To,
The Members
The Directors are pleased to present the 22nd Annual Report of Ratnaveer
Precision Engineering Limited ("the Company") together with Audited Financial
Statements of the Company for the Financial Year("FY") ended March 31,2024.
01. FINANCIAL HIGHLIGHTS:
(Rs in millions)
Particulars |
FY 2023-24 |
FY 2022-23 |
Net Sales/ Income from Operation |
5953.79 |
4797.48 |
Other Income |
70.21 |
13.97 |
Total Income |
6024.00 |
4811.45 |
Profit before interest, Depreciation & Tax |
570.04 |
470.21 |
Less Interest (Financial Cost) |
120.87 |
122.92 |
Depreciation |
58.24 |
40.18 |
Profit/Loss Before Exceptional Item &Tax Exp. |
390.93 |
307.11 |
Add/Less Exceptional Items |
- |
- |
Profit/Loss Before Tax |
390.93 |
307.11 |
Less Previous years Adjustments |
47.80 |
40.00 |
Provision for Current & Deferred |
32.63 |
16.68 |
Net Profit/Loss after tax |
310.50 |
250.44 |
Total Comprehensive Income/loss |
(0.06) |
(0.13) |
Total |
310.44 |
250.31 |
Add: Balance carried from Profit & Loss A/c |
- |
- |
Less: Provision for earlier year taxation |
- |
- |
Net Profit/Loss after tax and adjustments |
310.44 |
250.31 |
Transferred to general Reserve |
- |
- |
Balance carried to the balance sheet |
310.44 |
250.31 |
EPS (Basic & Diluted) |
7.61 |
7.26 |
02. DIVIDEND
Your directors have decided not to declare any dividend for the financial year 2023-24.
This is mainly to conserve the Financial resources of the Company for future growth of the
Company. Considering the Market Capitalization, the provisions of Dividend Distribution
Policy is not applicable to the Company for the FY 2024-25.
03. TRANSFER TO RESERVES
No amount is proposed to be transferred to general reserves for the financial year
2024. The closing balance of retained earning of the Company for financial year 2023-24
for all appropriations and adjustment was H 848.17 millions. During the year the Company
has not transferred any amount to general reserve.
04. CHANGE IN THE NATURE OF BUSINESS, IF ANY:
There is no change in the nature of business during the financial year ended
31.03.2024.
05. MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL POSITION OF THE
COMPANY
In terms of Section 134(3)(l) of the Companies Act, 2013, there have not been any
material changes and commitments affecting the financial position of the Company which
have occurred during the financial year 2023-24.
06. STATE OF COMPANY'S AFFAIRS AND REVIEW OF BUSINESS OPERATIONS & FUTURE
PROSPECTS:
During the year under review, the revenue from operations (standalone) increased by
24.09% from H 4797.48 million in FY 2022-23 to H 5953.79 million in FY 2023-24. Profit
before interest, tax, depreciation, and amortization ('EBITDA') increased by 21.32% from H
470.21 million in FY 2022-23 to H 570.04 million in FY 2023-24. Profit after tax from
Operations increased by 24.03% from H 250.31 million in FY 2022-23 to H 310.44 million in
FY 2023-24. Earnings per share have increased from H 7.26 per share in the FY 2022-23 to H
7.61 per share, recording a growth of 4.82%. The key growth drivers for profits during the
year have been increased sales volume, cost optimization measures, and expansion into new
markets.
The Board of Directors are happy to inform you that the Company has maintained the
financial position as per the target. We are one of the leading producers of a highest
range of S.S. Fastener Industry related products viz. Stainless-Steel Washers, Solar Panel
Hooks, Tubes, Finished Sheets and Sheet Metal Products. We have been exporting to various
Countries like USA, UK, Germany, France, Italy, Netherlands, Portugal, Spain, Switzerland,
Austria etc, Each of the Company's Products undergo various examinations at different
stages of production. We are focusing to build long lasting customer relationship which
will make us preferred supplier.
In present business scenario, Company is exploring for better growth and will be able
to maintain it in by following global standards. However, Company needs to spread its
wings and its portfolio by adding new products for emerging amongst new global suppliers.
07. INITIAL PUBLIC OFFER ("IPO") CUM OFFER FOR SALE ("OFS")
The Company in the month of September 2023 had come out with IPO cum offer for sale.
The said IPO cum Offer for Sale was overwhelmed by the investors. The Management is
thankful to Securities Exchange Board of India ("SEBI") and all other statutory
authorities for allowing IPO cum Offer for sale and also thankful to the Investors for
reposing faith in the Company. The Company's equity shares were listed on Bombay Stock
Exchange Limited (BSE) and National Stock Exchange of India Limited (NSE) on 11 September
2023.
08. SHARE CAPITAL AND CHANGE THEREIN
Subsequent to the completion of the Initial Public Offer ("IPO) including both
Fresh issue and offer for sale, the paid-up equity share capital of the Company increased
from H 346,990,400 to H 48,49,90,400.
During the year under review, the Company have issued 1,68,40,000 equity shares to
respective bidders at an issue price of H 98 per equity shares, including a share premium
of H 88 per equity share through Initial Public Offer (IPO).
Authorised Share Capital of the Company is H 53,00,00,000/- (Rupees Fifty Three Crore
Only) divided into 5,00,00,000 (Five Crores) Equity Shares of H 10/- (Rupees Ten only)
each and 30,00,000 (Thirty Lakh) Preference shares of H 10 /- (Rupees Ten only) each.
Issued, Subscribed and Paid-up share capital of the Company is H 48,49,90,400/- (Rupees
Forty Eight Crore Forty Nine Lacs Ninety Thousand Four Hundred only) divided into
4,84,99,040 (Four Crore Eighty Four Lacs Ninety nine Thousand forty only) Equity Shares of
H 10/- (Rupees Ten Only) each.
The Company in its Board Meeting dated 20th August, 2024 has approved
allotment of 45,50,349 equity shares of H 10 each on preferential basis to persons
belonging to the non-promoter category.
Buy Back of Securities
Your Company has not bought back any of its securities during the year under review.
Sweat Equity
Your Company has not issued any Sweat Equity Shares during the year under review.
Bonus Shares
Your Company has not issued any Bonus Shares during the year under review.
Employee Stock Option Plan
Your Company has not provided any Stock Option Scheme to the employees.
09. DIRECTORS, KEY MANAGERIAL PERSONNEL AND CHANGE THEREIN
Pursuant to the provisions of Sections 2(51) and 203 of the Act read with Rule 8 of the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the
following persons are acting as Key Managerial Personnel of the Company as on the date of
this Report:-
i Mr. Vijay Sanghavi |
: Managing Director cum CFO |
ii Mr. Babulal Chaplot |
: Wholetime Director |
iii Ms. Swati Sharda |
: Company Secretary cum Compliance Officer (w.e.f. 22.05.2024) |
The Company has made appointment of Mrs. Karuna Advani (DIN: 02235834) as Independent
Director with effect from 12/12/2023 and Ms. Ankita Soni (DIN: 08126490), who was an
Independent Director of the Company, whose term expired w.e.f. 23.12.2023 ceased to be as
Independent Director in the Company.
The Board on recommendation of Nomination and Remuneration Committee and subject to the
approval of the shareholders by way of a Special Resolution proposed to appoint Mr. Ninad
Raje (DIN: 07155714), as Independent Director with effect from 22nd May, 2024
for a period of 5 (Five) years and Mr. Rajash Shah (DIN:10630161) as Independent Director
with effect from 22nd May, 2024 for a period of 5 (Five) years. However, due to
pre-occupation, Mr. Ninad Raje has resigned from the Directorship of the Company on
15.07.2024.
Ms. Prerana Trivedi who was a Company Secretary and Compliance Officer of the Company
has resigned from her position on 04.04.2024. The Board has appointed Ms. Swati Sharda a
Company Secretary and Compliance officer w.e.f 22.05.2024.
The details in respect of qualification, area of expertise etc. of all the above
appointee directors are provided in annexure to the notice. You are therefore in the
interest of the company requested to accord your consent to these resolutions.
Based on the confirmation received from the Directors, neither of these Directors are
disqualified under Section 164(2) of the Act.
10. INDEPENDENT DIRECTORS
Your Company has received declarations from all the Independent Directors confirming
that they meet the criteria of independence as prescribed under Section 149(6) of the Act
read with sub rule (1) and sub rule (2) of Rule 6 of the Companies (Appointment and
Qualification of Directors) Rules, 2014 and Regulation 16(1)(b) of the SEBI Listing
Regulations and they are independent of the management and they have complied with the
code for independence prescribed in Schedule IV of the Act.
In terms of Regulation 25(8) of the SEBI Listing Regulations, they have confirmed that
they are not aware of any circumstance or situation, which exist or may be reasonably
anticipated, that could impair or impact their ability to discharge their duties with an
objective independent judgement and without any external influence. The Board of Directors
of the Company has taken on record the declaration and confirmation submitted by the
Independent Directors after undertaking due assessment of the veracity of the same. They
are not liable to retire by rotation in terms of Section 149(13) of the Act.
The Board is of the opinion that the all Directors including the Independent Directors
of the Company possess requisite qualifications, experience and expertise in their
relative fields and that they hold highest standards of integrity.
The Independent Directors of the Company have confirmed that they have enrolled
themselves in the Independent Directors' Databank maintained with the Indian Institute of
Corporate Affairs ("IICA") in terms of Section 150 of the Act read with Rule 6
of the Companies (Appointment & Qualification of Directors) Rules, 2014.
11. FAMILIARISATION PROGRAMME
In compliance with the requirements of Regulation 25(7) of the SEBI Listing
Regulations, the Company has put in place a Familiarisation Programme for the Independent
Directors to familiarise them with the Company, their roles, rights, responsibilities in
the Company, nature of the industry in which the Company operates, business model etc. The
details of the Familiarisation Programme imparted to Independent Directors are available
on the Company's official website at https:// ratnaveer.com/policv/FamiliarisationProgram
meforIndependentDirectors.pdf.
12. FORMAL ANNUAL EVALUATION
Pursuant to the provisions of Section 134(3)(p) of the Act and SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015, the Board has carried out an
annual performance evaluation of its own performance, Board's Committees, as well as,
Directors individually including performance of Independent Directors, after seeking
inputs from all the Directors/Committee members and finds it satisfactory. The manner in
which the evaluation has been carried out has been explained in the Corporate Governance
Report.
Your Company has also received declaration from all the Directors and senior management
personnel on compliance of Code of Conduct for Directors and senior management personnel,
formulated by the Company.
13. BOARD AND COMMITTEE MEETINGS
During the year under review, 15 Meetings of the Board of Directors were held in
accordance with the provisions of the Companies Act, 2013 read with rules made there under
and the applicable secretarial standards. The details of the Board Meetings with regard to
their dates and attendance of each of the Directors thereat have been provided in the
Corporate Governance Report which forms part of the Annual Report of the Company.
Details of Committee Meetings
The Company has duly constituted the following mandatory Committees in terms of the
provisions of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, as amended from time to time viz.
a. Audit Committee;
b. Nomination and Remuneration Committee;
c. Stakeholders Relationship Committee and
d. Corporate Social Responsibility Committee;
The Composition of all such Committees, number of meetings held during the year under
review, attendance of each of the Directors at such meetings, brief terms of reference and
other details have been provided in the Corporate Governance Report which forms part of
this Annual Report. All the recommendations made by the Committees were accepted by the
Board.
14. SEPARATE MEETING OF INDEPENDENT DIRECTORS
During the year under review, two (2) Separate meeting of Independent Directors was
held on 28.08.2023 and 05.03.2024. The details of the Independent Directors Meeting and
the attendance of the Directors are provided in the Corporate Governance Report, which
forms part of this Report.
15. DIRECTORS' RESPONSIBILITY STATEMENT
In accordance with the provisions of Section 134(3) (C) of the Companies Act, 2013, the
Board hereby submits its Responsibility Statements that:-
a) In the preparation of the annual accounts, the applicable accounting standards had
been followed along with proper explanation relating to material departures;
b) The directors had 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 and of
the profit of the Company for that period;
c) The directors had 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;
d) The directors had prepared the annual accounts on a going concern basis;
e) 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.
f) Internal financial controls (as required by explanation to section 134(5)(e) of the
Act) is being followed by the Company and that such internal financial controls are
adequate and were operating effectively;
16. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186 OF THE ACT
Details of Loans, Guarantees and Investments covered under the provisions of Section
186 of the Companies Act, 2013 are given in the notes forming part of the Financial
Statements and forms a part of this Annual Report.
17. UTILISATION OF IPO PROCEEDS
Your Company is utilising IPO proceeds as per the objects stated in the Prospectus of
the Company and pursuant to Regulation 32 of the Securities and Exchange Board of India
(Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended
("SEBI Listing Regulations") during the period under review, there was no
deviation / variation in utilisation of funds raised in respect of the Initial Public
Offering of the Company. The Company has appointed Care Ratings Limited as Monitoring
Agency in terms of Regulation 41 of the Securities and Exchange Board of India (Issue of
Capital and Disclosure Requirements) Regulations, 2018 as amended from time to time, to
monitor the utilisation of IPO proceeds and the Company has obtained monitoring reports
from the Monitoring Agency from time to time.
The Company has after placing before the Audit Committee and the Board, submitted the
statement(s) and report as required under Regulation 32 of the SEBI Listing Regulations to
both the exchanges where the shares of the Company are listed.
18. INDUSTRIAL RELATIONS
During the year under review, the Industrial Relations remained cordial. Your Company
is committed to uphold its excellent reputation in the field of Industrial relations.
19. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION,
PROHIBITION AND REDRESSAL) ACT, 2013:
The Company has zero tolerance for sexual harassment at its workplace and has adopted a
Policy on prevention, prohibition and redressal of sexual harassment at the workplace in
line with the provisions of the Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013 and the Rules thereunder for prevention and redressal
of complaints of sexual harassment at workplace.
Pursuant to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and
Redressal) Act, 2013 ("POSH Act") and Rules made thereunder, the Company has
formed an Internal Complaint Committee ("ICC") for its workplaces to address
complaints pertaining to sexual harassment in accordance with the POSH Act. The Company
has a detailed policy for prevention of sexual harassment at workplace which ensures a
free and fair enquiry process with clear timelines for resolution.
The Policy is uploaded on the website of the Company at
https://ratnaveer.com/policv/PolicvonPreentionofSexualHarassment.pdf.
During the Year under review the company has not received any complaints on sexual
harassment. Further details has been provided in the Corporate Governance Report which is
forming part of this Report.
20. BOARD DIVERSITY
The Company recognizes and embraces the importance of a diverse Board in its success..
The Board has adopted the Board Diversity Policy which sets out the approach to diversity
of the Board of Directors. The policy is available on our website at
https://ratnaveer.com/policv/BoardDiversitvPolicv.pdf.
21. PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES
The information required pursuant to section 197 (12) of the Act read with Rule 5(2)
and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules,
2014 in respect of the employees of the Company is given in Annexure "A". The
disclosure is available for inspection by the Members at the Registered Office of your
Company during business hours on all working days of the Company up to the date of the
ensuing AGM. Any Member interested in obtaining such information may send their email to
cs@ratnaveer.com.
There is no Employee in the company who was / is drawing remuneration more than
managerial personnel nor there is any employee who has drawn remuneration more than H
102.00 Lakhs p.a. or 8.50 Lakhs p.m. as described under Rules Rule 5(2) and 5(3) of the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.
22. SUBSIDIARY AND ASSOCIATE COMPANIES
The Company has incorporated one foreign wholly owned subsidiary Company at UAE namely
Ratnaveer StainlessInox LLC (Limited Liability Company), which received business license
on 17th October, 2023. The Said subsidiary Company is yet to commence business
operation. Hence Consolidation of Financial Statement is not applicable.
The Company does not have any joint venture or associate Company.
23. CREDIT RATING
During the financial year under review, the long term and short term credit ratings of
your Company has been reaffirmed to "IVR BBB+/Stable Outlook" and "IVR
A2" respectively.
24. RELATED PARTY TRANSACTIONS
All Related Party Transactions as entered into during the financial year were at Arm's
Length basis and were in ordinary course of business. No materially significant related
party transactions were entered by the Company with Promoters, Directors, Key Managerial
Personnel, other designated persons or other related parties, which may have potential
conflict with the interest of the Company at large.
All related party transactions were approved by the Audit Committee, as well as, the
Board of Directors.
The summary of such transactions is given in Note No. 42 of 'Notes forming part of
Accounts'.
The Policy on Related Party Transactions has been uploaded on the Company's Website,
web- link of which is https://ratnaveer.com/policy/ Policy on Dealing with Related party
Transactions.pdf Form AOC - 2 as required under section 134 (3) (h) of the Act read with
rule 8(2) of the Companies (Accounts) Rules, 2014 is attached as Annexure "A
(1)".
25. DISCLOSURE ON CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS AND OUTGO
In terms of Sub-section 3(m) of Section 134 of the Act read with Rule 12(1) of the
Companies (Management and Administration) Rules, 2014, particulars relating to
conservation of energy, technology absorption, foreign exchange earnings and outgo are
given in Annexure "B" forming part of this report.
26. ANNUAL RETURN AND EXTRACT OF ANNUAL RETURN
As per provisions of Section 92 of the Companies Act, 2013 read with Rules made
thereunder, a draft Annual Return of the Company for the financial year 2023-24 is
available on the website of the Company, web-link of which is https://ratnaveer.com/
policy/MGT-72024.pdf
27. CORPORATE SOCIAL RESPONSIBILITY ("CSR") POLICY
Your Company fall within the purview of Section 135 of the Companies Act, 2013. The
Company has constituted Corporate Social Responsibility Committee and has initiated action
to spend CSR amount during the year 2023-24. The Corporate Social Responsibility report is
enclosed as Annexure "C".
The Company is actively associated with various social activities undertaken by
different Trusts and Societies, without any legal and statutory requirements. As a
constructive partner in the communities in which it operates, the Company has been taking
concrete action to realize its social responsibility objective. The Company has been
playing a proactive role in the socio-economic growth and has contributed to all spheres
ranging from sports, health, education, environment conservation etc.
28. VIGIL MECHANISM / WHISTLE BLOWER POLICY
Your Company has a well-defined Whistle Blower Policy and has established Vigil
Mechanism which
provides adequate safeguards against victimization of
Reporting persons who follow such mechanism and also make provisions for direct access
to the Chairman of Audit Committee in appropriate cases. The Vigil Mechanism / Whistle
Blower Policy has been placed on the Company's website https://ratnaveer.com/policy/Vigil
MechanismWhistleBlowerPolicy.pdf
29. POLICY ON NOMINATION AND REMUNERATION
In compliance with the requirements of Section 178 of the Companies Act, 2013 and
Regulation
19 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the
Company has laid down a Nomination and Remuneration policy which has been uploaded on the
Company's website. The web-link for Nomination & Remuneration Policy is
https://ratnaveer.com/policy/ NominationandRemunaerationPolicy.pdf. The salient features
of the NRC Policy are as under:-
a) Setting out the objectives of the Policy
b) Definitions for the purpose of the Policy
c) Policy for appointment and removal of Director, KMP and Senior Management.
d) Policy relating to the remuneration for the Managerial Personnel, KMP, Senior
Management Personnel & other employees.
The details with respect to terms of Reference are provided in the Corporate Governance
Report form part of this report.
30. RISK MANAGEMENT POLICY
The Company has a structured Risk Management Policy. The Risk Management Process is
designed to safeguard the organization from various risks through adequate and timely
actions. It is designed to anticipate, evaluate and mitigate risks in order to minimize
its impact on the business. The potential risks are inventoried and integrated with the
management process so that they receive the necessary consideration during decision
making. It is dealt with in greater details in the management discussion and analysis
section.
31. COMMITTEES OF THE BOARD
The Company has already formed the following Committees to ensure timely compliances
and better corporate governance of all the applicable rules and regulations:
(i) Audit Committee, 2) Nomination & Remuneration Committee and 3) Stakeholders
Relationship Committee. The details about these committees are given in the Corporate
Governance Report.
32. INSURANCE
The properties of the Company including plant and machinery, stocks etc. have been
adequately insured. The Company has also taken adequate insurance cover for loss of profit
and Standing Charges.
33. FINANCE
During the year under review, your Company availed various financial facilities from
the existing Bankers
as per the business requirements. Your Company has been regular in paying interest and
in repayment of the principal amount of the term lenders.
34. AUDITORS
A) STATUTORY AUDITORS
M/s. Pankaj R. Shah & Associates; Chartered Accountants (FRN: 107361W) Ahmedabad
who were appointed as Statutory Auditors of the Company at the 20th Annual
General Meeting will continue as such for the term of five years.
B) SECRETARIAL AUDITORS
Pursuant to the provisions of section 204 of the Act and the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, the Company has appointed M/s. TNT and
Associates, (CP No: 3123) a firm of Practicing Company Secretaries, Vadodara, as
Secretarial Auditors for the financial year 2024-25 to undertake Secretarial Audit of the
Company. The Secretarial Audit Report for the financial year 2023- 24 is annexed herewith
as Annexure "D".
C) COST AUDITOR
M/s. Ashish Bhavsar & Associates, Cost Accountants, have been appointed as Cost
Auditors for audit of Cost Records and Statements for the financial year 2024-25. The
proposed remuneration for the said financial year, as stated in the notice of the ensuing
Annual General Meeting, is to be confirmed by the shareholders as required under section
148 of the Act.
Further the company has made and maintained proper Cost Records as specified by the
Central Government under Section 148 (1) of the Companies Act, 2013 for its business
activities carried out during the year.
D) INTERNAL AUDITORS
M/s. Bhadresh K Mehta & Co (Memb No-39858), Chartered Accountants, Vadodara have
been appointed as Internal Auditors for conducting internal audit of the Company for the
financial year 2024-25.
Explanation or Comments on disqualifications, reservations, adverse remarks or
disclaimers in the Auditors' Reports;
No disqualifications, reservations, adverse remarks or disclaimers have been reported
in the Auditors' Reports, requiring any explanation or comments by the Board of Directors
of the Company.
35. REPORTING OF FRAUD DURING THE YEAR UNDER REVIEW
The Auditors have not reported any instances of frauds committed in your Company by its
officers or employees, to the Audit Committee under Section 143(12) of the Act details of
which needs to be mentioned in this Report.
36. REPORT ON CORPORATE GOVERNANCE AND MANAGEMENT DISCUSSIONS & ANALYSIS REPORT
The Company has complied with all the applicable requirements of Corporate Governance
as stipulated in Regulations 17 to 27 and clauses (b) to (i) of Sub-Regulation (2) of
Regulation 46 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015. A Separate Report on Corporate Governance and a Certificate obtained from TNT &
Associates, Practicing Company Secretaries, regarding compliance with the conditions of
Corporate Governance and Management Discussions & Analysis Report which forms part of
this Report.
37. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR
TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY'S OPERATIONS IN FUTURE
No significant and/or material orders were passed by any Regulator or Court or Tribunal
impacting the going concern status and the Company's operation in future.
38. INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY
The Company has adequate internal control systems, commensurate with the size and scale
of the Company. However, looking to the need of the time it has been decided to widen the
scope of internal audit and accordingly internal auditors have been appointed who submit
their periodical reports to the Board and their advices are adopted and needful is done,
if required for better control.
39. UNCLAIMED EQUITY SHARES AND DIVIDEND AND TRANSFER OF FUND TO IEPF AUTHORITY
During the year under review, no amount was required to be transferred to Investor
Education and Protection Fund (IEPF) as Company has not declared any dividend in the past.
Your Company has appointed Ms. Swati Sharda, Company Secretary & Compliance Officer
and also as Nodal Officer of the Company. Details of the same are available on the website
of the Company at www.ratnaveer.com
40. SECRETARIAL STANDARDS
All the applicable secretarial standards are being followed by the Company.
41. DEPOSITS
During the year under review, no such instance occurred where the Company has failed to
complete or implement any corporate action within specified time limit.
42. FAILURE TO IMPLEMENT ANY CORPORATE ACTION
During the year under review, no such instance where the Company has failed to complete
or implement any corporate action within specified time limit.
43. PROCEEDINGS PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE ("IBC")
There is no such proceeding or appeal pending under Insolvency and Bankruptcy Code,
2016 (31 of 2016) during the year and at the end of the financial year, even upto the date
of this report.
44. THE 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
No such instance of One-time settlement or valuation was done while taking or
discharging loan from the Banks / Financial institutions occurred during the year.
45. REVISION IN FINANCIAL STATEMENT OR BOARDS REPORT
During the year under review, no revision in Financial Statement or Boards Report has
been made pursuant to section 131 of the Companies Act,2013.
46. EVENTS SUBSEQUENT TO THE DATE OF FINANCIAL STATEMENTS
As on the date of this Report, your Directors are not aware of any circumstances not
otherwise dealt with in this Report or in the financial statements of your Company, which
would render any amount stated in the Accounts of the Company misleading. In the opinion
of the Directors, no item, transaction or event of a material and unusual nature has
arisen in the interval between the end of the financial year and the date of this report,
which would affect substantially the result or the operations of your Company for the
financial year in respect of which this report is made.
47. CAUTIONARY STATEMENT
Statements in the Annual Report, including those which relate to Management Discussion
and Analysis describing the Company's objectives, projections, estimates and expectations,
may constitute 'forward looking' statements within the meaning of applicable laws and
regulations. Although the expectations are based on reasonable assumptions, the actual
results might differ.
48. ACKNOWLEDGEMENTS
The Bankers and financial institutions have extended their full support, cooperation
and valuable assistance to the Company. Your Directors place on record their appreciation
for the same.
|
For and on behalf of the Board of Directors of |
|
RATNAVEER PRECISION ENGINEERING LIMITED |
|
VIJAY RAMANLAL SANGHAVI |
DATE: 20.08.2024 |
Chairman |
PLACE: VADODARA |
(DIN:00495922) |