TO THE SHAREHOLDERS:
Your directors submit herewith their 39th Annual Report together with the Audited
Accounts of the Company for the year ended 31st March, 2024
FINANCIAL RESULTS:
The year's working results after meeting all expenses of operation & management are
set out as below. -
|
|
(All Amount in Rs. In Lac) |
Particulars |
Current Year (2023-2024) |
Previous Year (2022-2023) |
Revenue from Operations |
10682.02 |
1933.68 |
Other Income |
5.47 |
27.15 |
Total Revenue |
10.687.49 |
1960.83 |
Total Expenses |
10616.08 |
63.46 |
Profit/1 loss) before tax |
71.41 |
63.46 |
Less: Tax Expenses |
|
|
Current Tax |
24.00 |
15.00 |
Deferred Tax |
(3.14) |
(2.77) |
Profit (lossl for die period |
50.55 |
51.23 |
Odier comprehensive Income |
0.03 |
20.68 |
Total Comprehensive Income for die Year |
50.58 |
71.91 |
Brief Description of the Company's working during the year /State of Company's affairs;
The company is mainly engaged in the field of Infrastructure / Heavy equipment lease
rental including crane rentals including pilling rigs, crawler cranes, truck cranes and
Grabs for railways / steel & power projects. The company is leading marketing company
representing reputed Oil and Gas Equipment manufacturers worldwide for selling products to
Indian companies like ONGC/OEL INDIA ETC.
CHANGE IN NATURE OF BUSINESS, IF ANY
There has been no change in the nature of business of the Company during the financial
year ended 31st March 2024.
PERFORMANCE:
The Company's performance for die year under review reflected an encouraging growdi as
compared to the performance of the previous year.
During die year the interest income Rs. 1.57 Lac (Previous Year Rs. 18.99 Lac) and
odier income was Rs. 3.79 Lac (Previous Year Rs. 0.53 Lacs. Commission received Rs. 194.67
Lac (Previous year Rs. 340.46 Lacl Profit on sale of Fixed Assets Rs. Nil (Previous year
Rs. 1.86 Lacs. Profit on sale of Investments Rs. 0.12 Lac (Previous year Rs 5.722 Lacs.
Difference Dealing in Shares Rs. 24.91 Lac (Previous year Rs. 7.35 Lac). Consultancy Fees
Received Rs. 3.001 Lac (Previous year Rs. Nil Lacs. Dividend Received Rs. 2.90 Lac
(Previous year Rs. 15.78 Lacs. Sales of Shares Rs. 10456.54 Lac (Previous year Rs. 1570.09
Laci
TRANSFER TO RESERVES
An amount of Rs. 10.00 Lakhs has been transferred to the General Reserve during
the year.
DIVIDEND
Y'our directors have pleasure in Recommending Dividend of Rs 0.15p Per Equity share of
die face value of Rs. 2/- each (Rs. 7.50/)), , pa3/able to those Shareholders whose names
appear in die Register of Members as on 17TH September 2024.
MATERIAL CHANGES AND COMMITMENTS AFFECTING FINANCIAL POSITION BETWEEN THE END OF
FINANCIAL YEAR AND DATE OF THE REPORT.
There have been no material changes and commitments, which affect the financial
position of the company which have occurred between the end of the financial year to which
the financial statements relate and die date of this Report.
SUBSIDIARY/JOINT VENTURES/ASSOCIATE COMPANIES
The Company has one subsidiary namely M/s Trishakti Capital Limited.
In accordance widi Section 129(3) of the Companies Act, 2013, the Company has prepared
consolidated financial statements of the Company and ail its subsidiaries' forms part of
the Annual Report Furdier a statement containing the salient features of the financial
statements of each of the subsidiaries in the prescribed format Form AOC-1. marked as
Annexure - IV. forms part of the Annual Report. The annual accounts of die subsidiary
companies will be made available to die shareholders on request and will also be kept for
inspection by the shareholders at the registered office of your Company.
Further as per section 136 of the Companies Act, 2013, the audited financial
statements, including die consolidated financial statements and related information of die
Company are available at our website at www.trislikti.com.
Share Capital
The paid-up Equity Share Capital as on March 31, 2024 was Rs. 2.97.06.000 /-. During
die year under review the company has not issued any shares or any converdble instruments.
Sub-division of the face value of shares
The face value of equip.' shares of the Company has been sub-divided from Rs. 10/-
(Rupees Ten only) each to Rs. 2/- I Rupees Two only! each and the capital structure of the
Company as on date is as follows:
Authorised Capital |
Rs. 15.00,00,000 /- |
|
(7,50,00,000 Equity Shares of Rs. 2/- eachl |
Issued, Subscribed and Paid-up Capital |
Rs. 2.97.06.000 /- |
|
(1,48.53.000 Equity Shares of Rs. 2/- eachl |
MANAGEMENT DISCUSSION & ANALYSIS
Industry Structure & Developments. Opportunities & Threats. Outlook
Infrastructure business is a large industry and major shaper of the built environment
whose structure has implications for the forms and structure of cities. Infrastructure, is
a multifaceted business. Hence, it will also affect the growth of the company in the
coming years. Infrastructure sector has witnessed high growth in recent times
Segment wise performance
The Company is engaged in the multi-business activity. Accordingly, the Company is a
multiple business segment company and hence segment wise reporting is applicable.
Segment 1: Finance Business
The Company is engaged in die business within Capital markets with trading in listed
commodities and equities, mutual funds etc During die year 2023-24. the company has
incurred revenue from Rs 13290.76 lakhs from its first segment.
Segment 2: Commission & Consultancy Business
The Company is engaged in die representation of foreign clients in Indian Market.
During the year 2023- 24, die company has incurred revenue from Rs 205.43 lakhs from its
second segment.
INTERNAL FINANCIAL CONTROL
The Company has an internal financial control, commensurate with die size, scale and
complexity of its operadons. The scope and audiority of the Internal Audit function is
defined in the Internal Audit Charter. To maintain its objectivity and independence, die
Internal Audit function reports to die Chairman of the Audit Committee of the Board.
The Internal Audit Department monitors and evaluates the efficacy and adequacy of
internal control systems in the Company, its compliance widi operating systems, accounting
procedures and policies at all locations of the Company and its subsidiaries. Based on the
report of internal audit function, process owners undertake corrective action in their
respective areas and diereby strengthen the controls. Significant audit observations and
corrective actions thereon are presented to the Audit Committee of die Beard.
The Company has in place an established internal control system designed to ensure
proper recording of financial and operational information and compliance of various
internal controls and other regulatory and statutory compliances. Company's Policies on
Remuneration Employee Concern !Whistle Blowingl and also die Code of Conduct applicable to
Directors and Employers of die Company have been complied with. These Policies and
the Code of Conduct are available on the Company's website at www. Irish aku .com
RISK MANAGEMENT
The Company is exposed to inherent uncertainties owing to the sectors in which it
operates A key factor in determining a Company's capacity to create sustainable value is
die risks that die Company is willing to take (at strategic and operational levels) and
its ability to manage diem effectively. Many risks exist in a Company's operating
environment and they emerge on a regular basis. The Company's Risk Management processes
focus on ensuring that diese risks are identified on a timely basis and addressed.
The Board of Directors has constituted a Risk Management Committee. The Committee has
adopted a Charter that outlines die role, responsibilities and power of the Committee and
die procedure for organising the meeting of the Committee.
The purpose of the Committee is to assist die Board of Directors in fulfilling its
oversight responsibilities with regard to enterprise risk management. The Committee
reviews the risk management practices and actions deployed by die Management with respect
to identification, impact assessment, monitoring, mitigation and reporting of key risks
while trying to achieve its business objectives.
Further, the Committee endeavours to assist die Board in framing, implementing and
monitoring the risk management plan for die Company and reviewing and guiding the risk
policy. The Committee also guides Management in developing the risk management policy and
in implementing an appropriate risk management system/framework for die Company.
To have better focus on governance, die Company constituted Management Committee viz.,
the Risk Review Committee to identify, assess, review and mitigate risks. The Committee
comprises the Managing Director. Executive Director (Finance & Corporate}, Managing
Director & Chief Executive Officer and other management personnel as its Members. This
Committee has die primary responsibility of implementing die Risk Management Policy of the
Company and achieving the stated objective of developing a risk intelligent culture that
supports decision making and helps improve Company performance.
CORPORATE SOCIAL RESPONSIBILITY
The provision of the Companies Act 2013 relating to Corporate Social Responsibility are
not applicable to the company
BOARD MEETINGS
The Beard meets at regular intervals to discuss and decide on business policy and
strategy' apart from other Board business. However, in case of special and urgent business
need, the Board's approval is taken by passing resolutions through circulation, as
permitted by law. which are confirmed in the subsequent Board meeting. During the year
under review. 18 Board Meetings were convened and held on 10.04.2023, 20,05,2023,
04.07.2023, 12.07.2023, 19.07.2023. 14.08.2023, 23.08.2023, 30.08.2023, 14.11.2023,
24.11.2023. 23.11.2023. 20.12.2023, 16.01.2024, 20.01.2024, 30.01.2024. 28.02.2024,
27.03.2024. The meetings were held in compliance with the various provisions of the
Act/Listing Regulations
The composition, number of meetings held and the attendance of die members at these
meetings are as follows:
Name of die Directors |
Category of Directorship |
Number of Board meetings held during financial year 2023-24 |
No. of meetings attended |
Suresh Jhanwar |
Managing Director & Chairman |
18 |
IS |
Shalini Jhanwar |
Executive Director |
18 |
IS |
Dhruv Jhanwar |
Executive Director |
18 |
16 |
Tamil Daga |
Independent Director |
IS |
12 |
Vikash SlirofT |
Independent Director |
18 |
IS |
Arch an Seth |
Independent Director |
18 |
17 |
Siddhardia Chopra |
Independent Director |
18 |
IS |
REMUNERATION POLICY
The Board has on the recommendation cf the Nomination & Remuneration Committee
adopted die Remuneration Policy, which inter alia includes policy tor selection and
appointment of Directors. Key Managerial Personnel. Senior Management Personnel and their
remuneration. The remuneration policy of the Company aims to attract, retain and motivate
qualified people at die Executive and at the Board levels. The remuneration policy seeks
to employ people who not only fulfill die eligibility criteria but also have the
attributes needed to fit into the corporate culture of the Company. The said policy is
available at the weblink: www trishakti.com and also annexed to this report as Annexure-III
INDEPENDENT DIRECTORS* DECLARATION
.All Independent Directors of your Company have given declarations that they meet the
criteria of independence as laid down under Section 149(61 of the Companies Act. 2013. The
Board also hereby confirms diat in its opinion, the Independent Directors of the Company
fulfil the conditions/criteria specified under die Act and SEBI iLODRj Regulations. 2015.
as amended, and also are independent of the management. The Independent Directors have
also registered themselves in the databank with the Institute of Corporate Affairs of
India as per Rule 6/II of the Companies (Appointment and Qualifications of Directors)
Rules. 2014. The declaration was placed and noted by die Board in its meeting held on
30.05.2024. The independent directors meeting in term of Schedule IV to die
comp<anies Act. 2013 was held on March 27.2024
ANNUAL EVALUATION OF DIRECTORS. ITS COMMITTEES AND BOARD;
The formal annual evaluation of the performance of the board and that of its committees
has been carried out through a structured evaluation process covering various aspects of
die board's functioning such as the Board structure & composition, effectiveness of
the Board process, information flow & functioning, quality* of relationship between
die board and die Management, establishment, and delineation of the responsibilities to
Committees etc. The performance of Individual Directors was evaluated on parameters such
as professional conduct, performance of duties, role and functions, contribution to the
Board / Committee etc. by self - evaluation process. The directors were satisfied with the
evaluation results, which reflected the overall engagement of the Board and its Committee
with the company.
PUBLIC DEPOSITES
During the financial year 2023-24, your Company has not accepted any deposits within
the meaning of section Is) 73 and 76 of the Companies Act. 2013 read with the Companies
(Acceptance of Deposits I Rules. 2014 and as such no amount of Principal or Interest was
outstanding as on date cf the Balance Sheet.
OUTLOOK ON OPPORTUNITIES:
The Company expects good business performance as a Commission Agent of various foreign
Company for pardcipate the Global Tender on behalf of diem (Foreign Company) as Indian
Agent and made Agreement with them (Foreign Companyi for few years and witness tremendous
growth and will continue.
Particulars of die Foreign Company and Business Agreements with them as Indian Agent.
ti) A manufacturing Company which is based on Indonesia i.e. M/s PT SERVOTECH INDONESIA
participates in die tender widi Oil & Natural Gas Corporation Ltd (ONGC) for Immediate
Supply SRP Surface Unit. Drill Pipe Drill Collar Where our Company will be acting as a
Commission Agent.
DIRECTORS RESPONSIBILITY STATEMENT
Based on the framework of internal financial controls established and maintained by the
Company, work performed by the internal, statutory', cost and secretarial auditors and
external agencies, the reviews performed by Management and the relevant Board Committees,
the Board, with the concurrence of the Audit Committee, is of the opinion that die
Company's internal financial controls were adequate and effective as on 31" March,
2024.
Accordingly, pursuant to Section 134{5) of the Companies Act.2013 the Board of
Directors to the best of their knowledge and ability confirm:
a) that in the preparation of the annual accounts, the applicable accounting standards
have been followed along with proper explanation relating to material departures;
b) that we have selected such accounting policies and applied them consistently and
made judgments and estimates diat 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 die
profit and loss of the Company for that period;
cj that proper and sufficient care has been taken for the maintenance of adequate
accounting records in accordance with the previsions of the Companies Act,2013 for
safeguarding the assets of the Company and for preventing and detecting fraud and odier
irregularities:
d) that the annual accounts have been prepared on a going concern basis;
e) that proper systems to ensure compliance with die provisions cl" all applicable
laws were in place and that such systems were adequate and operating effectively-;
f) Those proper internal financial controls were laid down and that such internal
financial controls are adequate and were operating effectively.
BOARD DIVERSITY
The company recognizes and embraces the important of a diverse Board in its success. We
believe that a truly diverse Board will leverage differences in thought perspective,
knowledge, skill, regional and industry'- experience, cultural and geographical
background, age and gender, which will help us in retaining our competitive advantage.
Your Board comprises of expects in the field of finance, law. corporate governance,
management and leader ship skills and also has a Women Director on the Board.
PROHIBITION & REDRESSAL) ACT, 2013
Four Company is committed to provide a safe and secure environment to its women
employees across its functions, as they are considered as integral and important part of
the Organisation. Your company has in place an Anti-Sexual Harassment Policy in line with
the requirements of die Sexual Harassment of Women at Workplace (Prevention. Prohibition
& Redressail Act. 2013.
In terms of provisions of Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressail Act. 2013 and Rules framed thereunder, your Company has duly
adopted a Polio,' and has also complied with die provisions relating to the consumtion of
Internal Complaints Committee (ICC).
There was no case of sexual harassment reported during the year under review.
COST AUDIT & COST RECORDS
The provision of Cost audit as per section 14S is not applicable on the Company and
hence company has not maintained proper records and account of die same as required under
die act.
COMPLIANCE OF SECRETARIAL STANDARDS
The Board of Directors hereby affirms that your Company lias adhered to the Secretarial
Standards as prescribed by the Institute of Company Secretaries of India during the
financial year under report.
AUDIT COMMITTEE
The Committee has adopted a Charter for its functioning. The primary objective of die
Committee is to monitor and provide effective supervision of die Management's financial
reporting process, to ensure accurate and timely disclosures, with the highest levels of
transparency, integrity and quality of financial reporting.
The Committee met six times during the year, 10.04.2023, 20.05.2023, 20.06.2023,
14.08.2023. 14.11.2023. 20.01.2024. The composition, number of meetings held and the
attendance of the members at these meetings are as follows:
Name of die member |
No. of meetings held |
No of meetings attended |
Mr. Tamil Daga (Non- Execudve Independent Director) Chairman, |
6 |
6 |
Mr. Archan Sen (Non- Execudve Independent Director) Member. |
6 |
6 |
Mrs. Shaiini Jhawar (Executive Directorl Member |
6 |
6 |
The Beard of Directors have accepted all the recommendations made by the Audit
committee
NOMINATION AND REMUNERATION COMMITTEE
The Committee has adopted a Charter for its functioning The primary objective of die
Committee is to monitor and proride effective supervision of the Management to Governance
Nomination and Remuneration Committee has framed a policy for selection and appointment of
Directors including determining quaiificarions and independence of a Director Key
Managerial Personnel (KMP) Senior Management Personnel and dieir remuneration as part of
its charter and other matters provided under Secrion 178(3} of die Companies Act 2013
The Committee met Five Times during the year, 10.04.2023, 20.05.2023.14.08.2023,
14.11.2023, 28.02.2024. The composirion. number of meetings held and the attendance of the
members at these meetings are as follows:
Name of the member |
No. of meetings held |
No of meetings attended |
Mr. Archan Sett (Non- Executive Independent Director) Chairman |
5 |
5 |
Mr. Tarun Daga (Non- Executive Independent Directorl Member |
5 |
5 |
Mr. Vikash Shroff (Non- Executive Independent Director) Member |
5 |
5 |
STAKEHOLDERS RELATIONSHIP COMMITTEE
The Committee has adopted a Charter for its functioning. The evaluation of Directors
was based on criteria such as participation and contribution in Beard and Committee
meetings representation of shareholder interest and enhancing shareholder value experience
and expertise to provide feedback and guidance to top management on business strategy
governance risk and understanding of the organization's strategy etc.
The Committee met four times during the year. 10.C4.2023, 30.08.2023, 24.11.2023,
28.02.2024. The composition, number of meetings held and the attendance of the members at
these meetings are as follows:
Name of die member |
No. of meetings held |
No of meetings attended |
Mr. Archan Sett (Non- Executive Independent Director) Chairman |
4 |
4 |
Mr. Tamil Daga (Non- Executive Independent Director) Member |
4 |
4 |
Mr. Vikash Shroff (Non- Executive Independent Director) Member |
4 |
4 |
Meeting of Independent Directors
During die financial year under review the Independent Director of the company met on
March 27.2024
RELATED PARTY TRANSACTIONS
During the financial year 2023-24. your Company has entered into transactions with
related parties as defined under Section 2176) of the Companies Act. 2013 read with
Companies (Specification of Definitions Details) Rules. 2014. which were in the ordinary
course of business and on arms' length basis and in accordance with die provisions of die
Companies Act. 2013. Rules issued thereunder and SEBI (LODRi Reg. 2015. The particulars of
every contract or arrangement enter into by the company with related parties referred to
in Sub-Section :i: of Secdon 1SS of die Companies Act 2013 including certain arm's length
transactions under third proviso there to have been disclosed in Note No. 39 and Form No.
AOC - 2. Your attention is drawn to die Related Party disclosure in Note No. 43 of the
Standalone Financial Statements.
During the financial year 2023-24. there were no materially significant related party
transactions entered into by the Company, winch may have a potential conflict with the
interest of the Company at large.
There were no pecuniary relationship or transacucns entered into by any Independent
Director with the Company during die year under review'
VIGIL MECHANISM
Approved die revised Vigil Mechanism that provides a formal mechanism for all
Directors, employees of the Company to approach die Ediics Chairman of the Audit Committee
of die Board and make protective disclosures about die unethical behaviour, actual or
suspected fraud or violation of die Code of Conduct (CoC).
The Vigil Mechanism comprises two policies viz., die Whistle Blower Policy' for
Directors & Employees and Whisde Blower Reward & Recognition Policy for Employees.
The Whistle Blower Policy for Directors and Employees is an extension of the CoC that
requires every Director or employee to promptly report to the Management any actual or
possible violation of the Code or any event wherein he or she becomes aware of that which
could affect the business or reputation of the Company.
The Whistle Blower Reward ?5c Recognition Policy for Employees has been implemented in
order to encourage employees to genuinely blow the whistle on any misconduct or unethical
activity taking place in the Company. The disclosures reported are addressed in the
management and within the time frames prescribed in the Whistle Blower Policy. Under the
Policy, every Director, employee of the Company has an assured access to die Ethics
Chairman of die Audit Committee.
AUDITORS Statutory Auditors
M/s G. Basu & Co.. Chartered Accountants.(ICAI Registration No. 3Q1174E) be and are
hereby appointed as the Statutory Auditors of the Company to hold office till the
conclusion of Annual General Meeting of the Company to be held in the year 2027 ."
The Company has received a Certificate from them to die effect that their appointment,
if made, would be as per the requirements specified under Section 141 of the Act and the
Rules framed there under for reappointment as Auditors of the Company. The Notes on
Accounts read with die Auditors' Reports are self-explanatory and dierefore. do not call
for any further comments or explanations.
The Statutory Auditor's Report does not contain any qualiiicadon. reservation or
adverse remark. The observation of Auditors in the Auditor's Report is explained, wherever
necessary in die appropriate notes of the accounts. Further, no Fraud wras
reported by the auditor of the company.
Secretarial Auditors
Section 204 of the Companies Act, 2013 :r.:er<dia requires every listed Company to
annex with its Board's report, a Secretarial Audit Report given by a Company Secretary in
pracrice. in the prescribed form.
The Board of Directors appointed Sent. Neha Poddar, Practicing Company Secretaries as
Secretarial Auditor to conduct Secretarial Audit of die Company for die Financial Year
2023-24 and her report is annexed to this Beard report. In connection, widi die auditor
observation in the report, it is clarified diat she has conducted the Secretarial Audit of
the compliance of the applicable statutory provisions & the adherence to good
corporate practice. The Secretarial Audit was conducted in a manner that provided her a
reasonable basis for evaluating die corporate conducts/ statutory compliance &
expressing her opinion The Beard has also further re-appointed Suit Neha Poddar. as
Secretarial Auditor to conduct Secretarial Audit of the Company for Financial Year 2024-24
Internal Auditor
Your Company has an effective internal control and risk-miugation system, which are
constantly assessed and strengdiened with new/revised standard operating, procedures. The
company's internal control system is commensurate with its size, scale and complexities of
its operations. The internal and operational audit is entrusted to M/s Sinharay & Co..
Chattered Accountant Firm. Kolkata (FRN - 332294EI. The main thrust of internal audit is
to test and review controls, appraisal of risks and business processes, besides ben c
lunar king controls with best practices in the industry.
The audit Committee of the Board of Directors acriveiy review die adequacy and
effectiveness of die internal control systems and suggests improvements to strengthen die
same. The company has a robust Management Information System, which is an integral part of
die control mechanism.
The Audit Committee of the Board of Directors. Statutory Auditors and the Key
Managerial Personnel are periodically apprised of the internal audit finding and
corrective actions taken. Audit plays a key role in providing assurance to the Board of
Directors. Significant Audit observations and corrective actions taken by the management
are presented to the Audit Committee of tile Board. To maintain its objectivity and
independence, The Internal Audit Function reports to the Chairman of the Audit Committee.
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS U/S 186
Details of Loans. Guarantees and Investments covered under the provisions of Section
1S6 of the Companies Act. 2013 are given in the note no. to the Financial Statements.
ANNUAL RETURN
Pursuant to Section 92.(3} of the Companies Act, 2013 read with Proviso under Rulel2(
1) of the Companies (Management and Administration! Rules, 2014. as amended, the Annual
Return is available on the Company's website at www. trishakti. com
PARTICULARS OF EMPLOYEES
Information in accordance with the provisions of Section 197' 12: of the Companies Act,
2013 read with Rule 5 of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules. 2014. as amended, regarding employees is given in Annexure-V forming
part of the Directors Report
There are no employees who are in receipt of remuneration in excess of the limit
specified under section 134(3)10.1 read with Rule 5 of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules. 2014.
DIRECTORS AND KEY MANAGEMENT PERSONNAL:
The Board of Directors of the Company at its meeting held on 26.08.2024 pursuant to
recommendation of Nomination and Remuneration Committee re-appointed Ms. Shalani Jhanwar
as Executive Director of the Company for a farther period of 3 years with effect from the
date of AGM which is subject to approval of shareholders of the Company and Appointment of
Mr Pranav Jhanwar as Executive Director of the Company for a period of 3 years with effect
from the date of AGM which is subject to approval of shareholders of the Company.
Your directors recommend the resolution for reappointment of Ms. Shaiini Jhanwar as
Executive Director at die ensuing Annual General Meeting of die company.
Mr Suresh Jhanwar. Managing Director & Chairman, Ms. Shaiini JhanwTar.
Executive Director. Mr. Dhruv Jhanwar, Executive Director. Mr. Kanti Kumar Ghosh, Chief
Financial Officer and Ms. Dipti Jain. Company Secretary are the Key Managerial Personnel
of the company.
CODE OF CONDUCT
The Board has laid down a code of conduct for all Board Members and Senior Management
of the Company. The code of conduct has been posted on the company's website
wwv.-.irishakti .com
LISTING AT STOCK EXCHANGE
The Equity shares of the Company continue to be listed on Bombay Stock Exchange Limited
and The Calcutta Stock Exchange Ltd hating ISIN No: INE238C01022 The Annual Listing
Fees for the year 2024-25 have been paid to The Bombay Stock Exchanges Ltd. and The
Calcutta Stock Exchange Ltd.
CEO / CFO CERTIFICATION
The CEO/CFO have certified to die Board of Directors in respect of review of the
financial statement and cash flow statement for the year in terms of the requirement of
SEBI :LODR: Regulation 2015 with the Stock Exchange.
DEPOSITORY
The Equity shares of the Company is trading permitted only in demateriaiized form, the
Company has made the requisite arrangement with National Securities Depository Limited
iNSDL) and Central Depository Services (India) Limited iCDSLl to enable investors to hold
shares in demateriaiized form. The annual custodial fees for the year 2024--24 have been
paid to those Depositories.
ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO
Information in accordance with the provision of section 13413(m) of die Companies Act.
2013 read widi the Rule SI3I of die Companies lAccounts) Rules. 2014 regarding
conservation of energy, technology absorption and foreign exchange earnings and outgo have
been given in the annexure.
AUDITORS' OBSERVATION:
The Auditors' Report for fiscal 2024 does not contain any qualification,
reservation or adverse remark The Report is enclosed with the financial statements in this
Annual Report
The Secretarial Auditors' Report for fiscal 2024 does not contain any
qualification, reservation or adverse remark.
The Secretarial Auditors' Report is enclosed as Annexure to the Boards report.
The Auditor's certificate confirming compliance with conditions cf corporate
governance as stipulated under Listing Regulation, for fiscal 2024 is enclosed as Annexure
tc the Board's report.
GENERAL
Your directors state that during Financial Year 2023-2024:
> The Company has not issued any Equity Shares with differential rights as to
Dividend. Voting or otherwise.
> The Company has distributed dividend on Equity Share with differential rights as
to Dividend, or otherwise.
> The Company has not issued any Sweet Equity Shares during die year.
>- The Company has Sub-divided Equity Share with differential rights as split,
having face value Rs. 10/- each to face value Rs 2/-each.
> There are no significant or material orders passed against the Company by the
Regulators or Court of Tribunals during the year ended March 31. 2024 which would impact
the going concern status of the Company and its future operations.
> No proceedings are pending against the Company under the Insolvency and Bankruptcy
Code. 2016
> The Company serviced all die debts 3c financial commitments as and when they
became due and no setdements were entered into with the bankers
Disclosure requirements for certain types of agreements binding listed entities under
Regulation 30A/2: of Listing Regulations:
There are no agreements entered into by the shareholders, promoters, promoter group
entities, related parties, directors, key managerial personnel, employees of the listed
entity or of its holding, subsidiary or associate company, among themselves or with the
listed entity or with a third party, solely or jointly, which, either directly or
indirectly or potentially or whose purpose and effect is to, impact the management or
control of the listed entity or impose any restriction or create any liability upon the
listed entity as on the date of notification of clause 5A to Para A of Part A of Schedule
III of Listing Regulations.
Disclosures of certain woes of agreements binding listed entities as per clause 5A to
para A of pare A of Schedule in of SEBI fLQDRl Regulations:
During the Financial Year 2023-24, the Company did not enter into any agreement that
needs to be disclosed under Clause 5A of paragraph A of Part A of Schedule in of the SEBI
Listing Regulations.
CAUTIONARY STATEMENT
Statements in this Directors' Report and Management Discussion and analysis describing
die Company's objectives, projections, estimates, expectation or predictions may be
"forward - looking statements" within the meaning of applicable securities laws
and regulations. Actual results could differ materially from those expressed or implied.
ACKNOWLEDGEMENTS
Your directors wish to place on record their appreciation for the continued support and
co-operation of the shareholders. Banks, various Regulatory and Government authorities and
for die valuable contributions made by employees of the Company.
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On behalf of the Board of Directors |
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Trishakti Industries Limited |
REGISTERED OFFICE |
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Godrej Genesis. Sector - V |
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Sait Lake City |
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Unit No. 1007. 10*-^ Floor. |
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Kolkata - 700091 |
SURESH JHANWAR |
Dated: 26'J- Day of August. 2024. |
(Managing Director) |
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(DIN: 00568879) |