F.Y. 2023-24.
By recycling Treated effluent water (ZLD ~ 350-400 KLD),
specific consumption of water has been brought down significantly to almost NIL in some of
the plants.
Rainwater harvesting is done and the same is used for process
applications and gardening (3357 KL recycled).
Solar Power (400 KWH) installed & total power generated by
Roof top solar plant is 464.42 MW during F.Y.2023-24.
Prionyl process improved, this increases yield from 0.55 to
0.70, hence there is reduction in raw material consumption, utility consumption, water
consumption, effluent (41%) & number of batches of reaction and distillation reduced.
The Amber fleur process improved, this increases yield from
1.199 to 1.216, hence there is reduction in raw material consumption, utility consumption,
water consumption, effluent & number of batches of reaction and distillation reduced.
Dihydromyrcenol process improved, this increases yield from
0.714 to 0.719, hence there is reduction in raw material consumption, utility consumption,
water consumption, effluent & number of batches of reaction and distillation reduced.
Ambery woody Xxtreme & Xtreme product introduced @ unit-II
II. ENERGY CONSERVATION PLANNING FOR F.Y. 2022-23/ CAPITAL INVESTMENT:
Plan to install Solar power capacity of 3.3 MW at Unit-I &
III and 1.4 MW at Unit-7.
Planning to reduce RO reject to 40% by installing ultra
high-pressure RO. This will help to reduce the Energy like steam & electricity
consumption.
Planning to install Mechanical vapor Recompression evaporation
(MVRE) system, this will reduce the consumption of steam.
To increase recycle of treated effluent water and to reduce in
overall water consumption.
Value added products derivation from the side stream of various
production processes with purification.
Green Technology development at pilot scale from intermediates
of Products.
III. NEW PROCESS DEVELOPMENTS:
Batch Process to Continuous process in DHMOL.
Batch Process to Continuous process in PCM.
MPO by Resin process Green Technology development at pilot
scale.
Process improvement of Delta Damascone process.
To introduce Safranal, Aphermate, Menthofuran, L-Camphor
Sulphonic acid, Habanolide, Exaltolide, Mayol, Amber Core as a new product.
B: TECHNOLOGY ABSORPTION
The expenditure on Research and Development: Yes
Sr. Particulars No. |
Amount Invested |
A Capital |
67.31 |
B Revenue |
202.52 |
Total (a+b) |
269.83 |
Total Research & Development Expenses as % of Turnover |
0.16% |
C: FOREIGN EXCHANGE EARNINGS AND OUTGO
Particulars |
Amount |
Foreign Exchange Earnings |
104,762.34 |
Foreign Exchange Outgo |
65,868.04 |
ANNUAL RETURN:
Pursuant to Section 92(3) of the Act read with Section 134(3)(a) of the
Companies Act and the applicable Rules, the Annual Return in Form MGT-7 shall be available
on Company's Website at https://www.privi.com/investor-
relations/reports/annual-return.
ACKNOWLEDGEMENTS:
Your Directors' value the consistent support and encouragement
given by Customers, Suppliers, Bankers, Business Associates and Government Agencies to the
Company. The Directors appreciate the employees at all levels, including workmen at the
manufacturing plants for their dedication, hard work & commitment at all the times.