To the Members,
The Directors have pleasure in presenting before you the 27th Boards'
Report of the Company together with the Audited Statements of Accounts for the year ended
31st March, 2023.
1. FINANCIAL SUMMARY/HIGHLIGHTS:
The performance during the period ended 31st March, 2023 has been as
under:
(Rs. In Lakhs)
Particulars |
Standalone |
|
2022-23 |
2021-22 |
Revenue from operations |
2.16 |
2.25 |
Other income |
28.52 |
190.62 |
Profit/loss before Depreciation, Finance Costs, |
(70.94) |
149.30 |
Exceptional items and Tax Expense |
- |
- |
Less: Depreciation/ Amortisation/ Impairment |
0.37 |
0.54 |
Profit /loss before Finance Costs, Exceptional items and Tax
Expense |
(70.57) |
149.84 |
Less: Finance Costs |
- |
- |
Profit /loss before Exceptional items and Tax Expense |
(70.57) |
149.84 |
Add/(less): Exceptional items |
- |
- |
Profit /loss before Tax Expense |
(70.57) |
149.84 |
Less: Tax Expense (Current & Deferred) |
- |
- |
Profit /loss for the year (1) |
(70.57) |
149.84 |
Total Comprehensive Income/loss (2) |
- |
- |
Total (1+2) |
(70.57) |
149.84 |
Balance of profit /loss for earlier years |
- |
- |
Less: Transfer to Reserves |
- |
- |
Less: Dividend paid on Equity Shares |
- |
- |
2. REVIEW OF OPERATIONS:
The total revenue of the Company for the financial year on standalone
basis under review was Rs.30.69/- lakhs as against total revenue of Rs. 192.87/- lakhs for
the previous financial year. The company recorded a net loss of Rs.(70.57/-) Lakhs for the
financial year 2022-23 as against the net profit of Rs. 149.84/- lakhs for the previous
year.
The total revenue of the Company for the financial year on consolidated
basis under review was Rs.30.69/- lakhs as against total revenue of Rs. 192.87/- lakhs for
the previous financial year. The company recorded a net loss of Rs. (70.71) Lakhs for the
financial year 2022-23 as against the net profit of Rs. 148.73/- lakhs for the previous
year.
3. DIVIDEND:
Your Directors have decided not to recommend any dividend for the year
2022-23.
4. BUSINESS UPDATE AND STATE OF COMPANY'S AFFAIRS:
The information on Company's affairs and related aspects is provided
under Management Discussion and Analysis report, which has been prepared, inter-alia, in
compliance with Regulation 34 of SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 and forms part of this Report.
5. RESERVES:
The Closing balance of reserves, including retained earnings, of the
Company as at March 31st, 2023 is Rs. (2,21,55,952).
6. CHANGE IN THE NATURE OF BUSINESS, IF ANY:
During the period under review and the date of Board's Report there was
no change in the nature of Business.
7. MATERIAL CHANGES AND COMMITMENTS:
There were no material changes and commitments affecting financial
position of the company between 31st March and the date of Board's Report (i.e.
02.09.2023).
8. REVISION OF FINANCIAL STATEMENTS:
There was no revision of the financial statements for the year under
review.
9. SHARE CAPITAL:
The authorized share capital of the Company stands at Rs.16,00,00,000/-
divided into 1,60,00,000 equity shares of Rs.10/- each.
The paid-up share capital of the Company stands at Rs. 14,80,87,060/-
divided into 1,48,08,706 equity shares of Rs.10/- each.
10. UNPAID / UNCLAIMED DIVIDEND:
There is no unpaid or unclaimed dividend with the company till date.
11. INVESTOR EDUCATION AND PROTECTION FUND (IEPF):
Pursuant to the provisions of Section 124 of the Act, Investor
Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules,
2016 ("IEPF Rules") read with the relevant circulars and amendments thereto, the
amount of dividend remaining unpaid or unclaimed for a period of seven years from the due
date is required to be transferred to the Investor Education and Protection Fund
("IEPF"), constituted by the Central Government.
During the Year, no amount of dividend was unpaid or unclaimed for a
period of seven years and therefore no amount is required to be transferred to Investor
Education and Provident Fund under the Section 125(1) and Section 125(2) of the Act.
12. DIRECTORS OR KMP APPOINTED OR RESIGNED:
Mr. Krishnam Raju Kalidindi retires by rotation and being eligible,
offers himself for re-appointment. A resolution seeking shareholders' approval for his
re-appointment along with other required details forms part of the Notice.
Appointments:
1. Mrs. Annapantula Vydehi (DIN: 06489491) was appointed as
Non-Executive Director w.e.f 02.09.2023
Resignations:
1.. Ms. Aakanksha (DIN 08792778) has resigned as Independent Director
w.e.f 02.09.2023
13. DECLARATION FROM INDEPENDENT DIRECTORS ON ANNUAL BASIS:
The Company has received declarations from all the Independent
Directors of the Company to the effect that they are meeting the criteria of independence
as provided in Sub-Section (7) of Section 149 of the Companies Act, 2013 and Regulation 25
of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.The
Independent Directors have also confirmed that they have complied with the Company's Code
of Conduct. In terms of Regulations 25(8) of the Listing Regulations, the Independent
Directors have confirmed that they are not aware of any circumstance or situation, which
exists or may be reasonably anticipated, that could impair or impact their ability to
discharge their duties with an objective independent judgment and without any external
influence.
During the year, Independent Directors of the Company had no pecuniary
relationship or transactions with the Company, other than sitting fees, commission and
reimbursement of expenses incurred by them for the purpose of attending meetings of the
Board of Directors and Committee(s).
14. BOARD MEETINGS:
The Board of Directors duly met Four (4) times on 19.05.2022,
10.08.2022, 28.10.2022 and 31.01.2023 in respect of which meetings, proper notices were
given and the proceedings were properly recorded and signed in the Minutes Book maintained
for the purpose.
15. BOARD EVALUATION:
Evaluation of all Board members is performed on an annual basis. The
evaluation is performed by the Board, Nomination and Remuneration Committee and
Independent Directors with specific focus on the performance and effective functioning of
the Board and Individual Directors.
In line with Securities and Exchange Board of India Circular No.
SEBI/HO/CFD/CMD/CIR/P/2017/004, dated January 5, 2017 and the Companies Amendment Act,
2017 the Company adopted the recommended criteria by Securities and Exchange Board of
India.
The criteria for performance evaluation covers the areas relevant to
the functioning of the Board and Board Committees such as its composition, oversight and
effectiveness, performance, skills and structure etc.
The evaluation of Board of Directors is performed by the Board after
seeking all the inputs from the Directors and the Board Committees by seeking inputs from
the Committee members.
The performance evaluation of the individual directors is done by the
Nomination and Remuneration Committee.
The performance evaluation of non-independent directors, the Board as a
whole and the Chairman is done by a separate meeting of Independent directors after taking
inputs from the Executive directors.
16. STATEMENT SHOWING THE NAMES OF THE TOP TEN EMPLOYEES IN TERMS OF
REMUNERATION DRAWN AND THE NAME OF EVERY EMPLOYEE AS PER RULE 5(2) & (3) OF THE
COMPANIES (APPOINTMENT & REMUNERATION) RULES, 2014:
Disclosure pertaining to remuneration and other details as required
under section 197 of the Companies Act, 2013 read with rule 5(1) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014 is given in Annexure 1
to this Report.
The Statement containing the particulars of employees as required under
section 197(12) of the Companies Act, 2013 read with rule 5(2) and other applicable rules
(if any) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules,
2014, is provided in Annexure 2 to this report.
During the year, NONE of the employees is drawing a remuneration of
Rs.1,02,00,000/- and above per annum or Rs.8,50,000/- and above in aggregate per month,
the limits specified under the Section 197(12) of the Companies Act, 2013 read with Rules
5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel)
Rules, 2014.
17. RATIO OF REMUNERATION TO EACH DIRECTOR:
Under section 197(12) of the Companies Act, 2013, and Rule 5(1) (2)
& (3) of the Companies (Appointment & Remuneration) Rules, 2014 read with Schedule
V of the Companies Act, 2013 the ratio of remuneration of (Mr. K.N.V. Narendra Kumar),
Whole time director of the Company to the median remuneration of the employee is 1.52:1.
18. DIRECTOR'S RESPONSIBILITY STATEMENT:
Pursuant to Section 134(5) of the Companies Act, 2013, the Board of
Directors, to the best of their knowledge and ability, confirm 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 and loss 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; and
(e) The Directors had laid down internal financial controls to be
followed by the company and that such internal financial controls are adequate and were
operating effectively.
(f) 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.
19. DETAILS OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS:
The Internal Financial Controls with reference to financial statements
as designed and implemented by the Company are adequate. The Company maintains appropriate
system of internal control, including monitoring procedures, to ensure that all assets are
safeguarded against loss from unauthorized use or disposition. Company policies,
guidelines and procedures provide for adequate checks and balances, and are meant to
ensure that all transactions are authorized, recorded and reported correctly.
During the period under review, there is no material or serious
observations have been noticed for inefficiency or inadequacy of such controls.
Further, details of internal financial control and its adequacy are
included in the Management Discussion and Analysis Report which is appended as Annexure 6
and forms part of this Report.
20. DETAILS IN RESPECT OF FRAUDS REPORTED BY AUDITORS UNDER SUB SECTION
(12) OF SECTION 143 OTHER THAN THOSE WHICH ARE REPORTABLE TO THE CENTRAL GOVERNMENT:
There have been no frauds reported by the auditors u/s 143(12).
21. CEO/ CFO CERTIFICATION:
The Whole time Director and Chief Financial Officer Certification on
the financial statements under regulation 17 (8) of SEBI (Listing Obligations &
Disclosure Requirements), Regulations, 2015 for the year 2022-2023 is annexed in this
Annual Report.
22. INFORMATION ABOUT THE FINANCIAL PERFORMANCE / FINANCIAL POSITION OF
THE SUBSIDIARIES / ASSOCIATES/ JOINT VENTURES:
The company has no subsidiary and joint venture companies. The Company
has one Associate Company, Krisani Bio Sciences Private Limited.
As per the provisions of Section 129 of the Companies Act, 2013 read
with Companies (Accounts) Rules, 2014, a separate statement containing the salient
features of the financial statements of the associate company is prepared in Form AOC-1
and is attached as Annexure 3 and forms part of this report.
23. DETAILS OF DEPOSITS NOT IN COMPLIANCE WITH THE REQUIREMENTS OF THE
ACT:
Since the Company has not accepted any deposits during the Financial
Year ended March 31,2023, there has been no non-compliance with the requirements of the
Act.
Pursuant to the Ministry of Corporate Affairs (MCA) notification dated
22nd January 2019 amending the Companies (Acceptance of Deposits) Rules, 2014, the Company
is required to file with the Registrar of Companies (ROC) requisite returns in Form DPT-3
for outstanding receipt of money/loan by the Company, which is not considered as deposits.
The Company complied with this requirement within the prescribed
timelines.
24. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:
The Company has not given any loan, guarantees or made any investments
attracting the provisions as prescribed in Section 186 of the Companies Act, 2013.
25. RELATED PARTY TRANSACTIONS:
All related party transactions that were entered into during the
financial year were on arm's length basis and were in the ordinary course of business.
During the financial year 2022-23, there were no materially significant related party
transactions made by the Company with Promoters, Directors, Key Managerial Personnel or
other designated persons which may have a potential conflict with the interest of the
Company at large.
The statement of transactions to be entered into with the related
parties for FY 2022-23 were approved by the Audit Committee on 27.01.2022 (prior approval)
and the same were reviewed and taken note of on a quarterly basis. The summary statements
are supported by an independent audit report certifying that the transactions are at an
arm's length basis and in the ordinary course of business.
The Form AOC-2 pursuant to Section 134(3) (h) of the Companies Act,
2013 read with Rule 8(2) of the Companies (Accounts) Rules, 2014 is annexed herewith as
Annexure 4 to this report.
26. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
OUTGO:
The required information as per Sec.134 (3) (m) of the Companies Act
2013 is provided hereunder:
A. Conservation of Energy: Your Company's operations are not energy
intensive. Adequate measures have been taken to conserve energy wherever possible by using
energy efficient computers and purchase of energy efficient equipment
B. Research & Development and Technology Absorption: All the
Factors mentioned in Rule 8 (3) (b) Technology absorption are not applicable to the
Company.
1. Research and Development (R&D) : |
NIL |
2. Technology absorption, adoption and innovation : |
NIL |
C. Foreign Exchange Earnings and Out Go:
1. Foreign Exchange Earnings: NIL
2. Foreign Exchange Outgo: NIL
27. COMMITTEES:
(I) . AUDIT COMMITTEE: The Audit Committee of the Company is
constituted in line with the provisions of
Regulation 18(1) of SEBI (LODR) Regulations with the Stock Exchanges
read with Section 177 of the Companies Act, 2013 are included in the Corporate Governance
report, which forms part of this report.
(II) . NOMINATION AND REMUNERATION COMMITTEE: The Nomination and
Remuneration Committee of
the Company is constituted in line with the provisions of Regulation
19(1) of SEBI (LODR) Regulations with the Stock Exchanges read with Section 178 of the
Companies Act, 2013 are included in the Corporate Governance report, which forms part of
this report.
(III) . STAKEHOLDERS RELATIONSHIP COMMITTEE: The Stakeholders
Relationship Committee of the
Company is constituted in line with the provisions of Regulation 20 of
SEBI (LODR) Regulations with the Stock Exchanges read with Section 178 of the Companies
Act, 2013 are included in the Corporate Governance report, which forms part of this
report.
28. COMPOSITION OF CSR COMMITTEE AND CONTENTS OF CSR POLICY:
Since the Company does not have the net worth of Rs. 500 Crore or more,
or turnover of Rs. 1000 Crore or more, or a net profit of Rs. 5 Crore or more during the
financial year, section 135 of the Companies Act, 2013 relating to Corporate Social
Responsibility is not applicable and hence the Company need not adopt any Corporate Social
Responsibility Policy.
29. VIGIL MECHANISM/WHISTLE BLOWER POLICY:
The Board of Directors has formulated a Whistle Blower Policy which is
in compliance with the provisions of Section 177(10) of the Companies Act, 2013 and
Regulation 22 of the Listing Regulations. The Company promotes ethical behavior and has
put in place a mechanism for reporting illegal or unethical behavior. The Company has a
Vigil Mechanism and Whistle-blower policy under which the employees are free to report
violations of applicable laws and regulations and the Code of Conduct. Employees may
report their genuine concerns to the Chairman of the Audit Committee. During the year
under review, no employee was denied access to the Audit Committee.
Vigil Mechanism Policy has been established by the Company for
directors and employees to report genuine concerns pursuant to the provisions of section
177(9) & (10) of the Companies Act, 2013. The same has been placed on the website of
the Company www.drhlsl.com.
30. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS
There are no significant and material orders passed by the regulators
/courts that would impact the going concern status of the Company and its future
operations.
31. STATUTORY AUDITORS AND STATUTORY AUDITORS REPORT:
At the 24th Annual General Meeting held on 26.12.2020, the members of
the company approved the appointment of M/s. A.M Reddy & D.R. Reddy., Chartered
Accountants as Statutory Auditors of the company for the term of five years from the
financial year 2020-21 onwards on such terms and conditions and remuneration as may be
decided by the Board. M/s. A.M. Reddy & D.R. Reddy have resigned with effect from
02.09.2023 citing that the size of their firm and the fee involved, does not commensurate
with the size of audit and the efforts involved.
The Board in its meeting held on 02.09.2023 appointed M/s. N G Rao
& Associates, Chartered Accountants, Chartered Accountants as Statutory Auditors for
the period of 5 years in place of M/s. A.M Reddy & D.R. Reddy, Chartered Accountants
from the conclusion of ensuing AGM for FY 2022-23 till the conclusion of Annual General
Meeting to be held in the calendar year 2028, subject to the approval of the shareholders
in the ensuing Annual General Meeting.
The Auditors' Report for fiscal 2023 does not contain any
qualification, reservation or adverse remark. The Auditors' Report is enclosed with the
financial statements in this Annual Report. The Company has received audit report with
unmodified opinion for on basis of audited financial results of the Company for the
Financial Year ended March 31,2023 from the statutory auditors of the Company.
The Auditors have confirmed that they have subjected themselves to the
peer review process of Institute of Chartered Accountants of India (ICAI) and hold valid
certificate issued by the Peer Review Board of the ICAI.
32. ANNUAL SECRETARIAL COMPLIANCE REPORT:
SEBI vide its Circular No. CIR/CFD/CMD1/27/2019 dated February 08, 2019
read with Regulation 24(A) of the Listing Regulations, directed listed entities to conduct
Annual Secretarial compliance audit from a Practicing Company Secretary of all applicable
SEBI Regulations and circulars/guidelines issued thereunder. Further, Secretarial
Compliance Report dated 27.05.2023, was given by M/s. S.S. Reddy & Associates,
Practicing Company Secretary which was submitted to Stock Exchanges within 60 days of the
end of the financial year.
33. SECRETARIAL AUDIT REPORT:
In terms of section 204 of the Companies Act, 2013 read with the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, based upon
the recommendations of the Audit Committee, the Board of Directors had appointed M/s. S.S.
Reddy & Associates, Practicing Company Secretaries (CP No. 7478) as the Secretarial
Auditor of the Company, for conducting the Secretarial Audit for financial year ended
March 31,2023.
The Secretarial Audit was carried out by M/s. S.S. Reddy &
Associates, Company Secretaries (CP No. 7478) for the financial year ended March 31,2023.
The Report given by the Secretarial Auditor is annexed herewith as Annexure- 5 and forms
integral part of this Report.
The observations in the Secretarial Audit Report are self-explanatory
and do not require any comments thereon.
34. INTERNAL AUDITORS:
Pursuant to provisions of Section 138 read with Rule 13 of the
Companies (Accounts) Rules, 2014 and Section 179 read with Rule 8(4) of the Companies
(Meetings of Board and its Powers) Rules, 2014; During the year under review the Internal
Audit of the functions and activities of the Company was undertaken by M/s. Tungala &
Co., Chartered Accountants., the Internal Auditors of the Company.
Deviations are reviewed periodically and due compliance ensured.
Summary of Significant Audit Observations along with recommendations and its
implementations are reviewed by the Audit Committee and concerns, if any, are reported to
Board. There were no adverse remarks or qualification on accounts of the Company from the
Internal Auditor.
The Board has re-appointed by M/s Tungala & Co., Chartered
Accountants, Hyderabad as Internal Auditors for the Financial Year 2023-24.
35. SECRETARIAL STANDARDS:
The Company is in compliance with the applicable secretarial standards.
36. DECLARATION BY THE COMPANY:
The Company has issued a certificate to its Directors, confirming that
it has not made any default under Section 164(2) of the Companies Act, 2013 as on March
31,2023.
37. ANNUAL RETURN:
As required pursuant to section 92(3) of the Companies Act, 2013 and
rule 12(1) of the Companies (Management and Administration) Rules, 2014, an annual return
is uploaded on website of the Company www.drhlsl.com.
38. DISCLOSURE ABOUT COST AUDIT:
Maintenance of cost records and requirement of cost audit as prescribed
under the provisions of Section 148(1) of the Act, are not applicable for the business
activities carried out by the Company.
39. MANAGEMENT DISCUSSION AND ANALYSIS REPORT:
The Management Discussion and Analysis Report, pursuant to the SEBI
(LODR) Regulation provides an overview of the affairs of the Company, its legal status and
autonomy, business environment, mission & objectives, sectoral and operational
performance, strengths, opportunities, constraints, strategy and risks and concerns, as
well as human resource and internal control systems is appended as Annexure 6 for
information of the Members.
40. FAMILIARISATION PROGRAMMES FOR INDEPENDENT DIRECTORS:
The Company familiarises its Independent Directors on their appointment
as such on the Board with the Company, their roles, rights, responsibilities in the
Company, nature of the industry in which the Company operates, etc. through
familiarisation programme. The Company also conducts orientation programme upon induction
of new Directors, as well as other initiatives to update the Directors on a continuing
basis. The familiarisation programme for Independent Directors is disclosed on the
Company's website www.drhlsl.com.
41. INSURANCE:
The Company is not having any major fixed asset and therefore no
insurance is taken.
42. CORPORATE GOVERNANCE AND SHAREHOLDERS INFORMATION:
The Company has implemented all of its major stipulations as applicable
to the Company. As stipulated under Regulation 34 read with schedule V of SEBI (LODR)
Regulations, 2015, a report on Corporate Governance is appended as Annexure 7 for
information of the Members. A requisite certificate from the Secretarial Auditors of the
Company confirming compliance with the conditions of Corporate Governance is attached to
the Report on Corporate Governance.
43. NON-EXECUTIVE DIRECTORS' COMPENSATION AND DISCLOSURES:
None of the Independent / Non-Executive Directors has any pecuniary
relationship or transactions with the Company which in the Judgment of the Board may
affect the independence of the Directors.
No compensation was paid to the Independent and Non-Executive
Directors.
44. COMPANY'S POLICY ON DIRECTORS' APPOINTMENT AND
REMUNERATION INCLUDING CRITERIA FOR DETERMINING QUALIFICATIONS, POSITIVE ATTRIBUTES,
INDEPENDENCE OF A DIRECTOR AND OTHER MATTERS PROVIDED UNDER SUB-SECTION (3) OF SECTION
178:
The assessment and appointment of Members to the Board is based on a
combination of criterion that includes ethics, personal and professional stature, domain
expertise, gender diversity and specific qualification required for the position. The
potential Board Member is also assessed on the basis of independence criteria defined in
Section 149(6) of the Companies Act, 2013 and Regulation 27 of SEBI (LODR) Regulations,
2015. In accordance with Section 178(3) of the Companies Act, 2013 and Regulation 19(4) of
SEBI (LODR) Regulations, 2015, on the recommendations of the Nomination and Remuneration
Committee, the Board adopted a remuneration policy for Directors, Key Management Personnel
(KMPs) and Senior Management. The Policy is attached a part of Corporate Governance
Report. We affirm that the remuneration paid to the Directors is as per the terms laid
down in the Nomination and Remuneration Policy of the Company.
45. CODE OF CONDUCT FOR THE PREVENTION OF INSIDER TRADING:
The Board of Directors has adopted the Insider Trading Policy in
accordance with the requirements of the SEBI (Prohibition of Insider Trading) Regulation,
2015 and the applicable Securities laws. The Insider Trading Policy of the Company lays
down guidelines and procedures to be followed, and disclosures to be made while dealing
with shares of the Company, as well as the consequences of violation. The policy has been
formulated to regulate, monitor and ensure reporting of deals by employees and to maintain
the highest ethical standards of dealing in Company securities.
The Insider Trading Policy of the Company covering code of practices
and procedures for fair disclosure of unpublished price sensitive information and code of
conduct for the prevention of insider trading is available on our website
(www.drhlsl.com).
46. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE
(PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013:
The Company has in place an Anti-Sexual Harassment Policy in line with
the requirements of The Sexual Harassment of Women at workplace (Prevention, Prohibition
and Redressal) Act, 2013. Internal Committee (IC) has not been constituted since there are
less than 10 employees in the Company.
During the year 2022-23, there were no complaints received by the
Company.
47. INDUSTRY BASED DISCLOSURES AS MANDATED BY THE RESPECTIVE LAWS
GOVERNING THE COMPANY:
The Company is not a NBFC, Housing Companies etc., and hence Industry
based disclosures is not required.
48. FAILURE TO IMPLEMENT CORPORATE ACTIONS:
During the year under review, no corporate actions were done by the
Company which were failed to be implemented.
49. DETAILS OF APPLICATION MADE OR PROCEEDING PENDING UNDER 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 Insolvency and Bankruptcy Code, 2016.
50. 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.
51. POLICIES:
The SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015 mandated the formulation of certain policies for all listed companies. All the
policies are available on our website www.drhlsl.com.
52. EVENT BASED DISCLOSURES:
During the year under review, the Company has not taken up any of the
following activities except as mentioned:
1. Issue of sweat equity share: NA
2. Issue of shares with differential rights: NA
3. Issue of shares under employee's stock option scheme: NA
4. Disclosure on purchase by Company or giving of loans by it for
purchase of its shares: NA
5. Buy back shares: NA
6. Disclosure about revision: NA
7. Preferential Allotment of Shares: NA
During the year, the name of the company was changed to "SAMSRITA
LABS LIMITED" and the same was approved in the 26th Annual General Meeting by passing
a special resolution by members on 17.09.2022. The Certificate for name change was issued
by Registrar of Companies, Telangana on 13.10.2022 followed by BSE Limited and
Metropolitan Stock Exchange of India Limited.
53. INTERNAL AUDIT AND FINANCIAL CONTROLS:
The Company has adequate internal controls consistent with the nature
of business and size of the operations, to effectively provide for safety of its assets,
reliability of financial transactions with adequate checks and balances, adherence to
applicable statues, accounting policies, approval procedures and to ensure optimum use of
available resources. These systems are reviewed and improved on a regular basis. It has a
comprehensive budgetary control system to monitor revenue and expenditure against approved
budget on an ongoing basis.
54. CONSOLIDATED FINANCIAL STATEMENTS:
The company does not have any subsidiary at the end of financial year
under the review. However it is having an associate company and in compliance with the
SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (hereinafter
referred to as the Listing Regulations') and Section 129 of the Companies Act, 2013,
the Consolidated Financial Statements have been prepared by the Company in accordance with
the applicable provisions of the Companies Act, 2013 and the applicable Indian Accounting
Standards (Ind AS) and forms part of this Annual Report.
55. NAMES OF THE COMPANIES WHICH HAVE BECOME OR CEASED TO BE ITS
SUBSIDIARIES, JOINT VENTURES OR ASSOCIATE COMPANIES DURING THE YEAR.
There have been no companies which have become the subsidiaries, joint
ventures and associates during the year under review.
56. DETAILS RELATING TO DEPOSITS, COVERING THE FOLLOWING:
The Company has not accepted any public deposits during the Financial
Year ended March 31,2023 and as such, no amount of principal or interest on public
deposits was outstanding as on the date of the balance sheet.
57. CREDIT & GUARANTEE FACILITIES:
The Company has not availed credit and guarantee facilities.
58. RISK MANAGEMENT POLICY:
Business Risk Evaluation and Management is an ongoing process within
the Organization. The Company has a robust risk management framework to identify, monitor
and minimize risks and also to identify business opportunities. As a process, the risks
associated with the business are identified and prioritized based on severity, likelihood
and effectiveness of current detection. Such risks are reviewed by the senior management
on a quarterly basis. Risk Management Committee of the Board of Directors of your Company
assists the Board in (a) overseeing and approving the Company's enterprise wide risk
management framework; and (b) overseeing that all the risks that the organization faces
such as strategic, financial, credit, market, liquidity, security, property, IT, legal,
regulatory, reputational, other risks have been identified and assessed, and there is an
adequate risk management infrastructure in place capable of addressing those risks. The
development and implementation of risk management policy has been covered in the
Management Discussion and Analysis, which forms part of this Report.
59. ENVIRONMENTS AND HUMAN RESOURCE DEVELOPMENT:
Your Company always believes in keeping the environment pollution free
and is fully committed to its social responsibility. The Company has been taking upmost
care in complying with all pollution control measures from time to time strictly as per
the directions of the Government.
We would like to place on record our appreciation for the efforts made
by the management and the keen interest shown by the Employees of your Company in this
regard.
60. STATUTORY COMPLIANCE:
The Company has complied with the required provisions relating to
statutory compliance with regard to the affairs of the Company in all respects.
61. DEVIATIONS, IF ANY OBSERVED ON FUNDS RAISED THROUGH PUBLIC ISSUE,
PREFERENTIAL ISSUE ETC:
During the year under review, company has not raised any funds from
public or through preferential allotment.
62. ACKNOWLEDGEMENTS:
Your Directors place on record their appreciation for the overwhelming
co-operation and assistance received from the investors, customers, business associates,
bankers, vendors, as well as regulatory and governmental authorities. Your Directors also
thanks the employees at all levels, who through their dedication, co-operation, support
and smart work have enabled the company to achieve a moderate growth and is determined to
poise a rapid and remarkable growth in the year to come.
Your Directors also wish to place on record their appreciation of
business constituents, banks and other financial institutions and shareholders of the
Company, SEBI, BSE, MSEI, NSDL, cDsL, Banks, RBI, Government of Telangana etc. for their
continued support for the growth of the Company.
|
For and on behalf of the Board of Samsrita Labs Limited |
|
(Formerly known as Dr Habeebullah Life Sciences Limited) |
|
Sd/- K. Krishnam Raju |
Place: Hyderabad |
Executive Chairman &Whole-time Director |
Date: 02.09.2023 |
(DIN:00874650) |